/raid1/www/Hosts/bankrupt/TCR_Public/241111.mbx
T R O U B L E D C O M P A N Y R E P O R T E R
Monday, November 11, 2024, Vol. 28, No. 315
Headlines
1 MIN LLC: Claims to be Paid From Hotel Sale Proceeds
1174 MAZEL: Unsecureds Owed $82K to Get 100% of Claims in Plan
1982 ENSIGN: Court OKs Property Sale to Marcelina Estoesta
3304 BLUE BELL: Voluntary Chapter 11 Case Summary
35A PROPERTY: Case Summary & Eight Unsecured Creditors
540 WILLOUGHBY: Taps Corash & Hollender as Bankruptcy Counsel
8200 REALTY: Property Sale Proceeds to Fund Plan Payments
A GRANDE PROMOTION: Voluntary Chapter 11 Case Summary
AGEAGLE AERIAL: Joseph Reda Ceases Ownership of Common Shares
AIADVERTISING INC: Financial Strain Raises Going Concern Doubt
AIO US: Taps Orrick Herrington & Sutcliffe as Special Counsel
AKOUSTIS TECHNOLOGIES: Marcum LLP Raises Going Concern Doubt
AL GCX HOLDINGS: Moody's Affirms 'Ba3' CFR, Outlook Remains Stable
ALEXANDER TRUCKING: Seeks to Extend Plan Filing Deadline to Nov. 13
ALEXANDRIA DIOCESE: Seeks Sexual Abuse Deals Prior to Chapter 11
AMERICAN TIRE: U.S. Trustee Appoints Creditors' Committee
AMERINVEST LLC: Case Summary & Four Unsecured Creditors
APEX AG SOLUTIONS: U.S. Trustee Unable to Appoint Committee
APHEX HOLDINGS: To Sell Property to Jasco Industries for $4.15MM
APPLE CENTRAL: Files Emergency Bid to Use Cash Collateral
APPLIED ENERGETICS: All Two Proposals Approved at Annual Meeting
ASHFORD HOSPITALITY: Completes 1-for-10 Reverse Stock Split
ATLANTIC CITY, NJ: S&P Raises GO Debt Long-Term Rating to 'BB+'
AVALON GLOBOCARE: Appoints Dr. Cavo to Scientific Advisory Board
AZTEC FUND: Seeks to Hire Hilco Real Estate Appraisal
BACONE COLLEGE: Unsecureds Will Get 100% of Claims over 60 Months
BELLFLOWER CEDAR: Taps Lee & Associates as Real Estate Broker
BERRY CORP: Appoints Matthew Bob to Board of Directors
BEYOND AIR: Registers 81.7MM Shares for Possible Resale
BHAVICHAND LLC: Files Emergency Bid to Use Cash Collateral
BIG LOTS: Closes Store in Huntington Amid Nationwide Restructuring
BIG LOTS: Receives $150-Million DIP Loan from Gordon Brothers
BIOREGENX INC: Posts $1.1 Million Net Loss in Fiscal Q2
BLINK HOLDINGS: Motionsoft Steps Down as Committee Member
BLUESUMMIT MEDICAL: Hospice Care Providers File for Chapter 11
BOY SCOUTS: Judge Approves Late Claim by Incarcerated Survivor
BRIGHT LAKES: Case Summary & One Unsecured Creditor
BUCA DI BEPPO: Creditors Dispute Sale to Main Street Capital
BURGERFI INTERNATIONAL: Committee Taps Morris Nichols as Co-Counsel
CADIZ INC: Signs LOI for Potential $150 Million Investment
CALERA CORP: Seeks to Hire Levene Neale as Bankruptcy Counsel
CAN B CORP: Completes Merger With Nascent Pharma Holdings
CAN BROTHERS: Court OKs Cash Collateral Access Thru Dec. 31
CANTON & COMPANY: Seeks Continued Cash Collateral Access
CAPSTONE GREEN: Posts $3.9 Million Net Loss in Q1 2024
CARVANA CO: Ernest Garcia II Holds 36.79% Stake as of Oct. 23
CATHETER PRECISION: Expects $3.7MM Proceeds From Warrants Exercise
CCC HOLDCO: Moody's Cuts CFR to Caa3, Outlook Negative
CEMTREX INC: Granted Extension for Nasdaq Compliance
CENTENNIAL HOUSING: Gets Interim OK to Use Cash Collateral
CINEMOI NORTH AMERICA: FilmRise Steps Down as Committee Member
COACH USA: Plan Exclusivity Period Extended to Jan. 7, 2025
COLOR STAR: Audit Alliance Raises Going Concern Doubt
COMMERCIAL FURNITURE: Gets Interim OK to Use Cash Collateral
CONDUENT INC: S&P Alters Outlook to Negative, Affirms 'B+' ICR
CONNORSVILLE COMMONS: Files Emergency Bid to Use Cash Collateral
COOKQUEEN LLC: Case Summary & 20 Largest Unsecured Creditors
CTS LOGISTICS: Files Chapter 11 Bankruptcy Petition
DANIEL J. WALLACE: Unsecureds to Get 3 Cents on Dollar in Plan
DCLI BIDCO: Fitch Assigns 'BB' Final Rating on $500MM 2nd Lien Debt
DIAMOND SPORTS: Secures Multi-Year Cardinals Broadcast Deal
DIOCESE OF SAN FRANCISCO: Comm. Taps Cushman as Valuation Expert
DLD3 CARTS: Unsecured Creditors to Split $300K over 5 Years
DLINAS PROPERTIES: Hits Chapter 11 Bankruptcy Protection
DLINAS PROPERTIES: Taps Chung & Press, P.C. as Bankruptcy Counsel
DOMTAR CORP: S&P Rates US$60MM Senior Secured Revenue Bonds 'B+'
DORAL ACADEMY: Moody's Alters Outlook on Ba1 Bonds Rating to Pos.
EATSTREET INC: Hires Michael Best & Friedrich LLP as Counsel
ECO ROOF: U.S. Trustee Appoints Creditors' Committee
EDMOUNDSON STEEL: Hires Edmoundson Steel as Bankruptcy Counsel
EDUCATIONAL DEVT: Raises Going Concern Doubt
EL CHILITO MEXICAN: Gets OK to Use Cash Collateral Until Nov. 30
EL DORADO GAS: Seeks to Extend Plan Exclusivity to Feb. 16, 2025
El DORADO GAS: To Sell Equipment in Online Auction
El DORADO GAS: To Sell Oil and Gas Properties at Auction
EL DORADO SENIOR: Seeks Six-Month Extension to Use Cash Collateral
EMMAUS LIFE: Hires Marcum LLP as Independent Auditor
ENCOMPASS HEALTH: S&P Upgrades ICR to 'BB', Outlook Stable
ENGINEERING RECRUITING: Seeks to Use Cash Collateral
EPIC SWEETS: Case Summary & 20 Largest Unsecured Creditors
EPIC! CREATIONS: Chapter 11 Trustee Gets Interim OK for DIP Loan
ESPRIT US: Closes All 80 Locations in Chapter 7 Bankruptcy
EXACTECH INC: Hits Chapter 11 Bankruptcy After Faulty Devices Suits
FARGO BREWING: Seeks Continued Cash Collateral Access
FEEDEX COMPANIES: Unsecureds Will Get 26.11% in Liquidating Plan
FINANCE OF AMERICA: Moody's Rates New Secured 2nd Lien Notes 'Caa2'
FIRST HEALTH: Wins Interim OK to Use Cash Collateral Until Dec. 17
FRANCHISE GROUP: Case Summary & 50 Largest Unsecured Creditors
FRANCHISE GROUP: Moody's Cuts CFR to Ca & Alters Outlook to Stable
FRINJ COFFEE: Court OKs Use of Cash Collateral Until March 25
FTX TRADING: Alameda Wants KuCoin to Return $50-Mil. Assets
FTX TRADING: CEO Says Nishad Singh Cooperation Crucial in Case
GAROFALO REAL: Case Summary & 11 Unsecured Creditors
GET NOTION: Case Summary & 20 Largest Unsecured Creditors
GLOBAL WOUND: Seeks to Hire Dentons US LLP as Bankruptcy Counsel
GMS SUNSET: Claims Will be Paid from Property Refinance
GOLDENROD LLC: Seeks Chapter 11 Bankruptcy Protection
GOOD CHOICE: To Sell Assets to VLP for $70,000
GRITSTONE BIO: Seeks $25MM DIP Loan From Future Solutions
GUARDIAN FUND: Seeks to Hire Krinsky & Drogin as Special Counsel
HAYWARD HOLDINGS: S&P Alters Outlook to Stable, Affirms 'BB' ICR
HEALTHCARE HOLDINGS: Seeks Cash Collateral Access, DIP Loan
HERITAJE BNB: Updates Lincoln Automotive Secured Claims Pay
HOMESTEADER FIRST: Seeks to Tap Lansing Roy as Legal Counsel
HOSPITAL FOR SPECIAL SURGERY: U.S. Trustee Unable to Appoint Panel
IBF RETAIL: North Cape Property Sale to Surat Par Realty OK’d
ICAHN ENTERPRISES: Moody's Alters Outlook on 'Ba3' CFR to Negative
IHEARTMEDIA INC: Reaches Debt Exchange Agreement With Major Lenders
IN HOME PERSONAL: Gets OK to Use Cash Collateral Thru Jan. 7
INDUSTRIAL RESOURCE: Seeks Bankruptcy Protection
INSPIREMD INC: Rosalind Advisors Holds 9.8% Stake as of Sept. 30
ISPECIMEN INC: Closes $5M Public Offering of Common Stock, Warrants
IVF ORLANDO: Gets Interim OK to Use Cash Collateral Until Dec. 11
JETT HOLDINGS: Case Summary & Two Unsecured Creditors
JTRE 14: Seeks Court Approval to Sell Vesey Property
JUNK IT PLUS: Court OKs Use of Cash Collateral Until Nov. 14
KANSAI INC: Seeks Cash Collateral Access
KARBONX CORP: Reports $771,385 Loss in Q1 2025
KENDALLWOOD DRIVE: Voluntary Chapter 11 Case Summary
LECLAIRRYAN PLLC: 4th Circuit Uncertain on Founder's Tax Liability
LEITMOTIF SERVICES: Files Emergency Bid to Use Cash Collateral
LIGHT & WONDER: Fitch Affirms 'BB' LongTerm IDR, Outlook Stable
LOVING KINDNESS: In-Home Care Service Provider in Chapter 11
LUCKY NUMBER: Seeks to Coldwell Banker as Real Estate Broker
LUDLOW HOSPITALITY: Case Summary & Seven Unsecured Creditors
LUMIO HOLDINGS: Zeo Energy Offers $4 Million for Assets
MAGNERA CORP: Moody's Ups Rating on $500MM Sr. Secured Notes to B1
MBMG HOLDING: U.S. Trustee Unable to Appoint Committee
MDM RESTORATION: Kicks Off Subchapter V Bankruptcy Proceeding
MEDEX LLC: Claims to be Paid From Consulting Income
MEGNA PACIFIC: Unsecured Creditors to be Paid in Full in Plan
MEGNA REAL ESTATE: Amends Unsecured Claims Pay Details
MIGHTY MOVE Seeks Chapter 7 Liquidation
MILAN SAI: Case Summary & Seven Unsecured Creditors
MIMS AND SON: Taps William G. Haeberle CPA as Accountant
MIRACLE RESTAURANT: Gets OK to Use Cash Collateral Until Nov. 20
MODE MOBILE: Financial Strain Raises Going Concern Doubt
MOORE MEDICAL: Gets Interim Approval to Use Cash Collateral
MSHINGES.COM: Seeks to Hire Larson & Zirzow as Bankruptcy Counsel
NS8 INC: Trustee Wants $173-Mil. from Former Exec. for Fraud
NUZEE INC: Changes Name to CIMG Inc., Trading Symbol to IMG
OAKLAND DIOCESE: Submits Over $117M Abuse Settlement Proposal
OCEANWIDE PLAZA: Hires Littler Mendelson as Employment Counsel
ODI OLDCO: Hires Plante & Moran PLLC as Plan Auditor
OMNIQ CORP: Secures $1.4 Million Contract Renewal
ONESOURCE COMMUNITY: Starts Subchapter V Case
ONYX SITE: To Sell Asphalt Plant to Viale Industries for $315K
OPEN ARMS HEALTH: Seeks Cash Collateral Access Thru Feb 2025
ORIGINAL MOWBRAY'S TREE: Gets Interim OK to Use Cash Collateral
PACE ROSEWOOD: Gets Court Nod to Use Cash Collateral Until Dec. 7
PARK 28: Seeks Court OK to Sell Condominium Unit
PATRIOT LINEN: Gets Final OK to Use Cash Collateral
PEACEFUL HOUSE: Voluntary Chapter 11 Case SummaryPEACEFUL HOUSE: Vo
PLAZA MARIACHI: Seeks to Use Cash Collateral
PORCHLIGHT HOLDINGS: Selling Business at Auction
PROFESSIONAL DIVERSITY: Files Form S-3 for $25M Securities Offering
PROVIDENT GROUP: S&P Affirms 'BB' Rating on Senior Debt
PROVISION BREAD: Seeks Cash Collateral Access to Pay Retainer
PUERTO RICO: Court Extends PREPA Bankruptcy Litigation Stay
PURDUE PHARMA: Creditors OK'd to Sue Sacklers If Deal Talks Falters
QUICK SERVE: Seeks to Use $333K of Cash Collateral
R&N EASLEY: Unsecured Creditors Will Get 100% of Claims in Plan
RAYMOND L BOLT: Unsecureds Will Get 0% of Claims in Plan
REBORN COFFEE: All Three Proposals Approved at Annual Meeting
RED RIVER: Wants to Let Clients to Change Prepack Plan Votes
REMARK HOLDINGS: Issues 150K Series A Preferred Shares to CEO
RICEBRAN TECHNOLOGIES: Secures $1.5-Mil. Note With Funicular Funds
RICEBRAN TECHNOLOGIES: WithumSmith+Brown Steps Down as Auditor
RINCHEM COMPANY: Moody's Alters Outlook on 'B3' CFR to Negative
ROCKY MOUNTAIN: Bradley Radoff Lowers Stake to 6% as of Oct. 23
ROCKY MOUNTAIN: Global Value Holds 23.99% Stake as of Oct. 23
S&W SEED: Incurs $30.06 Million Net Loss in FY Ended June 30
SAND LANE: Unsecured Creditors to be Paid in Full in Plan
SANDVINE CORP: Begins CCAA & Ch. 15 Proceedings for Restructuring
SB CONTRACTORS: Sec. 341(a) Meeting of Creditors on Dec. 2
SEDONA VINEYARDS: Sec. 341(a) Meeting of Creditors on Nov. 26
SHARP SERVICES: Moody's Affirms B3 CFR & Alters Outlook to Positive
SHIFTPIXY INC: Gets Interim OK to Use Cash Collateral Until Nov. 21
SHINECO INC: Streeterville Capital, 2 Others Hold 9.99% Stake
SHIRER FAMILY: Hires Evan Park Howell III as Bankruptcy Counsel
SIDHU TRANSPORTS: Case Summary & Two Unsecured Creditors
SILVER CREEK: To Sell Dallas Property to Proxy Properties
SK MOHAWK: S&P Upgrades ICR to 'CCC+' on Debt Restructuring Deal
SLANG WORLDWIDE: Finalizes Wind-Down Plan, Faces Bankruptcy
SMITH MICRO: Registers Up to 8.5M Shares for Possible Resale
SOLCIUM SOLAR: Seeks Cash Collateral Access
STARSHIP LOGISTICS: Seeks to Use Cash Collateral
STENSON LANDSCAPE: Updates Several Secured Claims Pay
SUN TECH AIR: Seeks Cash Collateral Access Thru Dec 31
SUPERIOR CONTRACT: Hires John Mariano CPA as Accountant
SVB FINANCIAL: Chapter 11 Plan of Reorganization Becomes Effective
SWITCHBACK COFFEE: Seeks to Use Cash Collateral to Pay Retainer
TD&H INC: Unsecured Creditors Will Get 2% Dividend in Plan
TE CONSTRUCTION: Case Summary & 20 Largest Unsecured Creditors
TECTUM ROOFING: Gets Interim OK to Use Cash Collateral
TIPPETT STUDIO: Unsecured Creditors to Get Nothing in Plan
TRINITY EXCAVATORS: Case Summary & 20 Largest Unsecured Creditors
TROJAN EV: Files Amendment to Disclosure Statement
TROJAN EV: Seeks to Hire Wright Law Firm as Special Counsel
TROJAN EV: Taps Cokinos Young as Special Litigation Counsel
TRUE VALUE: Lenders Oppose Retailer’s Asset Sale Proposal
TUPPERWARE BRANDS: Closes Orlando HQ, Lays Off 145 Workers
TUPPERWARE BRANDS: Committee Taps Berkeley as Financial Advisor
TUPPERWARE BRANDS: Committee Taps Brown Rudnick LLP as Counsel
TUPPERWARE BRANDS: Committee Taps Morris James LLP as Co-Counsel
TUPPERWARE BRANDS: Gets Green Light for Sale of Assets to Lenders
UFC HOLDINGS: S&P Rates New $2.75BB First-Lien Term Loan B 'BB+'
ULTRA SAFE NUCLEAR: Seeks Bankruptcy Protection
UNIMODE WOODWORKING: Seeks OK to Use Cash Collateral Until Dec. 13
UNITED DENTAL: Case Summary & Six Unsecured Creditors
VARALUZ LLC: Unsecureds Will Get 50% of Claims over 3 Years
VERITAS HOLDINGS: S&P Downgrades ICR to 'CC', Outlook Negative
VERTEX ENERGY: Gets Court Final Chapter 11 Funding Use Approval
VERTEX ENERGY: Seeks to Hire Ordinary Course Professionals
VILLAGE OAKS: Seeks Cash Collateral Access Thru May 2025
VIRTUAL MEDICAL: Case Summary & One Unsecured Creditor
VITAL PHARM: Court Rejects Privilege in Lawsuit vs. Co-Founder
W 72 STREET: Seeks Court Approval to Sell Condominium Unit
WALLACE HOUSE: Seeks to Hire Morrison-Tenenbaum as Counsel
WAT TIMBER: Gets Interim OK to Use Cash Collateral
WESTERN RISE: Has Deal on Continued Cash Collateral Access
WFO LLC: Seeks to Sell Texas Batch Plant in Auction
WHITE VIOLET: Seeks to Hire Amann Burnett as Bankruptcy Counsel
WINDTREE THERAPEUTICS: May Sell $27.2M Common Shares to Seven Knots
WISA TECHNOLOGIES: Inks Second Amendment to Inducement Agreement
WRENA LLC: Initiates Chapter 11 Bankruptcy Sale Process
WZ REMODELING: Voluntary Chapter 11 Case Summary
XINYUAN REAL: Posts US$47.9 Million Net Loss in H1 2024
XTI AEROSPACE: Agrees to Issue 3.7M Shares to Preferred Stockholder
XTI AEROSPACE: Appoints Jennifer Gaines as Chief Legal Officer
YOUNG MEN’S CHRISTIAN: Court OKs Sale of Guntersville Property
ZIGI USA: Plan Exclusivity Period Extended to December 2
[*] Bissinger Oshman Again Named to List of Best Law Firms
[*] Total U.S. Bankruptcy Filings in October Up 16% from 2023
[^] BOND PRICING: For the Week from November 4 to 8, 2024
*********
1 MIN LLC: Claims to be Paid From Hotel Sale Proceeds
-----------------------------------------------------
1 Min, LLC and affiliates filed with the U.S. Bankruptcy Court for
the Eastern District of Washington a Joint Disclosure Statement for
the Joint Plan of Reorganization dated September 20, 2024.
Debtor Hotel at Southport, LLC ("Hotel Debtor"), a Delaware limited
liability company, owns real property and improvements comprising
an operating hotel commonly known as the Hyatt Regency Lake
Washington, located at 1053 Lake Washington Boulevard North,
Renton, WA, on the shores of Lake Washington (the "Hotel").
Hotel Debtor is wholly owned by Debtor Twelfth Floor, LLC ("Mezz
Debtor"), a Delaware limited liability company. Mezz Debtor's
Equity Interests in Hotel Debtor comprise Mezz Debtor's sole
assets. Mezz Debtor is the borrower on the Mezz Loan.
Mezz Debtor is wholly owned by Debtor 1 Min, LLC ("EB-5 Debtor"), a
Washington limited liability company. EB-5 Debtor's Equity
Interests in Mezz Debtor comprise EB-5 Debtor's sole assets. EB
Debtor is the borrower on the EB-5 Loan.
Hotel Debtor engaged CBRE Hotels in March 2023 to prepare and
execute a marketing plan to achieve the highest and best price for
the Hotel. After significant time and effort negotiating with the
final bidders, the strongest of the offers was from Ohana Real
Estate Investors. On March 15, 2024, Ohana and Hotel Debtor
executed a purchase and sale agreement (the "Initial Purchase
Agreement"), and Ohana later completed its due diligence and
deposited $7 million of earnest money into escrow pursuant to the
Initial Purchase Agreement.
On August 29, 2024, Hotel Debtor and Ohana's designee (HRLW Hotel
LLC, a Delaware limited liability company) ("Hotel Buyer") entered
into a Reinstatement and Fourth Amendment to Purchase and Sale
Agreement (Southport Hotel) (as amended, the "Final Purchase
Agreement") that memorialized the revised purchase terms.
The Fourth Amendment specifically conditions Hotel Buyer's
obligation to purchase the Hotel on the entry of a final order of
the Bankruptcy Court (i) approving the sale pursuant to Bankruptcy
Code section 363 prior to confirmation of a plan, or (ii)
confirming a plan that provides for the sale of the Hotel, in both
cases free and clear of all liens claims and interests. These cases
were commenced in order to effectuate the sale pursuant to the
Final Purchase Agreement.
The Debtors have filed the Plan to provide all parties in interest
with the procedural protection the disclosure and solicitation
process creates, and a platform for closing the sale following
confirmation. Upon closing, all claims against both Hotel Debtor
and Mezz Debtor (totaling more than $134 million) will be paid in
full, and significant funds (estimated to be about $10 million)
will be distributed to EB-5 Debtor to aid in resolution of the
claims of all EB-5 investors.
The Senior Loan and the Mezz Loan both matured and became due and
payable in May 2024. Absent the closing of this pending sale, it is
likely the secured lender will eventually foreclose on its
collateral interests, and the Debtors will lose the opportunity to
preserve their equity in their assets for the benefit of creditors.
The Debtors therefore urge you to accept the proposed Plan and to
promptly return your completed ballot to enable your vote to be
counted.
Class 4 consists of General Unsecured Claims against Hotel Debtor.
Except to the extent that a holder of an Allowed General Unsecured
Claim against Hotel Debtor agrees to a less favorable treatment of
such Claim, in full and final satisfaction, settlement, and release
of such Allowed General Unsecured Claim, each such holder shall
receive payment in full in Cash in an amount equal to such Claim,
payable on the later of the Effective Date and the date on which
such General Unsecured Claim becomes an Allowed General Unsecured
Claim. Class 4 is Unimpaired.
Class 5 consists of General Unsecured Claims against Mezz Debtor.
Except to the extent that a holder of an Allowed General Unsecured
Claim against Mezz Debtor agrees to a less favorable treatment of
such Claim, in full and final satisfaction, settlement, and release
of such Allowed General Unsecured Claim, each such holder shall
receive payment in full in Cash in an amount equal to such Claim,
payable on the later of the Effective Date and the date on which
such General Unsecured Claim becomes an Allowed General Unsecured
Claim. Class 5 is Unimpaired.
Class 6 consists of General Unsecured Claims against the EB-5
Debtor. Class 6 includes any claimants under and with respect to
the EB-5 Lawsuit. Holders of Allowed Class 6 Claims shall not be
entitled to any payments unless and until all Allowed
Administrative Expense Claims, all Priority Tax Claims, all Allowed
Priority Non-Tax Claims, and the Class 1-5 Allowed Claims have been
paid in full in cash, whereupon the Holders of Allowed 6 Claims
shall be entitled to their Pro Rata share of any then remaining
Plan Cash up to the payment in full in Cash of their Allowed
General Unsecured Claims. For avoidance of doubt, nothing contained
in the Plan is intended to limit the rights of any Person,
including the claimants and under with respect to the EB5 Lawsuit,
against any non-debtor. Class 6 is impaired.
On the Effective Date, and in accordance with this Plan and the
Final Purchase Agreement, and subject to the satisfaction or waiver
of all applicable conditions thereof, including that the Sale Order
and the Confirmation Order shall have been entered and shall have
become Final Orders (unless such finality requirement shall have
been waived by the Hotel Buyer), Hotel Debtor shall sell the Hotel
to the Hotel Buyer pursuant to the provisions of the Final Purchase
Agreement.
The Net Proceeds from the Sale Transaction shall be sufficient to
pay in full the Allowed Claims in Class 1, Class 2, Class 4 and
Class 5 and all Administrative Expense Claims and Priority Tax
Claims and provide a significant distribution on account of the
Class 3 Claim. Pursuant to Bankruptcy Code sections 1123(a)(5)(D)
and 1141(c) and other applicable authority, the Closing and the
conveyance and transfer of the Hotel to Hotel Buyer shall be free
and clear of all Liens, Claims and interests of any kind whatsoever
(except solely for Permitted Exceptions), and the Hotel Buyer shall
have not have any liability for such Claims, Liens, encumbrances,
charges, liabilities, and other interests whatsoever (other than to
the extent provided in the Final Purchase Agreement).
A full-text copy of the Joint Disclosure Statement dated September
20, 2024 is available at https://urlcurt.com/u?l=ek23V5 from
PacerMonitor.com at no charge.
The Debtor's Counsel:
James L. Day, Esq.
BUSH KORNFELD LLP
601 Union St., Suite 5000
Seattle, WA 98101-2373
Tel: (206) 292-2110
Fax: (206) 292-2104
Email: jday@bskd.com
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.
1174 MAZEL: Unsecureds Owed $82K to Get 100% of Claims in Plan
--------------------------------------------------------------
1174 Mazel LLC, submitted an Amended Disclosure Statement
describing Chapter 11 Plan of Reorganization dated September 23,
2024.
The Debtor is proposing alternative plans, both designed to ensure
full payment on the Effective Date for all Statutory Fees,
Administrative Claims, and all Classes (Class 1 to Class 4). The
primary plan has been revised to include the sale of the entire
Property, rather than just individual condominium units.
The Debtor has received a cash offer of $2,600,000, which will
fully satisfy all creditor claims, including the mortgage debt,
which Debtor intends to full satisfy on the Effective date provided
that it is without prejudice to the Debtor's right to pursue its
appeal and without resetting the statute of limitations on the
mortgage. This purchase offer reflects a market price that is
discounted since the purchaser would have to complete renovations
and finalize the condo conversion process. The Debtor is inclined
to accept this offer to avoid the ongoing challenges associated
with the original plan.
The alternative plan involves selling one of the three condo units.
Condominiums are in high demand in the area, as they are priced
lower than entire buildings. In October 2023, the Debtor filed a
condominium offering plan with the Real Estate Finance Bureau and
is actively seeking approval, which is expected within one to eight
weeks. Upon approval, the Debtor will market Apartment A-1 for
public sale, estimated to be valued at approximately $1.5 million.
Proceeds from this sale will be used to satisfy all claims.
Class 2 consists of the Secured Claims, which consist of LoanCare.
Claims in Class 2 will be paid in full, including arrears, with
interest, if required, at the applicable rate, on the Effective
Date. The Debtor estimates that the Claims in Class 2 will total
$1,003,912.
Class 3 consists of General Unsecured Claims, which have been
submitted in the Debtor's schedules and/or for which proofs of
claims have been filed in the Court's Claims Register. Each holder
of an Allowed Class 3 General Unsecured Claim will receive
Available Cash after all payments to Class 1 Claims, Class 2
Claims, Statutory Fees and Administrative Claims, with simple
interest, if required, from the Petition Date. The Debtor estimates
that the amount of Allowed General Unsecured Claims will be
$82,187. This Class will receive a distribution of 100% of their
allowed claims.
Class 4 consists of the holders of Interests in the Debtor. Holders
of Allowed Class 4 Interests shall continue to retain and maintain
such Interests in the Debtor and the Post-Confirmation Debtor
assets following Confirmation of the Plan. Additionally, to the
extent that there is any Available Cash after full payment of all
Statutory Fees, Administrative Claims, Class 1 Claims, Class 2
Claims, Class 3 Claims, the holders of the Allowed Class 4
Interests shall receive such remaining Available Cash, pro rata, in
accordance with their respective percentage interests in the
Debtor.
The Plan contemplates the full liquidation of the Debtor through
the sale of its primary asset, the Subject Property. Alternatively,
the Plan allows for partial liquidation by selling one apartment
from the property through a private sale, generating proceeds to
satisfy all Allowed Claims.
A full-text copy of the Amended Disclosure Statement dated
September 23, 2024 is available at https://urlcurt.com/u?l=5wRpYA
from PacerMonitor.com at no charge.
Attorney for the Debtor:
MCKINLEY ONUA & ASSOCIATES
Nnenna Onua, Esq.
26 Court Street, Suite 300
Brooklyn, NY 11242
Phone: (718) 522-0236
About 1174 Mazel LLC
1174 Mazel LLC was established for the primary purposes of
acquiring, selling, and managing real estate properties.
The Debtor sought protection for relief under Chapter 7 of the
Bankruptcy Code (Bankr. E.D. N.Y. Case No. 23-40790) on March 8,
2024. On Oct. 12, 2023, the Court converted Debtor's Chapter 7 case
into a Chapter 11 case. At the time of filing, the Debtor estimated
$1,000,001-$10 million in both assets and liabilities. The petition
was signed by Nuchem Aber as member.
Nnenna Okike Onua, Esq. at Mckinley Onua & Associates, PLLC
represents the Debtor as counsel.
1982 ENSIGN: Court OKs Property Sale to Marcelina Estoesta
----------------------------------------------------------
The U.S. Bankruptcy Court for the Northern District of California,
San Jose Division, has approved the motion filed by 1982 Ensign Way
LLC to sell its Property, free and clear of aliens and
encumbrances.
The Property is located at 1982 Ensign Way, San Jose, CA 95133 and
will be sold to Marcelina Estoesta, as the highest and best offer.
The purchase price of the Property is $1,670,000 and the sale
transaction will be handled by Fidelity National Title Company.
The Court also authorized the Debtor to pay the undisputed liens or
claims at closing of the sale out of escrow: Santa Clara County Tax
Collector, and the U.S. Bank National Association, not in its
individual capacity but as trustee for NRZ Pass-Through Trust
XVI-B.
The sale of the Assets will vest in the Buyer all right, title and
interest of the Debtor and the bankruptcy estate in the Sale
Assets, free and clear of all liens, claims or interests of the
Affected Interests.
About 1982 Ensign Way LLC
1982 Ensign Way LLC filed its voluntary petition for relief under
Chapter 11 of the Bankruptcy Code (Bankr. N.D. Cal. Case No.
24-50669) on May 6, 2024, listing $1,000,001 to $10 million in both
assets and liabilities.
Judge Stephen L Johnson presides over the case.
Oxana Kozlov, Esq. at the Law Offices Of Oxana Kozlov represents
the Debtor as counsel.
3304 BLUE BELL: Voluntary Chapter 11 Case Summary
-------------------------------------------------
Debtor: 3304 Blue Bell Place, LLC
4117 Boca Bay Drive
Dallas, TX 75244
Business Description: 3304 Blue Bell Place is a Single Asset Real
Estate debtor (as defined in 11 U.S.C.
Section 101(51B)).
Chapter 11 Petition Date: November 4, 2024
Court: United States Bankruptcy Court
Northern District of Texas
Case No.: 24-33554
Debtor's Counsel: Robert Buchholz, Esq.
THE LAW OFFICE OF ROBERT W. BUCHHOLZ, P.C.
5220 Spring Valley Road, Suite 618
Dallas, TX 75254
Tel: (214) 754-5500
Email: bob@attorneybob.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Daniel C. Blackburn as chief executive
officer.
The Debtor failed to include in the petition a list of its 20
largest unsecured creditors.
A full-text copy of the petition is available for free at
PacerMonitor.com at:
https://www.pacermonitor.com/view/YLDBIOY/3304_Blue_Bell_Place_LLC__txnbke-24-33554__0001.0.pdf?mcid=tGE4TAMA
35A PROPERTY: Case Summary & Eight Unsecured Creditors
------------------------------------------------------
Debtor: 35A Property Inc.
2741 Mill Avenue
Brooklyn NY 11234
Case No.: 24-44621
Business Description: 35A Property owns a multi-family premises at
35A Prospect Place, Brooklyn, NY 11215
valued at $1.5 million.
Chapter 11 Petition Date: November 6, 2024
Court: United States Bankruptcy Court
Eastern District of New York
Judge: Hon. Nancy Hershey Lord
Debtor's Counsel: Stacey Simon Reeves, Esq.
LAW OFFICES OF STACEY SIMON REEVES
3220 Fairfield Avenue, Suite 7A
Bronx, NY 10463
Tel: 347-340-1008
Email: stacey_simon@msn.com
Total Assets: $1,500,000
Total Liabilities: $2,331,760
The petition was signed by Danil Shabatayev as vice president.
A full-text copy of the petition containing, among other items, a
list of the Debtor's eight unsecured creditors is available for
free at PacerMonitor.com at:
https://www.pacermonitor.com/view/V45L2WQ/35A_Property_Inc__nyebke-24-44621__0001.0.pdf?mcid=tGE4TAMA
540 WILLOUGHBY: Taps Corash & Hollender as Bankruptcy Counsel
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540 Willoughby Avenue, LLC, seeks approval from the U.S. Bankruptcy
Court for the Eastern District of New York to hire Corash &
Hollender, PC as bankruptcy counsel.
The firm will provide these services:
(a) give the Debtor legal advice with respect to its powers
and duties in the continued operation of its business and
management of its property;
(b) take all necessary steps to enjoin and stay creditors who
have already instituted, or who are about to institute suits
against the Debtor;
(c) negotiate with the Debtor's creditors in working out a
plan of reorganization or liquidation and take necessary legal
steps to consummate such plan;
(d) prepare, on the Debtor's behalf, necessary legal papers,
except for papers related to adversary proceedings, any
dischargeability actions, judicial lien avoidances, relief from
stay actions or appeals;
(e) appear before the Bankruptcy Judge, and protect the
Debtor's interests, before said Judge, and represent it in all
matters before said Judge except for appearances related to
adversary proceedings, any dischargeability actions, judicial lien
avoidances, relief from stay actions or appeals;
(f) assist the Debtor in working out an arrangement with the
Director of Internal Revenue, and other tax agencies which may file
claims in this proceeding;
(g) represent the Debtor before various administrative
agencies, federal, state and city, having jurisdiction over the
Debtor's business activities; and
(h) assist the Debtor in negotiations with creditors,
potential asset purchasers and other interested parties, and in
disposition of any assets, to enable it to successfully conclude
this Chapter 11 case, and perform all other legal services.
The hourly rates of the firm's counsel are as follows:
Partners $550
Associates and Of Counsel Attorneys $450
Paralegals $175
In addition, the firm will seek reimbursement for expenses
incurred.
The firm also received a retainer of $7,500 from Michael Siony, the
son of the Debtor's managing member Rahin Siunykalimi.
Paul Hollender, Esq., a principal at Corash & Hollender, disclosed
in a court filing that the firm is a "disinterested person" as the
term is defined in Section 101(14) of the Bankruptcy Code.
The firm can be reached through:
Paul Hollender, Esq.
Corash & Hollender, P.C.
1200 South Avenue, Suite 201
The Corporate Park of Staten Island
Staten Island, NY 10301
Telephone: (718) 442-4424
Facsimile: (718) 273-4847
About 540 Willoughby Avenue
540 Willoughby Avenue, LLC, a company in Brooklyn, N.Y., filed a
petition for relief under Chapter 11 of the Bankruptcy Code (Bankr.
E.D.N.Y. Case No. 24-41605) on April 16, 2024, listing $500,000 to
$1 million in assets and $1 million to $10 million in liabilities.
Rahim Siunykalimi, president and owner, signed the petition.
Judge Elizabeth S. Stong oversees the case.
Paul Hollender, Esq. at Corash & Hollender PC is the Debtor's legal
counsel.
8200 REALTY: Property Sale Proceeds to Fund Plan Payments
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Debtor 8200 Realty Associates LLC, and Valley National Bank, the
senior secured and largest creditor to the Debtor, filed with the
U.S. Bankruptcy Court for the Eastern District of New York a First
Amended Joint Chapter 11 Plan of Liquidation dated September 20,
2024.
A Claim or Interest is placed in a particular Class for all
purposes, including voting, confirmation, and distribution under
the Plan and under Bankruptcy Code sections 1122 and 1123(a)(1);
provided, however, that a Claim or Interest is placed in a
particular Class for the purpose of receiving distributions
pursuant to the Plan only to the extent that such Claim or Interest
is an Allowed Claim or Allowed Interest in that Class and such
Allowed Claim or Allowed Interest has not been satisfied, released,
or otherwise settled prior to the Effective Date.
Class 4 consists of Unsecured Claims. The Class 4 Unsecured Claims
other than VNB's, the SBA's, and the Mechanic's lien's are in the
allowed aggregate amount of $2,223.40. Subject to Section 10.6(c)
hereof, in the event of a Sale, in exchange for the full and final
satisfaction, settlement, release, and discharge of its Allowed
Unsecured Claim, each holder of an Allowed Unsecured Claim shall
receive its Pro Rata Share from the remaining proceeds of the Sale
promptly after the payment in full in Cash of all of the following:
(i) all regular closing costs and adjustments; (ii) Allowed Fee
Claims; (iii) Allowed Unclassified Claims; (iv) Allowed NYC Tax and
Administrative Claims; (v) monetary violations due at closing; (vi)
the Allowed VNB Senior Secured Claim; (vii) the SBA Claim; and
(viii) the Mechanic's Lien Claim.
VNB shall have the right to vote its Class 4 Unsecured Claim to
accept or reject the Plan, however it waives its right to any
distribution under the Plan on account of its Class 4 Claim. As a
result of the Sale, Class 4 shall receive no distribution under the
Plan. Class 4 is impaired and deemed to reject the Plan.
Class 5 consists of Interest Holders. As a result of the Sale,
Class 5 receives no distribution on account of its interests and is
deemed to reject the Plan.
The Debtor, with the assistance of the Broker, will sell the
Property to the Purchaser in accordance with the Bid Procedures and
results of the Auction, free and clear of any and all Liens,
Claims, and encumbrances (except for Assigned Contracts) to the
fullest extent provided by the Bankruptcy Code or other applicable
law. The Bankruptcy Court shall approve the Debtor's and VNB's
selection of the Purchaser as a condition to confirmation of the
Plan.
The Sale of the Property will be consummated by way of a sale
implemented under Bankruptcy Code sections 363(b), (f), 1123, 1129,
1146(a), and the Plan. The Debtor, the Purchaser and VNB agree that
the Purchase Price represents fair and reasonable consideration for
the Property, and that the Sale represents a sound exercise of the
Debtor's business judgment.
The Sale Proceeds shall be used solely to fund the Plan and
utilized to satisfy payments consistent with the terms of this
Plan.
A full-text copy of the First Amended Liquidating Plan dated
September 20, 2024 is available at https://urlcurt.com/u?l=f9Vopi
from PacerMonitor.com at no charge.
Attorneys for the Debtors:
Jonathan S. Pasternak, Esq.
DAVIDOFF HUTCHER & CITRON LLP
605 Third Avenue
New York, New York 10158
Telephone: (212) 557-7200
Attorneys for Valley National Bank:
Steven B. Smith, Esq.
HERRICK, FEINSTEIN LLP
2 Park Avenue
New York, New York 10016
Telephone: (212) 592-1400
Facsimile: (212) 592-1500
About 8200 Realty Associates LLC
8200 Realty Associates LLC in Brooklyn, NY, filed its voluntary
petition for Chapter 11 protection (Bankr. E.D.N.Y. Case No.
23-42775) on August 3, 2023, listing $100 in assets and $8,280,765
in liabilities. Ira Joseph Epstein as owner, signed the petition.
Judge Nancy Hershey Lord oversees the case.
The LAW OFFICE OF RACHEL S. BLUMENFELD PLLC serves as the Debtor's
legal counsel.
A GRANDE PROMOTION: Voluntary Chapter 11 Case Summary
-----------------------------------------------------
Debtor: A Grande Promotion Company, LLC
DBA AGF Granite and Marble
3308 East Madison Street
Phoenix, AZ 85034
Case No.: 24-09458
Business Description: AGF Granite owns a marble and granite
fabrication business specializing in
detailed craftsmanship and custom projects,
ensuring each piece is meticulously designed
and tailored to its clients' unique
specifications.
Chapter 11 Petition Date: November 5, 2024
Court: United States Bankruptcy Court
District of Arizona
Judge: Hon. Scott H Gan
Debtor's Counsel: Allan D. NewDelman, Esq.
ALLAN D. NEWDELMAN, P.C.
80 East Columbus Avenue
Phoenix, AZ 85012
Tel: 602-264-4550
Fax: 602-277-0144
Email: anewdelman@adnlaw.net
Estimated Assets: $100,000 to $500,000
Estimated Liabilities: $1 million to $10 million
The petition was signed by Eugene Medrano as member/manager.
The Debtor failed to include in the petition a list of its 20
largest unsecured creditors.
A full-text copy of the petition is available for free at
PacerMonitor.com at:
https://www.pacermonitor.com/view/NEE7FEI/A_GRANDE_PROMOTION_COMPANY_LLC__azbke-24-09458__0001.0.pdf?mcid=tGE4TAMA
AGEAGLE AERIAL: Joseph Reda Ceases Ownership of Common Shares
-------------------------------------------------------------
Joseph Reda disclosed in a Schedule 13G/A Report filed with the
U.S. Securities and Exchange Commission that as of September 30,
2024, he has ceased to be the beneficial owner of more than five
percent of AgEagle Aerial Systems Inc.'s common stock.
A full-text copy of Mr. Reda's SEC Report is available:
https://tinyurl.com/ycvrt4wr
About AgEagle
AgEagle Aerial Systems Inc. is headquartered in Wichita, Kansas,
and operates through its wholly-owned subsidiaries, focusing on
designing and delivering top-tier drones, sensors, and software to
address critical customer needs. Founded in 2010, AgEagle initially
pioneered proprietary, professional-grade, fixed-wing drones and
aerial imagery-based data collection and analytics solutions for
the agriculture sector. Today, the company is recognized as a
globally respected market leader, offering customer-centric,
advanced, autonomous unmanned aerial systems (UAS) that generate
revenue at the intersection of flight hardware, sensors, and
software across industries, including agriculture,
military/defense, public safety, surveying/mapping, and
utilities/engineering. AgEagle has achieved numerous regulatory
milestones, including government approvals for its commercial and
tactical drones to fly Beyond Visual Line of Sight (BVLOS) and/or
Operations Over People (OOP) in the United States, Canada, Brazil,
and the European Union. It has also received Blue UAS certification
from the Defense Innovation Unit of the U.S. Department of Defense.
More information can be found at www.ageagle.com.
Orlando, Florida-based WithumSmith+Brown, PC, the company's auditor
since 2020, issued a "going concern" qualification in its report
dated April 1, 2024, citing recurring losses from operations, cash
usage exceeding its current cash position, and an accumulated
deficit as factors raising substantial doubt about the company's
ability to continue as a going concern.
During the year ended December 31, 2023, the company incurred a net
loss of approximately $42.4 million. As of June 30, 2024, AgEagle
had $22,830,836 in total assets, $14,756,362 in total liabilities,
and $8,074,474 in total stockholders' equity.
AIADVERTISING INC: Financial Strain Raises Going Concern Doubt
--------------------------------------------------------------
AiAdvertising, Inc. disclosed in a Form 10-Q Report filed with the
U.S. Securities and Exchange Commission for the quarterly period
ended March 31, 2024, that there is substantial doubt about its
ability to continue as a going concern.
According to the Company, it does not generate significant revenue,
and has negative cash flows from operations, which raise
substantial doubt about the Company's ability to continue as a
going concern.
The Company had a net loss of $1,860,809 for the three months ended
March 31, 2024, a net loss of $883,288 for the three months ended
March 31, 2023, and net cash used in operating activities of
$(1,423,004) and $(611,081), in the same periods, respectively.
Total revenue for the three months ended March 31, 2024, decreased
by $155,429 to $2,019,323, compared to $2,175,452 for the three
months ended March 31, 2023.
The ability of the Company to continue as a going concern and
appropriateness of using the going concern basis is dependent upon,
among other things, raising additional capital. Historically, the
Company has obtained funds from investors since its inception
through sales of its securities. The Company will also seek to
generate additional working capital from increasing sales from its
data sciences, creative, website development and digital
advertising service offerings, and continue to pursue its business
plan and purposes. As of March 31, 2024, the Company had negative
working capital of $50,160. We have historically reported net
losses, and negative cash flows from operations, which raised
substantial doubt about the Company's ability to continue as a
going concern in previous years. The appropriateness of using the
going concern basis is dependent upon, among other things, raising
additional capital. Historically, the Company has obtained funds
from investors since its inception through sales of our securities.
The Company will also seek to generate additional working capital
from increasing sales from its Ai Platform, creative, website
development and digital advertising service offerings, and continue
to pursue its business plan and purposes.
A full-text copy of the Company's Form 10-Q is available at:
https://tinyurl.com/kucbub87
About AiAdvertising
San Antonio, Texas-based AiAdvertising -- www.AiAdvertising.com --
is an AI-powered solutions provider employing the industry's most
scientifically advanced, patent-pending AI targeting process.
As of March 31, 2024, the Company had $2,061,693 in total assets,
$2,006,251 in total liabilities, and $55,442 in total shareholders'
equity.
AIO US: Taps Orrick Herrington & Sutcliffe as Special Counsel
-------------------------------------------------------------
AIO US, Inc. and its affiliates seek approval from the U.S.
Bankruptcy Court for the District of Delaware to employ Orrick,
Herrington & Sutcliffe LLP as special litigation counsel.
The firm will render these services:
(1) represent Debtor Avon Products, Inc. in its appeal to the
California Court of Appeal of the $51.3 million judgement entered
in Chapman, et al. v. Avon Products, Inc., et al., Case No.
22STCV05968;
(2) represent Avon Products in any subsequent petition seeking
further review by the California Court of Appeal or the California
Supreme Court; and
(3) counsel the Debtors on related issues, including strategic
counseling on ongoing talc-related litigation, and settlement
possibilities.
The firm will be paid at these hourly rates:
Partners and Counsel $1,024 to $1,772
Associates $678 to $1,029
Paraprofessionals $398 to $482
Orrick also will charge for reimbursement of all costs and expenses
incurred.
On Jan. 25, 2024, Orrick received a retainer payment from Avon
Products of $300,000.
The following is provided in response to the request for additional
information set forth in Paragraph D.1 of the U.S. Trustee Fee
Guidelines:
Question: Did Orrick agree to any variations from, or
alternatives to, the Firm's standard billing arrangements for this
engagement?
Answer: Yes. Orrick agreed to provide a discount to its standard
billing rates for this engagement, which standard rates are not
different from (a) the rates that Orrick charges for most other
non-bankruptcy representations or (b) the rates of other comparably
skilled professionals.
Question: Do any of the Firm's professionals in this engagement
vary their rate based on the geographical location of the Debtors'
chapter 11 case?
Answer: No. The hourly rates used by Orrick in representing the
Debtors are consistent with the rates that Orrick charges other
comparable clients, regardless of the location of the case.
Question: If Orrick has represented the Debtors or any of the
other Debtors in the 12 months prepetition, disclose Orrick's
billing rates and material financial terms for the prepetition
engagement, including any adjustments during the 12 months
prepetition. If Orrick's billing rates and material financial terms
have changed postpetition, explain the difference and the reasons
for the difference.
Answer: Orrick was first retained in December 2022 by Avon
Products. Orrick's fees are determined on the basis of time billed
at hourly rates. The hourly rates billed by Orrick pre-petition are
the same hourly rates requested postpetition.
Question: Have the Debtors approved the Firm's budget and
staffing plan, and if so, for what budget period?
Answer: If deemed necessary, Orrick and the Debtors will develop
a prospective budget and staffing plan for Orrick's engagement in a
reasonable effort to comply with the U.S. Trustee's requests for
information and additional disclosures. Consistent with the U.S.
Trustee Guidelines, such budget may be amended as necessary to
reflect changed or unanticipated developments.
As disclosed in the court filings, Orrick does not represent or
hold any interest adverse to the Debtors or their estates with
respect to the matters on which it is to be employed.
The firm can be reached through:
Robert Loeb, Esq.
Orrick, Herrington & Sutcliffe LLP
Columbia Center
1152 15th Street, N.W.
Washington, D.C. 20005-1706
Tel: (202) 339-8518
Email: dmintz@orrick.com
About AIO US, Inc.
AIO US, Inc. and its debtor-affiliates filed their voluntary
petitions for relief under Chapter 11 of the Bankruptcy Code
(Bankr. D. Del. Lead Case No. 24-11836) on August 12, 2024, listing
$1,000,000,001 to $10 billion in both assets and liabilities. David
T Queroli, Esq. at Richards, Layton & Finger, P.A. represents the
Debtor as counsel.
AKOUSTIS TECHNOLOGIES: Marcum LLP Raises Going Concern Doubt
------------------------------------------------------------
Akoustis Technologies Inc. disclosed in a Form 10-K Report filed
with the U.S. Securities and Exchange Commission for the fiscal
year ended June 30, 2024, that its auditor expressed substantial
doubt about the Company's ability to continue as a going concern.
New York, N.Y.-based Marcum LLP, the Company's auditor since 2015,
issued a "going concern" qualification in its report dated October
7, 2024, citing that the Company has a significant working capital
deficiency, has incurred significant losses, has significant
pending litigation 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.
As of June 30, 2024, the Company had cash and cash equivalents of
$24.4 million and working capital deficit of $46.3 million. The
Company recorded a net loss of $167.9 million for the year ended
June 30, 2024, compared to a net loss of $63.6 million for the year
prior.
In the absence of additional liquidity, the Company anticipates
that its existing cash resources, with a continued focus on cash
conservation, is sufficient to fund its operations into the third
quarter of fiscal 2025. There is no assurance that the Company's
projections and estimates are accurate. On May 17, 2024, after a
trial in the U.S. District Court for the District of Delaware in
the matter of Qorvo Inc. vs. Akoustis Technologies, Inc. DE Case
1:21-cv-01417-JPM, the jury in the Qorvo Litigation awarded Qorvo
approximately $38.6 million in damages. On September 9 and 10,
2024, the District Court issued orders awarding Qorvo an aggregate
of approximately $19.0 in attorneys' fees and pre- and
post-judgment interest. Although, as of the date of this Report,
the District Court has not entered a final judgment in respect of
the jury verdict in the Qorvo Litigation, and Akoustis may elect to
appeal such final judgment and portions of the awards of attorneys'
fees and pre- and post-judgment interest, these matters raise
substantial doubt about the Company's ability to continue as a
going concern within the next 12 months.
The Company said, "Our ability to continue as a going concern is
dependent upon our ability to obtain additional equity financing or
other capital or to timely appeal the District Court's judgment and
awards. These consolidated financial statements do not include any
adjustments relating to the recoverability and classification of
asset amounts or the classification of liabilities that might be
necessary should the Company be unable to continue as a going
concern. If we elect not to appeal an adverse final judgment or the
awards of attorneys' fees and pre- and post-judgment interest, or
if we are unable to post an undertaking (such as an appeal bond) to
enable us to do so, we will likely be forced to pursue a
reorganization proceeding under Chapter 11 of the U.S. Bankruptcy
Code."
A full-text copy of the Company's Form 10-K is available at:
https://tinyurl.com/y4ruhvhe
About Akoustis Technologies
Akoustis Technologies, Inc., headquartered in Huntersville, North
Carolina, is focused on developing, designing, and manufacturing
innovative radio frequency filter products for the wireless
industry, including for products such as smartphones and tablets,
cellular infrastructure equipment, Wi-Fi Customer Premise Equipment
automotive and defense applications.
As of June 30, 2024, the Company had $69.7 million in total assets,
$126.8 million in total liabilities, and $57.1 million in total
stockholders' deficit.
AL GCX HOLDINGS: Moody's Affirms 'Ba3' CFR, Outlook Remains Stable
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Moody's Ratings affirmed AL GCX Holdings, LLC's Ba3 Corporate
Family Rating, Ba3-PD Probability of Default Rating, and the Ba3
rating on the company's senior secured term loan B. The rating
outlook remains stable.
"The affirmation reflects Moody's expectation of stable
distributions from the operating pipeline and gradually declining
holding company leverage through 2025," said Sajjad Alam, Moody's
Ratings Vice President.
RATINGS RATIONALE
AL GCX's Ba3 CFR is supported by its highly predictable cash flow
from the Gulf Coast Express (GCX) natural gas pipeline that moves
growing Permian Basin gas production to higher-value Gulf Coast
markets; 100% take-or-pay contracts for the transported volumes
through 2029; blue-chip and diversified customer base; and
ownership by strategically aligned partners that are also key
shippers on the pipeline having extensive industry and market
expertise. ArcLight owns 41% of GCX and has strong governance
rights over decisions involving the pipeline, including
distribution policy, debt incurrence, growth spending and
amendments to the LLC agreement. The CFR is restrained by AL GCX's
single asset concentration, relatively small scale in terms of
earnings and cash flow, minority and non-operated ownership
interest, and high financial leverage.
AL GCX's leverage profile has improved over the past year through
periodic debt amortizations and the substantial equity funding used
in the acquisition of an incremental 16% interest in GCX in 2024.
Moody's expect leverage to remain on a declining path and drop
below 6x in 2025 given the 50% excess cash flow sweep requirement
to prepay the term loan when net leverage is reduced under 6x (75%
when greater than 6x). While the recently announced pipeline
expansion plan will require AL GCX to contribute its pro-rata share
of the $455 million gross capex, Moody's expect ArcLight to use
cash flow and new equity capital without issuing incremental debt
to cover its share of the spending. Most of the incremental
pipeline capacity have already been contracted with high quality
shippers under long term take-or-pay arrangements.
The secured term loan are rated Ba3, the same as the Ba3 CFR,
reflecting a single class of debt with no other priority-claim debt
in the capital structure.
AL GCX should have adequate liquidity through 2025. Moody's expect
the holding company to receive its pro-rata share of cash
distributions from GCX that should comfortably cover interest
payments and required principal amortizations. Any remaining cash
after the required cash flow sweeps will likely be allocated to
fund growth spending and distributions. AL GCX does not have any
revolving credit facility. The company will cover any unplanned
expenditures with left over distribution income and a debt service
reserve account backed by a $25 million revolving letters of credit
facility (largely utilized as of June 30). The Term Loan B requires
the maintenance of a 1.1x minimum debt service coverage ratio
covenant, which Moody's believe the company will meet with good
compliance cushion. The term loan matures in May 2029 and the
letter of credit facility matures in May 2027.
The stable outlook reflects AL GCX's highly predictable cash flow
and Moody's expectation of declining financial leverage over time.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
If debt/EBITDA is sustained below 5x and FFO/debt is maintained
above 15% alongside a strong contractual position, a rating upgrade
could be considered. A downgrade could occur should the credit
quality of GCX's contracted shippers deteriorate, remaining
contract term shortens significantly, or if FFO/debt declines below
5%.
AL GCX Holdings, LLC is an ArcLight backed holding company that
owns a 41% non-operated interest in the Gulf Coast Express natural
gas pipeline in Texas. Kinder Morgan, Inc. (Baa2 stable) operates
the pipeline and owns 34% with Phillips 66 (A3 stable) owning the
remaining 25%.
The principal methodology used in these ratings was Natural Gas
Pipelines published in April 2024.
ALEXANDER TRUCKING: Seeks to Extend Plan Filing Deadline to Nov. 13
-------------------------------------------------------------------
Alexander Trucking Co., Inc., asked the U.S. Bankruptcy Court for
the District of Arizona to extend its period to file a Subchapter V
Plan of Reorganization to November 13, 2024.
On July 29, 2024, Debtor filed a complaint against Defendants Steve
G. Icenhour ("Icenhour"), CSI Transportation, LLC ("CSI") and
Hampton's Body Shop, Inc. ("Hampton's Body Shop") (collectively,
"Defendants") seeking turnover of certain assets that are property
of the Bankruptcy Estate (fourteen trailers, five trucks and other
property) that were seized between April 26, 2024 and June 4,
2024.
On July 31, 2024, Debtor filed its Amended Application for
Temporary Restraining Order and Preliminary Injunction (with
notice) (the "Application"). The Application requested an order
requiring Defendants to turn over equipment necessary for Debtor to
reorganize. This Court set an expedited hearing for August 22, 2024
on accelerated notice with respect to the Application.
On October 10, 2024, the Court entered an Order requiring Icenhour
to make all of the tractors/trucks and trailers identified in the
Application available for inspection by October 14, 2024. The Court
also entered an Order approving Debtor's Motion to Enter Into
Leases.
The Debtor claims that the need for more time is tied to the need
for the Application to have been ruled on and the resulting
turnover of property to have been accomplished. Debtor could not
have begun forecasting projected revenues and formulating a plan of
reorganization until it was determined what property could be
utilized. Furthermore, the process of recovering property that this
Court has ordered to be turned over was delayed.
In addition, this Court has noted the adversarial and contentious
nature of the dispute between Debtor and Icenhour and despite
counsel's best efforts to efficiently and effectively facilitate
the turnover of property, delays occurred. These are all
circumstances for which Debtor should not justly be held
accountable.
The Debtor asserts that it has already circulated proposed plan
treatment to Icenhour and the parties have engaged in productive
communications concerning a consensual plan.
The Debtor further asserts that it needs a brief extension to file
its plan of reorganization in order to complete its negotiations
regarding plan treatment with Icenhour, the largest and most import
and creditor, provide revenue projections based on the property of
the estate it only recently recovered.
Alexander Trucking Co., Inc. is represented by:
Christopher R. Kaup, Esq.
Tiffany & Bosco, PA
Seventh Floor Camelback Esplanade II
2525 East Camelback Road
Phoenix, AZ 85016
Telephone: (602) 255-6000
Facsimile: (602) 255-0103
Email: crk@tblaw.com
About Alexander Trucking
Alexander Trucking Co., Inc. filed a petition under Chapter 11,
Subchapter V of the Bankruptcy Code (Bankr. D. Ariz. Case No.
24-06092) on July 25, 2024, with $100,001 to $500,000 in assets and
$500,001 to $1 million in liabilities.
Christopher R. Kaup, Esq., at Tiffany & Bosco, PA represents the
Debtor as legal counsel.
ALEXANDRIA DIOCESE: Seeks Sexual Abuse Deals Prior to Chapter 11
----------------------------------------------------------------
The Diocese of Alexandria is seeking to reach a "mediated
resolution" with individuals who claim they were sexually abused by
priests, aiming to do so before filing for Chapter 11 bankruptcy.
Experts suggest this approach may present both advantages and
disadvantages for the victims involved.
The diocese previously admitted that 27 of its priests faced
accusations of sexual misconduct. Details of the mediation plan
were shared in a letter dated Sept. 24 from the law firm Gold Weems
Bruser Sues & Rundell, as reported by the Catholic News Agency.
Unlike the New Orleans archdiocese, which filed for bankruptcy in
May 2020 without advance notice to abuse survivors, Alexandria's
diocese hopes to avoid the prolonged delays and high legal costs
experienced in New Orleans. The letter stated, "the diocese's goal
is to negotiate a global resolution with all claimants and file it
as a prearranged Chapter 11 bankruptcy."
Opinions on the diocese's strategy vary. Adam Horowitz, an attorney
representing several abuse claimants, pointed out that a bankruptcy
process could be costly, noting, "Every dollar spent on legal fees
reduces what's available for survivors." He suggested avoiding
bankruptcy would benefit everyone, if possible.
Horowitz also expressed concern over a lack of transparency about
the diocese's assets and declined to discuss ongoing mediation
details.
Melanie Sakoda, survivor support director for SNAP (Survivors
Network of those Abused by Priests), viewed a timely resolution as
potentially positive. "If mediation can help reduce delays, it
would benefit survivors, as many cases are old, and further delays
increase the risk that survivors may pass away," she said.
Still, Sakoda identified two main concerns should bankruptcy
proceed. Firstly, the bankruptcy would establish a limited
timeframe for claims; once this period ends, no further claims can
be filed for pre-existing cases. Secondly, bankruptcy doesn't
guarantee public access to records of those who shielded abusers.
This move toward mediation comes on the heels of a Louisiana
Supreme Court ruling upholding a state law that allows survivors of
child abuse to file lawsuits against responsible parties, even if
the abuse occurred decades ago.
SNAP members recently alleged that the diocese has withheld the
names of some accused priests. At an October 7, 2024 press
conference in Alexandria, they claimed that four priests with
credible abuse accusations were omitted from the diocese's list of
"accused" clergy.
About Diocese of Alexandria
Diocese of Alexandria -- https://www.diocesealex.org/ -- is a
religious organization in Alexandria, Louisiana.
AMERICAN TIRE: 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 American
Tire Distributors, Inc. and its affiliates.
The committee members are:
1. Continental Tire the Americas, LLC
Attn: Todd S. Pearce
1830 MacMillan Park Drive
Fort Mill, SC 29707
Phone: 704-583-8636
Email: todd.pearce@conti-na.com
2. Sumitomo Rubber North America, Inc.
Attn: Toby Beiner
8656 Haven Avenue
Rancho Cucamonga, CA 91730
Phone: 909-694-3152
Email: tbeiner@srnatire.com
3. Nexen Tire America, Inc.
Attn: Dongwoo Kim and Peter Paik
4014 Wheatley Road
Richfield, OH 44286
Phone: 330-946-2813
Email: dongwoo.kim@nexentire.com
peterp@nexentire.com
4. The Carlstar Group, LLC
Attn: Randy O'Banion
725 Cool Springs Blvd., Suite 500
Franklin, TN 37067
Phone: 615-503-0270
Email: randy.obanion@carlstargroup.com
5. 3PLogic, LLC d/b/a Redwood Supply Chain Solutions
Attn: Jeffrey Leppert
1765 N. Elston Avenue
Chicago, IL 60642
Phone: 630-384-6140
Email: jleppert@redwoodlogistics.com
6. Ryder Truck Rental Inc.
Attn: Michael Mandell
2333 Ponce DeLeon Blvd., Suite 700
Coral Gables, FL 33134
Phone: 954-439-4477
Email: mandms@ryder.com
7. FacilitySource, LLC d/b/a CBRE Retail
Attn: Molly Machold, Lead Senior Counsel
2575 E. Camelback Road, Suite 500
Phoenix, AZ 85016
Phone: 415-336-3625
Email: molly.machold@cbre.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 American Tire Distributors
Headquartered in Huntersville, N.C., American Tire Distributors
Inc. and its affiliates are the largest distributor of replacement
tires in North America based on dollar amount of wholesale sales.
With their network of over 115 distribution centers and 1,500
delivery vehicles, the Debtors service a geographic region covering
more than 90 percent of the replacement tire market for passenger
vehicles and light trucks in the United States. The Debtors carry
many of the nation's leading tire brands including Michelin,
Pirelli, and Continental. In addition, the Debtors' proprietary
Hercules brand is a leading private tire brand in North America.
American Tire Distributors and its affiliates sought relief under
Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Del. Lead Case
No. 24-12391) on October 22, 2024. In its petition, American Tire
Distributors reported $1 billion to $10 billion in both assets and
liabilities.
Judge Craig T. Goldblatt oversees the cases.
The Debtors tapped Kirkland & Ellis as bankruptcy counsel;
Pachulski Stang Ziehl & Jones, LLP as Delaware counsel; AP
Services, LLC as restructuring advisor; and Moelis & Company, LLC
as financial advisor. Donlin, Recano & Company, Inc. is the notice
and claims agent and administrative advisor.
AMERINVEST LLC: Case Summary & Four Unsecured Creditors
-------------------------------------------------------
Debtor: Amerinvest, LLC
1602 Mary Ellen Ct.
McLean, VA 22101-5203
Case No.: 24-12069
Business Description: Amerinvest is primarily engaged in renting
and leasing real estate properties.
Chapter 11 Petition Date: November 5, 2024
Court: United States Bankruptcy Court
Eastern District of Virginia
Debtor's Counsel: David C. Jones, Jr., Esq.
LAW OFFICE OF DAVID C. JONES, JR.
10617 Jones Street, #301-A
Fairfax, VA 22030
Tel: 703-273-7350
Email: davidcjonesjr@gmail.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Daria Karimian as managing member.
A full-text copy of the petition containing, among other items, a
list of the Debtor's four unsecured creditors is available for free
at PacerMonitor.com at:
https://www.pacermonitor.com/view/RYPXJZQ/Amerinvest_LLC__vaebke-24-12069__0001.0.pdf?mcid=tGE4TAMA
APEX AG SOLUTIONS: U.S. Trustee Unable to Appoint Committee
-----------------------------------------------------------
The U.S. Trustee for Region 10 disclosed in a court filing that no
official committee of unsecured creditors has been appointed in the
Chapter 11 case of Apex Ag Solutions, LLC.
About Apex Ag Solutions
Apex Ag Solutions, LLC is a diversified full-service industrial
contractor in Richmond, Ind., specializing in grain, aggregate and
industrial maintenance.
Apex Ag Solutions sought relief under Subchapter V of Chapter 11 of
the U.S. Bankruptcy Code (Bankr. S.D. Ind. Case No. 24-05408) on
October 6, 2024, with total assets of $1,467,920 and total
liabilities of $2,094,515. Torey Hunt, president of Apex Ag
Solutions, signed the petition.
Judge James M. Carr handles the case.
The Debtor is represented by KC Cohen, Esq., at KC Cohen, Lawyer,
PC.
APHEX HOLDINGS: To Sell Property to Jasco Industries for $4.15MM
----------------------------------------------------------------
Aphex Holdings Inc. seeks approval from the U.S. Bankruptcy Court
for the Southern District of Florida, Fort Lauderdale Division, to
sell its commercial real property located at 3590 SW 30 Avenue,
Hollywood, Florida, to Jasco Industries LLC for $4,150,000.
The Property has the legal description of Parcel K, Port 95,
COMMERCE PARK, according to the Plat thereof, recorded in Plat Book
144, Page 2, Public Records of Broward County, Florida.
The Debtor seeks to close the sale transaction on November 15,
2024, and to sell the Assets, free and clear of all liens, claims,
encumbrances and interests.
The Debtor indicates that the sale of the Property presents the
best option for maximizing the value of its bankruptcy estate. The
Debtor also believes that the sale contemplated offers the best
price and the best terms for the sale of the Asset, and is
confident that Jasco Industries is ready, willing, and financially
able to close on the purchase of the Asset.
About Aphex Holdings Inc.
Aphex Holdings is the fee simple owner of the real property located
at 2960 SW 23 Terrace #107 & #108, Dania Beach FL 33312 valued at
$850,000 and another real property located at 3580 & 3590 SW 30
Avenue, Hollywood, FL 33312 valued at $3 million.
Aphex Holdings, Inc. filed its voluntary petition for relief under
Chapter 11 of the Bankruptcy Code (Bankr. S.D. Fla. Case No.
24-19588) on September 18, 2024, listing $3,850,173 in assets and
$5,360,000 in liabilities. The petition was signed by Bryan Hacht
as owner.
Judge Peter D. Russin presides over the case.
Craig I. Kelley, Esq., at Kelley Kaplan & Eller, PLLC represents
the Debtor as counsel.
APPLE CENTRAL: Files Emergency Bid to Use Cash Collateral
---------------------------------------------------------
Apple Central KC, LLC, seeks authority from the U.S. Bankruptcy
Court for the District of Kansas, Kansas City, to use cash
collateral and provide adequate protection. The Debtor requires
the use of cash collateral for payment of the normal and necessary
expenses of its business.
Equity Bank, a secured creditor, has a perfected blanket lien on
all of the Debtor's personal property including, accounts
receivable, inventory, and accounts.
The Debtor has a second secured creditor, AGA Kansas City, LLC, who
is secured by a letter of credit issued by Equity Bank.
Equity Bank is the only creditor with a lien on the Debtor's cash
collateral.
The Debtor proposes, effective as of the Petition Date, that Equity
Bank be granted replacement security interests in, and liens on,
all post-Petition Date acquired property of the Debtor and its
estate in the same type of property that Equity Bank holds a
pre-petition interest in. The priority of the Replacement Liens
will be in the same priority as Equity Bank's pre-petition
interests. The Debtor will also provide adequate protection by
monthly payment of $8,333 to AGA Kansas City, LLC, to avoid a draw
on Equity Bank's letter of credit and a large penalty to the
Debtor. The Debtor will also maintain its insurance on remaining
assets.
A full-text copy of the motion is available at
https://urlcurt.com/u?l=jk0M0L from PacerMonitor.com
About Apple Central KC LLC
Apple Central KC LLC sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. D. Kan. Case No. 24-21427) on October 30,
2024. In the petition signed by Michael Rummel, authorized
signatory, the Debtor disclosed up to $10 million in assets and up
to $50 million in liabilities.
Frank Wendt, Esq., at Brown & Ruprecht, PC, represents the Debtor
as legal counsel.
APPLIED ENERGETICS: All Two Proposals Approved at Annual Meeting
----------------------------------------------------------------
Applied Energetics, Inc. disclosed in a Form 8-K filed with the
Securities and Exchange Commission that the 2024 Annual Meeting of
Stockholders of the Company was held on Oct. 29, 2024, at which the
stockholders:
(1) elected Gregory J. Quarles (2 years), Bradford T. Adamczyk
(3 years), Mary P. O'Hara (3 years), Michael Alber (2 years), and
John Schultz (1 year) as directors; and
(2) ratified the appointment of RBSM LLP as the Company's
independent registered public accounting firm for the fiscal year
ending Dec. 31, 2024.
About Applied Energetics
Headquartered in Tucson, Arizona, Applied Energetics, Inc. --
http://www.appliedenergetics.com-- specializes in the development
and manufacture of advanced high-performance lasers and optical
systems, and integrated guided energy systems, for prospective
defense, national security, industrial, biomedical, and scientific
customers worldwide.
Las Vegas, NV-based RBSM LLP, the Company's auditor since 2016,
issued a "going concern" qualification in its report dated March
26, 2024, citing that the Company has suffered recurring losses
from operations and will require additional capital to fund its
current operating plan, that raises substantial doubt about the
Company's ability to continue as a going concern.
ASHFORD HOSPITALITY: Completes 1-for-10 Reverse Stock Split
-----------------------------------------------------------
Ashford Hospitality Trust, Inc. announced that it completed a
reverse split of the Company's common stock at a ratio of
1-for-10.
After the close of business on October 25, 2024, the effective date
of the reverse stock split, each share of the Company's issued and
outstanding common stock and equivalents was converted into 1/10th
of a share of the Company's common stock. As a result of the
reverse split, the number of outstanding shares of common stock was
reduced from approximately 55.2 million shares to approximately 5.5
million shares. The reverse stock split will affect all
stockholders proportionally and will not affect any stockholder's
ownership percentage of shares of the Company's common stock,
except for minor changes resulting from the payment of cash for
fractional shares.
As of market open on October 28, 2024, the Company's common stock
commenced trading on a split-adjusted basis on the New York Stock
Exchange. The common stock will continue to trade on the NYSE under
the symbol "AHT" but will trade under a new CUSIP number.
Ashford Trust's stockholders should contact their broker or Ashford
Trust's transfer agent, Computershare, at (800) 546-5141, for any
necessary assistance relating to the reverse stock split.
On October 25, 2024, the Company also completed a reverse split of
the partnership units of Ashford Hospitality Limited Partnership,
the Company's operating partnership, at a ratio of 1-for-10. As a
result of such reverse split, the number of outstanding partnership
units of Ashford Trust OP was reduced from approximately 2.1
million units to approximately 200,000 units.
About Ashford Hospitality
Headquartered in Dallas, Texas, Ashford Hospitality Trust, Inc.
operates as a self-advised real estate investment trust focusing on
the lodging industry.
Ashford Hospitality Trust reported a net loss of $180.73 million
for the year ended Dec. 31, 2023, compared to a net loss of $141.06
million for the year ended Dec. 31, 2022. As of Dec. 31, 2023, the
Company had $3.46 billion in total assets, $3.69 billion in total
liabilities, $22.01 million in redeemable noncontrolling interests
in operating partnership, $79.98 million in Series J Redeemable
Preferred Stock, $0.01 par value (3,475,318 shares issued and
outstanding at December 31, 2023), $4.78 million in Series K
Redeemable Preferred Stock, $0.01 par value (194,193 shares issued
and outstanding at December 31, 2023), and $331.04 million in total
deficit.
* * *
Egan-Jones Ratings Company, on May 5, 2023, maintained its 'CCC+'
foreign currency and local currency senior unsecured ratings on
debt issued by Ashford Hospitality Trust, Inc.
On March 1, 2024, the Company received notice that the hotel
properties securing the KEYS Pool A and KEYS Pool B loans had been
transferred to a court-appointed receiver.
On March 6, 2024, the Company sold the Residence Inn Salt Lake City
in Salt Lake City, Utah, for $19.2 million in cash. As reported by
the TCR on April 22, the Company closed on the sale of the 390-room
Hilton Boston Back Bay in Boston, Massachusetts, for $171 million.
On April 29, it closed on the sale of the 85-room Hampton Inn in
Lawrenceville, Georgia, for $8.1 million. On May 27, Ashford closed
a $267 million refinancing of the mortgage loan for the 673-room
Renaissance Hotel in Nashville, Tennessee, which had a final
maturity date of March 2026. On June 14, the Company closed on the
sale of the 90-room Courtyard located in Manchester, Connecticut,
for $8 million.
ATLANTIC CITY, NJ: S&P Raises GO Debt Long-Term Rating to 'BB+'
---------------------------------------------------------------
S&P Global Ratings raised its long-term rating and underlying
rating on Atlantic City, N.J.'s general obligation (GO) debt to
'BB+' from 'BB', based on the application of its "Methodology For
Rating U.S. Governments," published Sept. 9, 2024. The outlook is
positive.
"The upgrade reflects continued strengthening of the city's
financial position and management practices," said S&P Global
Ratings credit analyst Victor Medeiros.
Atlantic City has been under state oversight since 2016 and the
state, through its Department of Community Affairs (DCA), has
provided important financial and technical support, that along with
improved management of city operations, has led to stronger
performance, budgetary flexibility, and stability.
The positive outlook reflects Atlantic City's stronger operating
environment and structural financial improvement, along with
ongoing state oversight, which has enabled the city to produce
balanced operating results and maintain its financial and liquidity
positions heading into 2025. This is despite significant economic
exposure and vulnerability to casino gaming and, more broadly,
hotel and hospitality activity.
S&P said, "We could revise the outlook to stable should the city
revert to negative operating performance or find it challenging to
maintain budgetary alignment. Downward rating pressure could also
present itself if the state were to allow the Casino Property and
Tax Stabilization Act to lapse or modify it in a way that increases
performance volatility.
"We could raise the rating if the city's revenue structure provides
management the capacity to adequately plan for balanced operations
over the long term. This would include the state equipping the city
with the framework and tools necessary to adequately plan
operations and maintain long-term structural balance."
AVALON GLOBOCARE: Appoints Dr. Cavo to Scientific Advisory Board
----------------------------------------------------------------
Avalon GloboCare Corp. announced Oct. 31 that it has appointed Dr.
Charles Cavo to its Scientific and Clinical Advisory Board.
Dr. Charles Cavo is the co-founder and chief medical officer of
Pounds Transformation, founded to help patients successfully reach
their health and wellness goals through a combination of medical
and lifestyle interventions related to nutrition and exercise. Dr.
Cavo specialized in family medicine as an OBGYN at the Hospital of
Central Connecticut and was drawn to the challenge of the obesity
epidemic in America and how it negatively affected his patient's
lives.
Dr. Cavo is a member of the board of Obesity Medicine and is board
certified in Bariatric Medicine and in Obstetrics & Gynecology. He
is also a fellow of the American College of Obstetricians &
Gynecologists. Dr. Cavo earned his medical degree from Nova
Southeastern University College of Osteopathic Medicine and
completed his Obstetrics and Gynecology residency at the University
of Connecticut.
"In an era where healthcare messaging increasingly focuses on
prevention, KetoAir has the potential to be a significant tool for
individuals and clinicians alike," said David Jin, M.D., Ph.D., CEO
of Avalon GloboCare. "By providing real-time insights into
metabolic states, KetoAir is designed to assess the ketosis status
of its individual user, which may assist users in managing not only
weight loss but also conditions such as diabetes. Dr. Cavo's
experience will further support our efforts by helping us identify
strategic development partners, while also providing valuable
guidance in executing our business plan for KetoAir."
"I am excited to support KetoAir as a valuable tool in the field of
obesity, where GLP-1-based diets are gaining significant relevance.
Ketogenic diets play a crucial role in stimulating the natural
production of the GLP-1 hormone, which may affect thethe regulation
of appetite and blood sugar levels. By measuring Breath Acetone
Concentration (BrAce) with KetoAir, we now have a simplified and
effective biomarker for determining adherence to a ketogenic diet.
This may be helpful in treating chronic conditions such as diabetes
and obesity. Many individuals currently monitor their ketone
levels using blood and urine diagnostics However, these methods
analyze the body's storage of or excess runoff of ketones and can
be easily manipulated with supplements. BrAce, a byproduct of fat
metabolism, which may capture the essence of ketosis more
accurately. KetoAir offers a non-invasive alternative delivering
real-time and pain-free feedback on ketosis levels. As a valuable
remote patient monitoring tool, this high-quality device is
intended to empower users to track their progress, stay motivated,
and make more informed decisions about their diet and exercise
habits."
Avalon Globocare
Headquartered in Freehold, New Jersey, Avalon Globocare --
http://www.avalon-globocare.com-- is a commercial stage company
dedicated to developing and delivering innovative, transformative,
precision diagnostics and clinical laboratory services. Avalon is
working to establish a leading role in the innovation of diagnostic
testing, utilizing proprietary technology to deliver precise,
genetics-driven results. The Company also provides laboratory
services, offering a broad portfolio of diagnostic tests, including
drug testing, toxicology, and a broad array of test services, from
general bloodwork to anatomic pathology, and urine toxicology.
New York, NY-based Marcum LLP, the Company's auditor since 2019,
issued a "going concern" qualification in its report dated April
15, 2024, citing that the Company has a significant working capital
deficiency, has incurred significant losses, and needs to raise
additional funds to meet its obligations and sustain its
operations. These conditions raise substantial doubt about the
Company's ability to continue as a going concern.
AZTEC FUND: Seeks to Hire Hilco Real Estate Appraisal
-----------------------------------------------------
The Aztec Fund Holding, Inc. and its affiliates seek approval from
the U.S. Bankruptcy Court for the Southern District of Texas to
employ Hilco Real Estate Appraisal, LLC.
The firm will render these services:
a. Inspection -- Hilco will complete an inspection of the
referenced properties. Our inspections will be conducted for
purposes of evaluating the physical characteristics and general
condition of the sites and building improvements.
b. Analysis -- The appraiser will apply the approaches to
value considered appropriate to produce a credible estimate of
value, including the Cost Approach and/or Sales Comparison Approach
and/or Income Capitalization Approach.
c. Reporting -- The appraisal will be prepared in accordance
with the Uniform Standards of Professional Appraisal Practice of
the Appraisal Foundation. The results will be presented in an
appraisal report(s), which will include a summary of the property,
data, analysis, and conclusion. Additional information may be
retained in our file.
Hilco's current hourly rates are:
Managing Director / President / CEO $500 to 650
Analyst / Associate Professional $150 to 300
The Debtor shall reimburse Hilco for all reasonable and customary
reimbursable expenses incurred in connection with the performance
of the services.
As disclosed in court filings, Hilco Real Estate does not have a
material interest adverse to the Debtor regarding the specific
matters for which it is to be retained.
The firm can be reached through:
Eric W. Kaup
Hilco Real Estate, LLC
5 Revere Drive, Suite 206
Northbrook, IL 60062
Tel: (847) 504-2463
Email: ekaup@hilcoglobal.com
About The Aztec Fund Holding, Inc.
The Aztec Fund Holding Inc. invests in office buildings in the
United States and thus create real estate portfolios that generate
regular cash flows and sustainable value over time.
The Aztec Fund Holding Inc. and its affiliates sought relief under
Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Tex. Lead Case
No. 24-90436) on August 5, 2024. In the petition filed by Charles
Haddad, as president, the Debtor reports estimated assets between
$10 million and $50 million and estimated liabilities between $100
million and $500 million.
The Honorable Bankruptcy Judge Christopher M. Lopez oversees the
cases.
The Debtors tapped Munsch Hardt Kopf & Harr, P.C., as counsel; and
Getzler Henrich & Associates LLC as financial advisor. Hilco Real
Estate Appraisals, LLC is the real estate appraiser. Stretto, Inc.,
is the claims agent.
BACONE COLLEGE: Unsecureds Will Get 100% of Claims over 60 Months
-----------------------------------------------------------------
Bacone College filed with the U.S. Bankruptcy Court for the Eastern
District of Oklahoma a Plan of Reorganization for Small Business
dated September 19, 2024.
The Debtor is a non-profit institution whose mission is to educate
Native American students within a nurturing Christian environment.
The Debtor's only major asset is real estate at 2299 Old Bacone Rd
in Muskogee, Oklahoma (the "Campus").
In August 2020, Debtor and creditor MHEC, LLC entered into an
Energy Services Agreement in relation to labor, material and
equipment for installation on several building on the Campus. The
Debtor was unable to pay MHEC. On September 15, 2021, MHEC filed
its lawsuit against Debtor in Muskogee County District Court, Case
No. CJ 2021-229, for the foreclosure of its Mechanic's Lien.
At present, there are no students enrolled at the College. Plans
are in place to regain academic accreditation and return students
to campus.
Based on the last 2 full months while Debtor has been in
bankruptcy, Debtor projects net monthly financial income of
approximately $1,847.26/monthly.
Also, Debtor expects to receive in excess of $1,000,000 from Knight
Fund over the course of the plan Further, Debtor expects to receive
a one-time receipt of $1,479,811.60 for ERC funds. Debtor commits
to paying at least $1,847.26 each month over 60 months, or at least
a total of $110,835.60, plus $1,000,000 (Knight Fund) and
$1,479,811.60 (ERC) in funds, collectively totaling $2,590,647.20
to unsecured creditors.
But because the best interests test requires at least $3,918,403.99
be paid to unsecured creditors based on the liquidation analysis,
Debtor will therefore commit to pay that amount to unsecured
creditors, which will result in 100% payment to unsecured
creditors.
This Plan of Reorganization proposes to pay creditors of the Debtor
from future consulting income and liquidation of assets.
Class 4 consists of Unsecured Claims. Class 4 creditors will be
paid proportionately from the pool of unsecured creditors, which
include the creditors who timely filed unsecured claims, creditors
who appear on Schedule F of Debtor's bankruptcy schedules and
claimants who filed secured claim and also unsecured claims which
is in part relegated to unsecured status. Class 4 nonpriority
unsecured claims will be paid from funds remaining after all
disbursements have been made to all other creditors provided for in
this Plan (including administrative claims) on a pro rata basis.
Projected payback to Class 4 claimants is 100%.
The Debtor's financial projections show that the Debtor will have
projected disposable income for the 60-month period of
approximately $110,835.60. Debtor will pay $110,835.60 from income
available over the life of the plan.
In addition, Debtor will liquidate assets to pay its creditors.
The final Plan payment is 60 months after the date of the Order for
Relief.
A full-text copy of the Plan of Reorganization dated September 19,
2024 is available at https://urlcurt.com/u?l=9FLDT8 from
PacerMonitor.com at no charge
Attorney for the Debtor:
Ron D. Brown, Esq.
Brown Law Firm, P.C.
715 S. Elgin Ave
Tulsa, OK 74120
Tel: (918) 585-9500
Fax: (866) 552-4874
Email: ron@ronbrownlaw.com
About Bacone College
Bacone College is a private college in Muskogee, Oklahoma founded
in 1880 to educate American Indian students. As a historical
American-Indian serving institution, Bacone College provides
holistic, liberal arts, educational experience for students in a
culturally diverse environment.
Bacone College filed its voluntary petition for relief under
Chapter 11 of the Bankruptcy Code (Bankr. E.D. Okla. Case No.
24-80487) on June 21, 2024, listing $10 million to $50 million in
assets and $1 million to $10 million. The petition was signed by
Josh Johns as Board Member.
Judge Paul R Thomas presides over the case.
Ron Brown, Esq., at BROWN LAW FIRM PC, represents the Debtor as
counsel.
BELLFLOWER CEDAR: Taps Lee & Associates as Real Estate Broker
-------------------------------------------------------------
Bellflower Cedar, LLC seeks approval from the U.S. Bankruptcy Court
for the Central District of California to employ Lee & Associates
as real estate broker.
The broker will market and sell the multi-tenant retail center in
Bellflower, California commonly known as the Belle Fleur Centre
(17640-17684 Bellflower Boulevard, Bellflower, Los Angeles County,
California 90706).
The broker shall be entitled to a fee in the amount of 3 percent of
the sale price.
David Brandt, svp of Lee & Associates, assured the court that the
firm is a "disinterested person" within the meaning of 11 U.S.C.
101(14).
The firm can be reached through:
David Brandt
Lee & Associates
5675 Telegraph Road, Suite 300
Commerce, CA 90040
Phone: (323) 720-8484
Email: dbrandt@lee-associates.com
About Bellflower Cedar, LLC
Bellflower Cedar is a Single Asset Real Estate debtor (as defined
in 11 U.S.C. Section 101(51B)).
Bellflower Cedar LLC in Montebello, CA, filed its voluntary
petition for Chapter 11 protection (Bankr. C.D. Cal. Case No.
24-11656) on May 4, 2024, listing $8,980,632 in assets and
$8,843,763 in liabilities. Vanessa Delgado as authorized agent,
signed the petition.
Judge Julia W Brand oversees the case.
OKEEFE & ASSOCIATES LAW CORPORATION, PC serve as the Debtor's legal
counsel.
BERRY CORP: Appoints Matthew Bob to Board of Directors
------------------------------------------------------
Berry Corporation disclosed in a Form 8-K Report filed with the
U.S. Securities and Exchange Commission that the Board of Directors
of the Company appointed Matthew Bob to fill the current vacancy on
the Board, effective October 23, 2024.
Mr. Bob is expected to serve as a member of each of the
Compensation Committee and the Nominating & Governance Committee of
the Board. Mr. Bob will serve until the next annual meeting of the
Company's shareholders (or, if earlier, his resignation or other
termination of service), at which time Mr. Bob will stand for
election.
There are no arrangements or understandings pursuant to which Mr.
Bob was selected as a director. Mr. Bob has no direct or indirect
material interest in any transaction required to be disclosed under
Item 404(a) of Regulation S-K.
In accordance with the Company's non-employee director compensation
program for 2024, Mr. Bob will receive a $75,000 annual cash
retainer for service on the Board, a $7,500 annual cash retainer
for service on the Compensation Committee and a $5,000 annual cash
retainer for service on the Nominating & Governance Committee, paid
quarterly in arrears:
(1) all cash-based compensation to be pro-rated for the 2024
calendar year in accordance with the portion of the year in which
Mr. Bob provides non-employee director services to the Board; and
(2) an equity retainer granted to Mr. Bob on October 23, 2024
in the form of 5,252 restricted stock unit awards that will be
governed by the form restricted stock unit award agreement
previously approved by the Board for grants of restricted stock
units to non-employee directors pursuant to the Company's 2022
Omnibus Incentive Plan as well as the LTIP itself, with vesting to
generally occur, subject to continued services during the vesting
period, on the first anniversary of the grant date.
In connection with his appointment, Mr. Bob entered into the
Company's standard indemnity agreement for directors, the form of
which is the same as entered with the other directors and officers
of the Company.
About Berry Corporation
Berry Corporation is a company primarily engaged in hydrocarbon
exploration in California, the Uintah Basin, and the Piceance
Basin. As of December 31, 2021, the company had 97 million barrels
of oil equivalent of estimated proved reserves, of which 87% was
petroleum and 13% was natural gas.
* * *
In September 2024, S&P Global Ratings lowered its issuer credit
rating to 'CCC+' from 'B-' on Dallas-based oil and gas exploration
and production (E&P) company Berry Corp. S&P also lowered the
issue-level rating on Berry's unsecured notes due February 2026 to
'B-' from 'B'. The recovery rating remains '2′, reflecting its
expectation for substantial (70%-90%; rounded estimate: 85%)
recovery in the event of a payment default.
The negative outlook reflects S&P's view that Berry is dependent on
favorable conditions to refinance its unsecured notes due February
2026 in a timely manner. However, its leverage remains modest, and
S&P forecasts average funds from operations (FFO) to debt of about
40% and debt to EBITDA of about 2.25x.
Refinancing risk is heightened for Berry's RBL facility due August
2025 and senior unsecured notes due February 2026.
BEYOND AIR: Registers 81.7MM Shares for Possible Resale
-------------------------------------------------------
Beyond Air, Inc. filed a preliminary prospectus on Form S-3 with
the U.S. Securities and Exchange Commission relating to the
offering and resale by the selling stockholders -- Alyeska Master
Fund, L.P., Avenue Venture Opportunities Fund, L.P., Avenue Venture
Opportunities Fund II, L.P., Atlas Diversified Master Fund, Ltd.,
YA II PN, Ltd., Steven Lisi, Robert F. Carey, Quantum Partners LP,
Ellen-Maria Gorrissen Trust II U/A Dated June 3, 1993, AIGH
Investment Partners, LP, WVP Emerging Manager Onshore Fund, LLC -
AIGH Series, WVP Emerging Manager Onshore Fund, LLC - Optimized
Equity Series, Alice W Lytton Family LLC, M. Kingdon Offshore
Master Fund, LP, and Kingdon Healthcare Master Fund,
LP -- from time to time of up to an aggregate of 81,697,422 shares
of Beyond Air, Inc.'s common stock, par value $0.0001 per share,
which are comprised of:
(i) 24,999,999 shares of common stock issued and outstanding,
(ii) 15,848,712 shares of common stock issuable upon exercise
of pre-funded warrants, and
(iii) 40,848,711 shares of common stock issuable upon exercise
of common warrants issued by the Company in a private placement to
the selling stockholders that are party to the Securities Purchase
Agreement, dated September 26, 2024.
The common shares and the shares of common stock issuable upon
exercise of the Warrants are collectively referred to herein as the
"Shares".
Beyond Air is not selling any shares of its common stock under this
prospectus and will not receive any of the proceeds from the sale
of the Shares by the selling stockholders. It will, however,
receive the net proceeds of any Warrants exercised for cash.
The selling stockholders may sell or otherwise dispose of the
Shares in a number of different ways and at varying prices.
Beyond Air's common stock is listed on the Nasdaq Capital Market
under the symbol "XAIR". On October 24, 2024, the last reported
sale price of its common stock on the Nasdaq Capital Market was
$0.3949 per share.
A full-text copy of the Form S-3 is available at:
https://tinyurl.com/yc277e43
About Beyond Air
Headquartered in Garden City, N.Y., Beyond Air, Inc. --
www.beyondair.net -- is a commercial-stage medical device and
biopharmaceutical company developing a platform of nitric oxide
generators and delivery systems (the "LungFit platform") capable of
generating NO from ambient air. The Company's first device, LungFit
PH, received premarket approval from the FDA in June 2022. The NO
generated by the LungFit PH system is indicated to improve
oxygenation and reduce the need for extracorporeal membrane
oxygenation in term and near-term (34 weeks gestation) neonates
with hypoxic respiratory failure associated with clinical or
echocardiographic evidence of pulmonary hypertension in conjunction
with ventilatory support and other appropriate agents.
East Hanover, New Jersey-based Marcum LLP, the Company's auditor
since 2019, issued a "going concern" qualification in its report
dated June 24, 2024, citing that the Company has incurred
significant losses and needs to raise additional funds to meet its
obligations and sustain its operations. These conditions raise
substantial doubt about the Company's ability to continue as a
going concern.
Beyond Air reported a net loss of $64.30 million for the year ended
March 31, 2024, compared to a net loss of $59.40 million for the
year ended March 31, 2023. As of June 30, 2024, Beyond Air had
$46.50 million in total assets, $28.80 million in total
liabilities, and $17.70 million in total equity.
BHAVICHAND LLC: Files Emergency Bid to Use Cash Collateral
----------------------------------------------------------
Bhavichand, LLC, seeks authority from the U.S. Bankruptcy Court for
the Northern District of Texas, Fort Worth Division, to use cash
collateral and provide adequate protection.
The Debtor requires the use of cash collateral to pay its ongoing
expenses, generate additional income and to propose a plan in its
Chapter 11 case.
The Debtor has an immediate need to use the cash collateral of the
U.S. Small Business Administration, Alternative Funding Group Corp,
and Forward Financing, the Debtor's secured creditors claiming
liens on the Debtor's personal property.
The Debtor says in court papers that it can adequately protect the
interests of the Secured Lenders by providing the Secured Lenders
with postpetition liens, a priority claim in the Chapter 11
bankruptcy case, and cash flow payments.
The Debtor asserts that this is an emergency matter since it has no
outside sources of funding available to it and must rely on the use
of cash collateral to continue its operations.
A full-text copy of the motion is available at
https://urlcurt.com/u?l=ELArjC from PacerMonitor.com
About Bhavichand LLC
Bhavichand LLC, doing business as Motel 6 Alvarado, is part of the
traveler accommodation industry.
Bhavichand LLC sought relief under Subchapter V of Chapter 11 of
the U.S. Bankruptcy Code (Bankr. N.D. Tex. Case No. 24-43756) on
Oct. 16, 2024. In the petition filed by Satish D. Patel, as
manager, the Debtor estimated assets between $1 million and $10
million and liabilities between $500,000 and $1 million.
Bankruptcy Judge Edward L. Morris handles the case.
Joyce W. Lindauer, Esq., at JOYCE W. LINDAUER ATTORNEY, PLLC,
represents the Debtor as legal counsel.
BIG LOTS: Closes Store in Huntington Amid Nationwide Restructuring
------------------------------------------------------------------
WV News reports that Big Lots plans to close its Huntington store
as part of a wider restructuring following its Chapter 11
bankruptcy filing in September 2024. This closure is one of nearly
50 stores shutting down nationwide to stabilize finances and
streamline operations.
The restructuring includes closing a total of 344 Big Lots stores
across the U.S. Since July, over 50 stores have been removed from
the company's website, highlighting the swift pace of the
closures.
Despite these shutdowns, Big Lots will continue to operate 16
stores in West Virginia, with prominent locations in Charleston and
Beckley remaining open.
This restructuring is part of a sale agreement with a Nexus Capital
Management LP affiliate, intended to realign the business and
alleviate financial pressures. The company has filed motions in
bankruptcy court to safeguard employee wages and benefits and
ensure essential vendor payments remain uninterrupted.
This strategic move underscores Big Lots' efforts to adjust to
challenging market conditions while preserving operations in key
regions, including parts of West Virginia.
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 LOTS: Receives $150-Million DIP Loan from Gordon Brothers
-------------------------------------------------------------
Greg Sleter of StoreBrands reports that bankrupt retailer Big Lots
has obtained a $150 million debtor-in-possession (DIP) term loan
from Gordon Brothers to support its ongoing Chapter 11 bankruptcy
proceedings. This financing will help the company as it moves
forward with a going-concern sale and a stalking horse bid. In
September, Big Lots filed for Chapter 11 protection and made
arrangements to sell its assets to Nexus Capital Management.
Kyle C. Shonak, Senior Managing Director at Gordon Brothers, noted,
"We have developed a solid working relationship with Big Lots over
the past few years, including a previous $200 million delayed draw
term loan, allowing us to provide a complete suite of services to
meet their needs. As the liquidation agent for the stores slated to
close, along with distribution centers and assets such as
furniture, fixtures, and equipment, we'll continue to support the
company through this sale process."
One month before filing for bankruptcy, Big Lots revealed plans to
close over 300 stores. Although the company did not issue a press
release about the downsizing, it disclosed its plans in a filing
with the Securities and Exchange Commission, reports StoreBrands.
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.
BIOREGENX INC: Posts $1.1 Million Net Loss in Fiscal Q2
-------------------------------------------------------
Bioregenx, Inc. filed with the U.S. Securities and Exchange
Commission its Quarterly Report on Form 10-Q reporting a net loss
of $1,106,128 on $734,032 of revenues for the three months ended
June 30, 2024, compared to a net loss of $594,461 on $863,278 of
revenues for the three months ended June 30, 2023.
Going Concern
The Company has generated recurring losses from operations and cash
flow deficits from its operations since inception and has had to
raise funds through equity offerings or borrowings to continue
operating. These factors raise substantial doubt about the
Company's ability to continue as a going concern. As reflected in
the accompanying financial statements, for the six months ended
June 30, 2024, the Company incurred a net loss of $4,258,586
compared to $824,299 for the same period in 2023, used cash in
operations of $281,591 and had a working capital deficit of
$3,093,956 June 30, 2024. At June 30, 2024, the Company had cash on
hand in the amount of $57,395. In addition, notes payable of
$522,500 are in default. As a result, management has concluded that
there is substantial doubt about the Company's ability to continue
as a going concern. Our independent registered public accounting
firm, in its report on our consolidated financial statements for
the year ended December 31, 2023, has also expressed substantial
doubt about our ability to continue as a going concern. The
accompanying consolidated financial statements do not include any
adjustments relating to the recoverability and classification of
recorded assets, or the amounts and classification of liabilities
that might be necessary in the event the company cannot continue as
a going concern.
The continuation of the Company as a going concern is dependent
upon its ability to obtain necessary debt or equity financing to
continue operations until it begins generating positive cash flow.
No assurance can be given that any future financing will be
available or, if available, that it will be on terms that are
satisfactory to the Company. Even if the Company is able to obtain
additional financing, it may contain undue restrictions on our
operations, in the case of debt financing or cause substantial
dilution for our stockholders, in case of equity financing.
A full-text copy of the Company's Form 10-Q is available at:
https://tinyurl.com/4c9s8amu
About BioRegenx
Chattanooga, Tenn.-based BioRegenx, Inc. develops and manufactures
medical test equipment and high quality, science-based nutritional
products. The Company distributes wellness devices. The products
are sold nationally through a direct selling channel, to health
professionals and research organizations.
As of June 30, 2024, the Company had $17,890,868 in total assets,
$3,669,632 in total liabilities, and $14,221,236 in total
stockholders' equity.
BLINK HOLDINGS: Motionsoft Steps Down as Committee Member
---------------------------------------------------------
The U.S. Trustee for Region 3 disclosed in a court filing the
resignation of Motionsoft, Inc. from the official committee of
unsecured creditors in the Chapter 11 cases of Blink Holdings, Inc.
and its affiliates.
As of Nov. 5, the remaining members of the committee are:
1. Johnson Health Tech North America, Inc.
Attn: Christie Draves
1600 Landmark Drive
Cottage Grove, WI 53527
Phone: 608-839-3674
Fax: 608-839-3675
Email: christie.draves@johnsonfit.com
2. FW IL-Riverside/Rivers Edge, LLC
Attn: Ernst Bell
One Independent Drive, Suite 114
Jacksonville, FL 32202
Phone: (904) 598-7685
Email: ernstbell@regencycenters.com
3. 96 N. 10th Street Holdings LLC
Attn: Phil Popowitz
100 Challenger Road, Suite 105
Ridgefield Park, NJ 07660
Phone: 551-277-1997 ext. 103
Email: phil@sparkremgmt.com
4. GS FIT ILL-1 LLC
Attn: Thomas C. Shumaker, Jr.
P. O. Box 9511
Jackson, WY 83001,
Phone: 917-929-7600
Email: Thomas.shumaker@gs-fitness.net
About Blink Holdings
Blink Holdings, Inc. is a provider of fitness services in the high
value, low price fitness category.
Blink Holdings and more than 100 of its affiliates sought relief
under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Del. Lead
Case No. 24-11686) on Aug. 12, 2024. At the time of the filing,
Blink Holdings disclosed $100 million to $500 million in both
assets and debt.
Judge J. Kate Stickles presides over the cases.
Young Conaway Stargatt & Taylor, LLP serves as the Debtors'
counsel. Moelis & Company is the Debtors' investment banker and
EPIQ Corporate Restructuring LLC is the Debtors' notice and claims
agent.
The U.S. Trustee for Region 3 appointed an official committee to
represent unsecured creditors in the Debtors' Chapter 11 cases.
BLUESUMMIT MEDICAL: Hospice Care Providers File for Chapter 11
--------------------------------------------------------------
BlueSummit Medical Group LLC and its affiliates filed Chapter 11
protection in the Western District of Virginia.
BlueSummit is the parent entity that operates and manages the
affiliate debtor entities Oasis HH Operations LLC, Shenandoah
Valley Home Health Inc., Seven Hills Hospice, LLC, Seven Hills Home
Health, Inc., Ashland Development Company, Inc., ProCare TN
Operations LLC, and Reliable Home Health Care LLC.
With the exception of ProCare TN Operations, the remaining Debtor
entities all provide or provided home health, home care, and
hospice care to patients in Virginia, Tennessee, and Ohio.
BlueSummit first began offering the Services in 2022 through its
acquisition of what are now the Debtor entities (a) Oasis HH
Operations, LLC d/b/a BlueSummit NOVA, a Virginia Limited Liability
Companyand (b) Reliable Home Health Care LLC, an Ohio Limited
Liability Company. In 2023, it expanded significantly acquiring
what are now the Debtor entities (c) Ashland Development Company,
Inc. a Tennessee corporation doing business as ProCare Home Health
& Private Duty Services, which it acquired through its newly-formed
ProCare TN Operations, LLC, a Virginia Limited Liability Company,
(d) Shenandoah Valley Home Health, Inc., a Virginia corporation,
(e) Seven Hills Home Health, Inc., a Virginia corporation; and (f)
Seven Hills Hospice, LLC, a Virginia limited liability company.
A Meeting of Creditors under 11 U.S.C. Sec. 341(a) is slated to be
held on Dec. 4, 2024, at 1:00 PM via crmtg Ch 11: By telephone.
Dial 1-877-451-9313, Passcode 9499523.
According to court filing, BlueSummit 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 BlueSummit Medical Group
BlueSummit Medical Group LLC, doing business as BlueSummit Medical
Group, is a Health Care Business (as defined in 11 U.S.C. §
101(27A)).
BlueSummit Medical Group and certain affiliates sought relief under
Chapter 11 of the U.S. Bankruptcy Code (Bankr. W.D. Va. Lead Case
No. 24-61191) on Oct. 25, 2024. In the petition filed by Timothy
Bradbury, as owner, the Debtor estimated assets and liabilities
between $1 million and $10 million.
The Debtors are represented by:
Brittany B. Falabella, Esq.
HIRSCHLER FLEISCHER, P.C.
2100 East Cary Street
Richmond, VA 23223
Tel: 804-771-9500
Email: bfalabella@hirschlerlaw.com
BOY SCOUTS: Judge Approves Late Claim by Incarcerated Survivor
--------------------------------------------------------------
Clara Geoghegan of Law360 Bankruptcy Authority reports that a
Delaware bankruptcy judge ruled Thursday, November 7, 2024, to
permit a Boy Scouts sexual abuse survivor, who missed both the
claims bar deadline and the deadline to apply to a trust for abuse
claimants, to file a late claim in the Boy Scouts' Chapter 11 case,
citing his limited access to information while serving an 18-year
prison sentence.
About Boy Scouts of America
The Boy Scouts of America -- https://www.scouting.org/ -- is a
federally chartered non-profit corporation under title 36 of the
United States Code. Founded in 1910 and chartered by an act of
Congress in 1916, the BSA's mission is to train youth in
responsible citizenship, character development, and self-reliance
through participation in a wide range of outdoor activities,
educational programs, and, at older age levels, career-oriented
programs in partnership with community organizations. Its national
headquarters is located in Irving, Texas.
The Boy Scouts of America and affiliate Delaware BSA, LLC, sought
Chapter 11 protection (Bankr. D. Del. Lead Case No. 20-10343) on
Feb. 18, 2020, to deal with sexual abuse claims.
Boy Scouts of America was estimated to have $1 billion to $10
billion in assets and at least $500 million in liabilities as of
the bankruptcy filing.
The Debtors have tapped Sidley Austin LLP as their bankruptcy
counsel, Morris, Nichols, Arsht & Tunnell LLP as Delaware counsel,
and Alvarez & Marsal North America, LLC, as financial advisor. Omni
Agent Solutions is the claims agent.
The U.S. Trustee for Region 3 appointed a tort claimants' committee
and an unsecured creditors' committee on March 5, 2020. The tort
claimants' committee is represented by Pachulski Stang Ziehl &
Jones, LLP, while the unsecured creditors' committee is represented
by Kramer Levin Naftalis & Frankel, LLP.
The Debtors obtained confirmation of their Third Modified Fifth
Amended Chapter 11 Plan of Reorganization (with Technical
Modifications) on September 8, 2022. T1he Order was affirmed on
March 28, 2023. The Plan was declared effective on April 19, 2023.
The Hon. Barbara J. House (Ret.) has been appointed as trustee of
the BSA Settlement Trust.
BRIGHT LAKES: Case Summary & One Unsecured Creditor
---------------------------------------------------
Debtor: Bright Lakes - Cielo Villas, LLC
3720 S Loop 1604 E
San Antonio, TX 78264-9512
Business Description: The Debtor is engaged in activities related
to real estate.
Chapter 11 Petition Date: November 4, 2024
Court: United States Bankruptcy Court
Western District of Texas
Case No.: 24-52243
Judge: Hon. Craig A Gargotta
Debtor's Counsel: Ronald Smeberg, Esq.
THE SMEBERG LAW FIRM
4 Imperial Oaks
San Antonio TX 78248-1609
Tel: (210) 695-6684
Email: ron@smeberg.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Craig Glendenning as manager.
The Debtor listed MTR Engineers located at 12770 Cimarron Path Ste
100, San Antonio, TX 78249-3415 as its sole unsecured creditor
holding a claim of $160,000.
A full-text copy of the petition is available for free at
PacerMonitor.com at:
https://www.pacermonitor.com/view/QSV4KYY/Bright_Lakes_-_Cielo_Villas_LLC__txwbke-24-52243__0001.0.pdf?mcid=tGE4TAMA
BUCA DI BEPPO: Creditors Dispute Sale to Main Street Capital
------------------------------------------------------------
Alex Wolf of Bloomberg Law reports that Buca di Beppo's creditors
have petitioned a Texas bankruptcy court to block the proposed sale
of the restaurant chain to Main Street Capital Corp. unless
specific valuable assets are excluded from the agreement.
According to Bloomberg Law, Main Street aims to acquire Buca di
Beppo by forgiving $27 million in secured loans it issued to the
chain.
However, the private equity firm lacks perfected liens on various
key assets, including $2 million in liquor licenses, company
vehicles, and approximately $35.5 million in legal claims against
Planet Hollywood and other insiders, according to an official
committee of unsecured creditors.
About Buca di Beppo
Founded in Minneapolis in 1993, Buca di Beppo restaurants embody
the Italian traditions of food, friendship, fun, celebration, and
hospitality. Dishes enjoyed for generations in villages throughout
Italy inspire the menu, which features both Northern and Southern
Italian favorites and delicious cocktails inspired by the region.
While the food has pleased millions of palates from coast-to-coast,
Buca di Beppo is equally famous for its quirky decor and upbeat
atmosphere. For more information, visit bucadibeppo.com and follow
along on Facebook, Instagram, TikTok or Twitter @bucadibeppo.
Buca di Beppo sought relief under Chapter 11 of the U.S. Bankruptcy
Code (Bankr. N.D. Tex. Case No. 24-80058) on August 5, 2024. In the
petition filed by William Snyder, as chief restructuring officer,
the Debtor estimated assets up to $50,000 and estimated liabilities
between $10 million and $50 million.
The Debtor is represented by:
Amber Michelle Carson, Esq.
Gray Reed & McGraw LLP
4700 Millenia Boulevard, Suite 400
Orlando, FL 32839
BURGERFI INTERNATIONAL: Committee Taps Morris Nichols as Co-Counsel
-------------------------------------------------------------------
The official committee of unsecured creditors of BurgerFi
International, Inc. seeks approval from the U.S. Bankruptcy Court
for the District of Delaware to hire Morris, Nichols, Arsht &
Tunnell LLP as bankruptcy co-counsel.
The firm will render these services:
a. advise the Committee with respect to its rights, duties,
and powers in these cases;
b. assist and advise the Committee in its consultations and
negotiations with the Debtors, the secured lenders, the U.S.
Trustee and other parties in interest, including with respect to
the administration of these cases, one or more sales of the
Debtors' assets, any proposed chapter 11 plan and/or the exit
strategy for these cases;
c. assist with the Committee's investigation of the acts,
conduct, assets, liabilities, and financial condition of the
Debtors and other parties in interest, including prepetition
conduct, transactions and transfers;
d. advise the Committee as to the ramifications of the
Debtors' activities and motions before this Court;
e. attend the meetings of the Committee;
f. represent the Committee at all hearings and other
proceedings;
g. assist the Committee in preparing motions, objections,
pleadings and applications as may be necessary to further the
Committee's interests and objectives; and
h. perform such other legal services as may be required and
are deemed to be in the interests of the Committee in accordance
with the Committee's powers and duties as set forth in the
Bankruptcy Code.
Morris Nichols's current hourly rates are as follows:
Partners $850 to $1,695
Associates and Counsel $545 to $965
Paraprofessionals $345 to $395
Legal Assistants $195
The firm will also be reimbursed for reasonable out-of-pocket
expenses incurred.
The firm also provided the following in response to the request for
additional information set forth in Section D of the Revised U.S.
Trustee Guidelines:
Question: Did you agree to any variations from, or alternatives
to, your standard or customary billing arrangements for this
engagement?
Response: No.
Question: Do any of the professionals included in this
engagement vary their rate based on the geographic location of the
bankruptcy case?
Response: No.
Question: If you represented the client in the 12 months
prepetition, disclose your billing rates and material financial
terms for the prepetition engagement, including any adjustments
during the 12 months
prepetition. If your billing rates and material financial terms
have changed postpetition, explain the difference and the reasons
for the difference.
Response: Not Applicable.
Question: Has your client approved your prospective budget and
staffing plan, and, if so, for what budget period?
Response: The Court has approved a budget providing for the
Committee's professional fees pursuant to the Final Order (I)
Authorizing the Debtors to (A) Obtain Senior Secured Postpetition
Financing and (B) Utilize Cash Collateral, (II) Granting Liens and
Superpriority Administrative Expense Claims, (III) Modifying the
Automatic Stay, (IV) Scheduling a Final Hearing, (V) Granting
Adequate Protection, and (VI) Granting Related Relief (D.I. 190).
Derek C. Abbott, Esq., a partner at Morris, Nichols, Arsht &
Tunnell LLP, disclosed in a court filing that the firm is a
"disinterested person" as the term is defined in Section 101(14) of
the Bankruptcy Code.
The firm can be reached at:
Derek C. Abbott, Esq.
Morris, Nichols, Arsht & Tunnell LLP
1201 North Market Street, 16th Floor
PO Box 1347
Wilmington, DE 19899-1347
Tel: (302) 351-9357
Fax: (302) 658-3989
Email: dabbott@morrisnichols.com
About BurgerFi Int'l
BurgerFi International, Inc. (NASDAQ:BFI) is a multi-brand
restaurant company that develops, markets, and acquires fast-casual
and premium-casual dining restaurant concepts around the world,
including corporate-owned stores and franchises. BurgerFi
International, Inc. is the owner and franchisor of two brands with
a combined 144 locations: (i) Anthony's, a premium pizza and wing
brand with 51 restaurants (50 corporate-owned casual restaurant
locations and one dual brand franchise location), as of Sept. 10,
2024, and (ii) BurgerFi, among the nation's fast-casual better
burger concepts with 93 BurgerFi restaurants (76 franchised and 17
corporate-owned) as of Sept. 10, 2024.
BurgerFi International, Inc. and 114 affiliated debtors filed
voluntary petitions for relief under Chapter 11 of the United
States Bankruptcy Code on Sept. 11, 2024 (Bankr. D. Del. Lead Case
No. 24-12017). The cases are pending before the Honorable Judge
Craig T Goldblatt.
Raines Feldman Littrell LLP serves as the Debtors' counsel. Force
Ten Partners' Jeremy Rosenthal serves as the Company's Chief
Restructuring Officer. Sitrick And Company serves as strategic
communications advisor to the Company. Stretto is the claims agent.
CADIZ INC: Signs LOI for Potential $150 Million Investment
----------------------------------------------------------
Cadiz Inc. reported in a Form 8-K filed with the Securities and
Exchange Commission that on Oct. 30, 2024, it entered into a letter
of intent (the "LOI") with a non-profit investment fund dedicated
to financing sustainable infrastructure projects. The Fund is a
beneficiary of a federal grant award. The LOI outlines a
prospective investment by the Fund of up to $150 million to support
the establishment of a new entity, which is anticipated to be a
limited partnership or limited liability company ("Newco"). Newco
is expected to be established and managed by Cadiz or a subsidiary
of Cadiz, with the participation of the Fund and other potential
investors, to mobilize capital for the construction, ownership, and
operation of Cadiz's groundwater banking project in the Mojave
Desert and related projects.
Under the terms of the LOI, Cadiz will be responsible for project
development activities; with non-profit or public sector investors
such as the Fund, federally recognized Native American Tribes, and
other qualified investors providing up to $401 million of equity
capital to Newco in order for Newco to acquire assets and fund the
construction of facilities for the Mojave Groundwater Bank,
presently estimated in the amount of $800 million. The parties
will coordinate to seek available grant funding for any remaining
construction costs.
Under the terms of the LOI, Cadiz will transfer and contribute
assets to Newco, including (i) 100% of its ownership of the
Northern Pipeline, (ii) the Southern Pipeline right of way, and
(iii) 51% of the water storage rights in the Mojave Groundwater
Bank. In consideration of such transfer of assets, Newco will pay
Cadiz approximately $51 million among other consideration and will
retain 49% of the water storage rights. Water supply purchase
contracts entered into among Cadiz and public water providers will
not be contributed to Newco.
Cadiz will serve as the general partner or managing member of
Newco. The distribution of profits from revenues anticipated to be
received by Newco once the infrastructure is online will prioritize
the Newco investors such as the Fund until they achieve an annual
yield of 7.5%, with incremental distributions thereafter to
low-income disadvantaged communities and Tribes participating in
the advisory council, the investors and Cadiz as the general
partner/managing member.
Cadiz has committed that its water supply, storage and conveyance
projects aim to benefit low-income and disadvantaged communities,
including the Tribes. Tribes will have the opportunity to acquire
ownership interests in Newco and participate in an advisory council
relating to the management of groundwater resources at Cadiz.
Under the LOI, Cadiz will pursue all appropriate channels to
advance and protect Native American water rights and assist
participating Tribes in protecting and advancing their water rights
and developing climate resilient water supplies and clean energy
solutions that benefit tribal communities and advance tribal
sovereignty.
The Mojave Groundwater Bank will comply with applicable laws.
Furthermore, given that the Fund's capital comes from a federal
grant award, Newco will be structured to comply with all relevant
grant requirements, including the Build America Buy America Act and
Davis-Bacon Act labor standards, as applicable.
The LOI is not binding on the parties and does not create any
binding obligations for the parties to close the contemplated
transactions. Definitive agreements will be required to formalize
any binding commitments by the parties.
About Cadiz Inc.
Founded in 1983, Cadiz, Inc. (NASDAQ: CDZI) is a California water
solutions company dedicated to providing access to clean, reliable
and affordable water for people through a unique combination of
water supply, storage, pipeline and treatment solutions. With
45,000 acres of land in California, 2.5 million acre-feet of water
supply, 220 miles of pipeline assets and the most cost-effective
water treatment filtration technology in the industry, Cadiz offers
a full suite of solutions to address the impacts of climate change
on clean water access. For more information, please visit
https://www.cadizinc.com.
Cadiz Inc. reported a net loss and comprehensive loss of $31.45
million in 2023, a net loss and comprehensive loss of $24.79
million in 2022, a net loss and comprehensive loss of $31.25
million in 2021, a net loss and comprehensive loss of $37.82
million in 2020, a net loss and comprehensive loss applicable to
common stock of $29.53 million in 2019, and a net loss and
comprehensive loss of $26.27 million in 2018.
CALERA CORP: Seeks to Hire Levene Neale as Bankruptcy Counsel
-------------------------------------------------------------
Calera Corporation seeks approval from the U.S. Bankruptcy Court
for the Northern District of California to hire Levene, Neale,
Bender, Yoo & Golubchik L.L.P. as general bankruptcy counsel.
The firm's services include:
a. advising the Debtor with regard to the requirements of the
Bankruptcy Court, Bankruptcy Code, Bankruptcy Rules and the UST as
they pertain to the Debtor and interacting with and cooperating
with the Subchapter V Trustee;
b. advising the Debtor with regard to certain rights and
remedies of its bankruptcy estate and the rights, claims and
interests of creditors;
c. representing the Debtor in any proceeding or hearing in the
Bankruptcy Court involving its estate unless the Debtor is
represented in such proceeding or hearing by other special
counsel;
d. conducting examinations of witnesses, claimants or adverse
parties and representing the Debtor in any adversary proceeding
except to the extent that any such adversary proceeding is in an
area outside of LNBYG's expertise or which is beyond LNBYG's
staffing capabilities;
e. preparing and assisting the Debtor in the preparation of
reports, applications, pleadings and orders including, but not
limited to, applications to employ professionals, interim
statements and operating reports, initial filing requirements,
schedules and statement of financial affairs, lease pleadings, cash
collateral pleadings, financing pleadings, and pleadings with
respect to the Debtor's use, sale or lease of property outside the
ordinary course of business;
f. representing the Debtor with regard to obtaining use of
debtor in possession financing and/or cash collateral including,
but not limited to, negotiating and seeking Bankruptcy Court
approval of any debtor in possession financing and/or cash
collateral pleading or stipulation and preparing any pleadings
relating to obtaining use of debtor in possession financing and/or
cash collateral;
g. assisting the Debtor in any asset sale process;
h. assisting the Debtor in the negotiation, formulation,
preparation and confirmation of a plan of reorganization and the
preparation and approval of a disclosure statement in respect of
the plan; and
i. performing any other services which may be appropriate in
LNBYG's representation of the Debtor during its bankruptcy case.
The firm will be paid at these rates:
Ron Bender $725 per hour
Todd Arnold $695 per hour
In addition, the firm will receive reimbursement for out-of-pocket
expenses incurred.
The firm received from the Debtor a retainer of $65,000.
Ron Bender, Esq., a partner at Levene, disclosed in a court filing
that his firm is a "disinterested person" pursuant to Section
101(14) of the Bankruptcy Code.
The firm can be reached at:
Ron Bender, Esq.
Levene, Neale, Bender, Yoo & Golubchik, LLP
2818 La Cienega Avenue
Los Angeles, CA 90034
Tel: (310) 229-1234
Fax: (310) 229-1244
Email: rb@lnbyg.com
About Calera Corporation
Calera Corporation, doing business as Chemetry, develops a
cementitious material that provides significant economic saving and
reduces carbon dioxide emissions.
Calera Corporation sought relief under Subchapter V of Chapter 11
of the U.S. Bankruptcy Code (Bankr. N.D. Calif. Case No. 24-51527)
on Oct. 9, 2024, with $500,001 to $1 million in assets and $1
million to $10 million in liabilities.
Judge Stephen L. Johnson handles the case.
The Debtor is represented by Ron Bender, Esq., at Levene, Neale,
Bender, Yoo & Golubchik L.L.P.
CAN B CORP: Completes Merger With Nascent Pharma Holdings
---------------------------------------------------------
Can B Corp. disclosed in a Form 8-K Report filed with the U.S.
Securities and Exchange Commission that on October 25, 2024, the
Company implemented a holding company reorganization, the "Nascent
Merger", pursuant to the Agreement and Plan of Merger, dated as of
October 23, 2024, among Can B, Nascent Pharma Holdings, Inc., a
Florida corporation, and Nascent Merger Sub, Inc., a Florida
corporation, which resulted in Nascent owning all of the
outstanding capital stock of Can B. Pursuant to the Nascent Merger,
Merger Sub, a direct, wholly owned subsidiary of Nascent and an
indirect, wholly owned subsidiary of Can B, merged with and into
Can B, with Can B surviving as a direct, wholly owned subsidiary of
Nascent.
Each share of each class of Can B stock issued and outstanding
immediately prior to the Nascent Merger automatically converted
into an equivalent corresponding share of Nascent stock, having the
same designations, rights, powers and preferences and the
qualifications, limitations and restrictions as the corresponding
share of Can B stock being converted. Accordingly, upon
consummation of the Nascent Merger, Can B's stockholders
immediately prior to the consummation of the Nascent Merger became
stockholders of Nascent. The stockholders of Can B will not
recognize gain or loss for U.S. federal income tax purposes upon
the conversion of their shares in the Nascent Merger.
The Nascent Merger was conducted pursuant to Section 607.11045 of
the Florida Business Corporation Act, which provides for the
formation of a holding company without a vote of the stockholders
of the constituent corporation. The conversion of stock occurred
automatically without an exchange of stock certificates. After the
Nascent Merger, unless exchanged, stock certificates that
previously represented shares of a class of Can B stock now
represent the same number of shares of the corresponding class of
Nascent stock. Immediately after consummation of the Nascent
Merger, Nascent has, on a consolidated basis, the same assets,
businesses and operations as Can B had immediately prior to the
consummation of the Nascent Merger.
As a result of the Nascent Merger, Nascent became the successor
issuer to Can B pursuant to 12g-3(a) of the Exchange Act and as a
result the shares of Nascent Common Stock are deemed registered
under Section 12(g) of the Securities Exchange Act of 1934, as
amended.
In connection with the Nascent Merger, Can B notified the Financial
Industry Regulatory Authority, that it planned to complete the
Nascent Merger and, in connection therewith, requested that a new
trading symbol be assigned to Nascent. FINRA requested that a new
notice be submitted to FINRA after the Nascent Merger is complete.
As a result, the change in issuer name and trading symbol on the
OTCQB Market will not occur until FINRA completes the processing of
the name change and assigns Nascent a trading symbol.
On October 28, 2024, Can B filed a certificate on Form 15 with the
U.S. Securities and Exchange Commission under the Securities
Exchange Act of 1934, as amended requesting that Can B shares be
deregistered under the Exchange Act, and that Can B's reporting
obligations under the Exchange Act be suspended (except to the
extent of the succession of Nascent to the Exchange Act Section
12(g) registration and reporting obligations of Can B).
Upon consummation of the Nascent Merger, each share of each class
of Can B stock issued and outstanding immediately prior to the
Nascent Merger automatically converted into an equivalent
corresponding share of Nascent stock, having the same designations,
rights, powers and preferences and the qualifications, limitations
and restrictions as the corresponding share of Can B stock that was
converted.
Furthermore, on October 25, 2024, Can B also entered into the
Compensation Plan Agreement with Nascent in connection with the
Nascent Merger, pursuant to which Nascent assumed (including
sponsorship of) the Can B 2021 Incentive Stock Option Plan and any
subplans, appendices or addendums thereunder, and all obligations
of Can B pursuant to each stock option to purchase a share of Can B
stock that was outstanding immediately prior to October 25, 2024
and issued under the Can B Equity Compensation Plans and underlying
grant agreements. On October 25, each such Can B Option was
converted into an option to purchase a Nascent share at an exercise
price per share equal to the exercise price per share of the Can B
stock subject to such Can B Option immediately prior to October 25,
2024. On October 25, 2024, the Can B Options and the Can B Equity
Compensation Plans and Agreements were automatically deemed to be
amended (and, in the case of the Can B 2021 Incentive Stock Plan,
formally amended), to the extent necessary or appropriate, to
provide that references to Can B in such awards, documents and
provisions will be read to refer to Nascent and references to
shares of Can B stock in such awards, documents and provisions will
be read to refer to Nascent shares.
On October 25, 2015, the Articles of Incorporation of Can B was
amended pursuant to the Nascent Merger to add a provision, which is
required by Section 607.11045(g)_ of the FBCA, that provides that
any act or transaction by or involving Can B, other than the
election or removal of directors, that requires for its adoption
under the FBCA or the Can B Charter the approval of the
stockholders of Can B shall require the approval of the
stockholders of Nascent by the same vote as is required by the FBCA
and/or the Can B Charter.
About Can B Corp
Can B Corp., headquartered in Hicksville, N.Y., focuses on
promoting health and wellness through the development, manufacture,
and sale of products containing cannabinoids derived from hemp
biomass, along with the licensing of durable medical devices.
Lakewood, Colo.-based BF Borgers CPA PC, the Company's former
auditor, issued a "going concern" qualification in its report dated
April 15, 2024, citing that the Company's significant operating
losses raise substantial doubt about its ability to continue as a
going concern.
Effective May 6, 2024, Can B Corp. dismissed BF Borgers CPA PC as
its independent registered public accounting firm. This decision
followed charges by the Securities and Exchange Commission against
the firm and its owner, Benjamin F. Borgers, for deliberate and
systemic failures to comply with Public Company Accounting
Oversight Board (PCAOB) standards, including fabricating audit
documentation and falsely representing compliance in over 1,500 SEC
filings. Borgers agreed to pay a $14 million civil penalty and
received a permanent suspension from appearing and practicing
before the Commission as an accountant.
On May 28, 2024, the Company engaged Haynie & Company, Inc. as its
new independent registered public accounting firm, following the
approval of the engagement by the Company's Audit Committee.
* * *
This concludes the Troubled Company Reporter's coverage of Can B
Corp. until facts and circumstances, if any, emerge that
demonstrate financial or operational strain or difficulty at a
level sufficient to warrant renewed coverage.
CAN BROTHERS: Court OKs Cash Collateral Access Thru Dec. 31
-----------------------------------------------------------
CAN Brothers Construction, Inc. got the green light from the U.S.
Bankruptcy Court for the District of New Hampshire to use cash
collateral through Dec. 31.
The order, signed by Judge Kimberly Bacher, authorized the company
to use up to $244,817.86 of its secured creditors' cash collateral
to pay operating expenses for the period from Nov. 1 to Dec. 31.
Secured creditors, Bank of New Hampshire and the U.S. Small
Business Association, were granted a replacement lien on CAN
Brothers' post-petition property of the same kinds and types as the
collateral in, to, and on which they held valid and enforceable,
perfected liens on the petition date.
In addition, both creditors will receive monthly payments as
protection. The court order directed CAN Brothers to pay $1,650 per
month to Bank of New Hampshire and $2,500 per month to SBA.
The next hearing is scheduled for Dec. 18.
About CAN Brothers Construction
CAN Brothers Construction, Inc., a company in Middleton, N.H.,
sought protection under Chapter 11 of the U.S. Bankruptcy Code
(Bankr. D. N.H. Case No. 24-10115) on Feb. 26, 2024, with up to $10
million in both assets and liabilities. Charles W. Therriault, Jr.,
president, signed the petition.
Judge Bruce A. Harwood oversees the case.
Eleanor Wm. Dahar, Esq., at Victor W. Dahar Professional
Association, represents the Debtor as legal counsel.
CANTON & COMPANY: Seeks Continued Cash Collateral Access
--------------------------------------------------------
Canton & Company LLC asks the U.S. Bankruptcy Court for the
District of Maryland, Baltimore Division, for authority to use cash
collateral and provide adequate protection, through November 22,
2024.
The Debtor requires the use of cash collateral to pay its necessary
and appropriate operating expenses and administrative expenses in
the Chapter 11 case.
The Debtor was previously indebted to First National Bank of
Pennsylvania for two loans.
As previously entered into evidence, the purchase agreement
assigned these loans to 2111 SW 31st Street, LLC, a Florida entity.
The last consent order for continued use of cash collateral was on
September 27, 2024. 2111 filed a Notice of Default on October 25,
2024. The Debtor contends that the Notice Filing was filed before
the time period stated on the Consent Order expired. It paid the
Loan Owner on October 28, 2024, within the period of time on the
Consent Order.
Adequate protection payments of $20,000 are being paid to 2111.
The first payment is due on November 22, 2024.
A full-text copy of the motion is available at
https://urlcurt.com/u?l=KGX0Jf from PacerMonitor.com
About Canton & Company
Canton & Company, LLC is a healthcare growth and strategic services
firm in Baltimore, Md. Its comprehensive suite of growth services
includes Strategy & Insights, Integrated Marketing Solutions, and
Performance Solutions.
The Debtor filed Chapter 11 petition (Bankr. D. Md. Case No.
23-19054) on Dec. 12, 2023, with up to $500,000 in assets and up to
$10 million in liabilities. Richard (Don) McDaniel, Jr., manager,
signed the petition.
Judge David E Rice oversees the case.
Daniel Staeven, Esq., at Frost Law, is the Debtor's bankruptcy
counsel.
CAPSTONE GREEN: Posts $3.9 Million Net Loss in Q1 2024
------------------------------------------------------
Capstone Green Energy Holdings, Inc. filed with the U.S. Securities
and Exchange Commission its Quarterly Report on Form 10-Q reporting
a net loss of $3.9 million on $15.6 million of total net revenues
for the three months ended June 30, 2024, compared to a net loss of
$5.7 million on $23.9 million of total net revenues for the three
months ended June 30, 2023.
As of June 30, 2024, the Company had cash of $4 million and a
working capital deficit of $12 million.
As of June 30, 2024, $83.5 million in total assets, $88.1 million
in total liabilities, $13.9 million in redeemable noncontrolling
interests, and $18.5 million in total stockholders' deficit.
A full-text copy of the Company's Form 10-Q is available at:
https://tinyurl.com/4mx2nps7
About Capstone Green Energy Corporation
Capstone Green Energy Corporation builds microturbine energy
systems and battery storage systems that allow customers to produce
power on-site in parallel with the electric grid or stand-alone
when no utility grid is available. Capstone Green offers
microturbines designed for commercial, oil and gas, and other
industrial applications.
Los Angeles, Calif.-based Marcum LLP, the Company's auditor since
2017, issued a "going concern" qualification in its report dated
September 26, 2024, citing that the Company has a significant
working capital deficiency, has incurred significant operating
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
CARVANA CO: Ernest Garcia II Holds 36.79% Stake as of Oct. 23
-------------------------------------------------------------
Ernest C. Garcia II disclosed in a Schedule 13D/A Report filed with
the U.S. Securities and Exchange Commission that as of October 23,
2024, he and affiliated entities, Verde Investments, Inc. and ECG
II SPE, LLC, beneficially owned shares of Carvana Co.'s Class A
Common Stock.
Ernest C. Garcia II holds 71,028,338 shares, representing 36.79% of
the 123,824,087 Class A Shares outstanding as of July 29, 2024, and
assuming the conversion of all Class A Units of Carvana Group held
by Mr. Garcia into Class A Shares, in accordance with Rule 13d-3 of
the Act.
This number is comprised of the Class A Shares held by:
(i) Ernest C. Garcia II (37,442,317 shares on an as-converted
basis) and
(ii) ECG II SPE, LLC (8,000,000 shares on an as-converted
basis), which Mr. Garcia wholly owns and controls.
Mr. Garcia may be considered to have shared voting and dispositive
power with respect to the Class A Shares held by:
(i) the Ernest Irrevocable 2004 Trust III (12,684,021 shares,
including 11,834,021 shares on an as-converted basis), of which Mr.
Garcia is a non-voting co-trustee and Mr. Garcia's son, Ernie
Garcia III, is the sole beneficiary; and
(ii) the Ernest C. Garcia III Multi-Generational Trust III
(12,902,000 shares, including 11,952,000 shares on an as-converted
basis), of which Mr. Garcia is a non-voting co-trustee and Ernie
Garcia III and his children are the sole beneficiaries.
A full-text copy of Mr. Garcia's SEC Report is available at:
https://tinyurl.com/3p5kjp6x
About Carvana
Founded in 2012 and based in Tempe, Arizona, Carvana Co. --
http://www.carvana.com-- is an e-commerce platform for buying and
selling used cars. The Company is transforming the used car buying
and selling experience by giving consumers what they want, a wide
selection, great value and quality, transparent pricing, and a
simple, no pressure transaction. Each element of its business, from
inventory procurement to fulfillment and overall ease of the online
transaction, has been built for this singular purpose.
Carvana reported a net income of $150 million for the year ended
Dec. 31, 2023, compared to a net loss of $2.89 billion for the year
ended Dec. 31, 2022. As of June 30, 2024, Carvana had $7.17 billion
in total assets, $7.05 billion in total liabilities, and $115
million in total stockholders' equity.
* * *
Moody's Investors Service upgraded Carvana Co.'s corporate family
rating to Caa3 from Ca, the TCR reported on Sept. 22, 2023. Moody's
said the upgrade of Carvana's CFR to Caa3 reflects the completion
of its debt exchange that pushes out some near-term maturities,
reduces outstanding debt, and materially reduces cash interest
expense in the two years following the exchange.
In August 2024, S&P Global Ratings raised its issuer credit rating
on U.S.-based Carvana Co. to 'B-' from 'CCC+'. S&P said, "At the
same time, we raised our unsolicited issue-level rating on
Carvana's senior secured debt to 'B-' from 'CCC+' with a '4′
recovery rating (30%-50%; rounded estimate: 40%). We also raised
our issue-level rating on its senior unsecured debt to 'CCC' from
'CCC-' with a '6′ recovery rating (0%-10%; rounded estimate:
0%).
"The stable outlook reflects our view that Carvana will continue
increasing EBITDA, generating positive free cash flow, and
maintaining leverage of 6x-7x over the next 12 months.
CATHETER PRECISION: Expects $3.7MM Proceeds From Warrants Exercise
------------------------------------------------------------------
As previously reported, on August 30, 2024, Catheter Precision,
Inc., a Delaware corporation, entered into an Underwriting
Agreement with Ladenburg Thalmann & Co. Inc., as representative of
the underwriters named in the Underwriting Agreement, pursuant to
which the Company issued and sold, in a firm commitment
underwritten public offering by the Company:
(i) 805,900 common stock units, priced at a public offering
price of $1.00 per unit, with each unit consisting of one share of
common stock, one warrant to purchase one share of common stock at
an exercise price of $1.00 per share that expires on the six month
anniversary of the date of issuance, one warrant to purchase one
share of common stock at an exercise price of $1.00 per share that
expires on the eighteen month anniversary of the date of issuance,
and one warrant to purchase one share of common stock at an
exercise price of $1.00 per share that expires on the five year
anniversary of the date of issuance, and
(ii) 2,773,000 pre-funded units, priced at a public offering
price of $0.9999 per unit, with each unit consisting of one
pre-funded warrant to purchase one share of common stock at an
exercise price of $0.0001 per share that has no expiration date,
one Series H Warrant, one Series I Warrant and one Series J
Warrant. The Public Offering closed on September 3, 2024.
Also, as previously reported, on January 9, 2023, the Company
entered into a Securities Purchase Agreement with Armistice Master
Fund Ltd. Pursuant to the Securities Purchase Agreement, Armistice
agreed to purchase:
(a) Class A Units, each consisting of one share of Common
Stock, one Series F Common Stock Purchase Warrant and one Series G
Common Stock Purchase Warrant, and
(b) Class B Units, each consisting of one share of a new
series of the Company's preferred stock, designated as Series A
Convertible Preferred Stock, par value $0.0001, and one Series F
Warrant and one Series G Warrant for each share of Company Common
Stock underlying the PIPE Preferred Stock. Pursuant to the
Securities Purchase Agreement, on March 23, 2023, upon obtaining
stockholder approval of the exercise of the Series F Warrants and
the Series G Warrants, the Company issued to Armistice 499,909.3
Series F and 499,909.3 Series G warrants.
The Series F warrants are exercisable for two years from the date
of issuance, and the Series G Warrants are exercisable for six
years from the date of issuance, and they each have a fixed
exercise price of $30.00 per common share.
Furthermore, on January 9, 2023, the Company reduced the exercise
price of certain existing warrants of the Company exercisable for
33,160.8 shares of Company Common Stock, which were held by
Armistice. In connection with this repricing, the Company entered
into a warrant inducement offer letter with Armistice pursuant to
which it exercised all of the 33,160.8 repriced warrants. In
consideration for exercising those, pursuant to the terms of the
inducement letter, the Company issued to Armistice a new Series E
Common Stock Purchase Warrant, to purchase up to a number of shares
of common stock equal to 100% of the number of shares of common
stock issued pursuant to the exercise of the existing warrants. The
Series E Warrant has an exercise price of $40.00 and a term of five
years from date of that the stockholders of the Company approved
its issuance.
On October 24, 2024, the Company reduced the exercise price of all
Series H Warrants and Series I Warrants from $1.00 per share to
$0.70 per share, and also reduced the exercise price of all
outstanding Series E Warrants from $40.00 to $0.70 per share,
Series F Warrants from $30.00 to $0.70 per share and Series G
Warrants from $30.00 to $0.70 per share.
In connection with the Warrant Repricing, the Company entered into
warrant inducement offer letters with certain investors to
immediately exercise up to 33,160.8 of the Series E Warrants,
499,909 of the Series F Warrants, 499,909 of the Series G Warrants,
1,990,000 of the Series H Warrants and 2,325,000 of the Series I
Warrants held by such investors. In consideration for exercising
the Existing Warrants, pursuant to the terms of the Inducement
Letters, the Company will issue to the investors a new Series K
Common Stock Purchase Warrant if the investor exercises an
Existing Warrant, in each case, to purchase up to a number of
shares of common stock equal to 200% of the number of shares of
common stock issued pursuant to the immediate exercise of the
corresponding Existing Warrants. The Series K Warrant shall have an
exercise price of $0.70 and a term of 5.5 years following
stockholder approval. The Series K Warrants will not be exercisable
until stockholder approval of the exercise has been obtained. The
Company expects to receive aggregate gross proceeds of
approximately $3.7 million from the exercise of the Existing
Warrants resulting in the issuance of up to an aggregate of
approximately 5.3 million shares of common stock and a pro forma
shares of common stock outstanding of approximately 10.8 million
after giving effect to the exercise of the Existing Warrants,
subject to application of applicable beneficial ownership blockers.
The Series H Warrants and Series I Warrants and the shares
underlying them have been registered pursuant to registration
statements on Form S-1 (File Nos. 333-279930 and 333-281849) and
were issued pursuant to the Underwriting Agreement. The
Registration Statements are currently effective and, upon exercise
of the Existing Warrants pursuant to the Inducement Offer, will be
effective for the issuance of the Existing Warrant Shares. The
issuance and exercise of the Series E Warrants, Series F Warrants
and Series G Warrants were pursuant to an exemption under the
Securities Act of 1933, and the resale of the underlying shares has
been registered thereunder. The New Warrants and the shares
underlying the New Warrants are being issued in a private placement
pursuant to Section 4(a)(2) of the Securities Act and will be
unregistered.
Prior to the repricing and execution of the warrant inducement
letters, Catheter Precision received an additional approximately
$1,185,000 upon the exercise of 1,010,000 Series H Warrants and
175,000 Series I Warrants in accordance with their original terms.
In addition, within 30 days from October 25, 2024, the Company will
file a registration statement on the appropriate form providing for
the resale of the New Warrant Shares and shall use commercially
reasonable efforts to cause such registration statement to become
effective within 60 days (or 90 days if the Securities and Exchange
Commission notifies the Company that it will "review" the
registration statement). Subject to certain exceptions, for a
period of 30 days from October 25, 2024, the Company has agreed not
to issue any shares of common stock or securities convertible into
or exercisable or exchangeable for, or that would otherwise entitle
the holder thereof to receive, the Company's common stock. Also,
within 90 days from October 25, 2024, the Company shall be
prohibited from effecting or entering into an agreement to effect
any issuance by the Company or any of its subsidiaries of common
stock or common stock equivalents (or a combination of units
thereof) involving a defined "Variable Rate Transaction," subject
to certain exceptions.
Ladenburg Thalmann & Co. Inc. acted as the exclusive warrant
inducement agent and financial advisor to the Company in connection
with the Inducement Offer. The Company agreed to pay Ladenburg an
aggregate cash fee equal to 8.0% of the gross proceeds received by
the Company from the Inducement Offer.
About Catheter Precision Inc.
Headquartered in the U.S., Catheter Precision, Inc. is a medical
device company focused on improving the treatment of cardiac
arrhythmias. The Company, which was reincorporated as Ra Medical
Systems, Inc. in Delaware in 2018 and changed its name to Catheter
Precision, Inc. on August 17, 2023, develops technology for
electrophysiology procedures through collaborations with physicians
and continuous product advancements.
East Brunswick, New Jersey-based WithumSmith+Brown, PC., the
Company's auditor since 2023, issued a "going concern"
qualification in its report dated March 29, 2024, citing recurring
operating losses and anticipated future losses that raise
substantial doubt about the Company's ability to continue as a
going concern.
For the year ended December 31, 2023, Catheter Precision reported a
net loss of $70.6 million, compared to a net loss of $26.9 million
for 2022. As of June 30, 2024, the Company had $26.3 million in
total assets, $11.9 million in total liabilities, and $14.3 million
in total stockholders' equity.
CCC HOLDCO: Moody's Cuts CFR to Caa3, Outlook Negative
------------------------------------------------------
Moody's Ratings downgraded CCC HoldCo LLC's (dba Cornerstone
Chemical Company, LLC, "Cornerstone") corporate family rating to
Caa3 from Caa2 and affirmed the Caa3-PD probability of default
rating. Moody's also downgraded the rating on Cornerstone Chemical
Company, LLC's 2028 backed senior secured notes to Caa3 from Caa2
and affirmed the Ca rating on the 2027 backed senior unsecured
notes. Moody's assigned a Caa2 rating to the $16.7 million
superpriority backed senior secured notes due 2028. The notes were
issued on April 26, 2024, but on October 2, 2024 the company
entered into a supplemental indenture that subordinated the $160
million notes due in 2028 to the collateral supporting the $16.7
million of notes. The outlook remains negative.
RATINGS RATIONALE
The Caa3 corporate family rating reflects weaker than expected
performance for 2024 and high execution risk associated with
restructuring and the planned exit of one of two tenants on its
site in 2025. The credit rating also reflects weak credit metrics
(negative debt/EBITDA in the 12 months ended June 30, 2024 as
adjusted by Moody's) despite some sequential improvements in
volumes and margins, the completed debt restructuring, which
effectively reduced total debt by 57%, and a new global
asset-backed loan agreement which improves liquidity. The Caa3-PD
PDR reflects Moody's view that Cornerstone's overall weak business
profile elevates the risk of a distressed exchange or debt
restructuring absent improved operating performance or sufficient
additional liquidity created by the company's existing initiatives
to divest certain assets.
Cornerstone experienced significant operating losses in 2023 as
demand and pricing for two of its three main commodities,
acrylonitrile and melamine, dropped due to a weak market for
housing, electronics and durable goods and competition from lower
priced imports. Despite sequentially improving volume and margins
in these two businesses, earnings remained depressed.
Operationally, the company experienced unplanned lower operating
rates in the first quarter due to propylene supply constraints, an
unexpected turnaround by an integrated tenant and equipment
reliability issues. The company also completed a planned turnaround
of its acrylonitrile operations during the quarter. Second quarter
volumes, revenues and margins increased sequentially and
year-on-year as the company benefited from a combination of
increased operating rates, improved supply demand balance in
acrylonitrile, recapturing North American melamine volume, while
executing a second consecutive quarterly price increase for
melamine. Top line and margins continued to improve in July and
August, as the company implemented another price increase and saw
stronger volumes, but operations were impacted by Hurricane
Francine in September. At the same time, the company incurred over
$20 million in non-recurring cash costs in connection with the 2023
restructuring and business improvement initiatives, including
investment in Cornerstone Energy Park infrastructure related to a
new tenant operation, sale process costs and anti-dumping petition
costs. In the first quarter, the company initiated anti-dumping
procedures against six countries and received the initial
supportive ruling from the US International Trade Commission. The
Company expects to receive the final ruling from the ITC in late
December. Although earnings will improve in 2024 vs 2023 and
sequentially throughout the year, Moody's expect roughly break even
or slightly negative EBITDA and earnings will not cover interest
expense or cash interest, with some further improvement in 2025 if
the company successfully executes its business improvement
initiatives.
Cornerstone generates income from and provides a variety of site
services to two tenants on its site; one is a significant customer
and the other a key supplier. The tenant and customer, Roehm
America LLC (rated parent Roehm Holding GmbH; Caa1 stable),
contributes a significant amount of earnings and EBITDA by buying
co-product HCN (from the acrylonitrile process) and sulfuric acid
from Cornerstone and through site service fees. Roehm plans to
cease operating on Cornerstone's site and buying its products on
June 30, 2025. The company is actively seeking partners to invest
in HCN offtake projects and is also marketing certain of its assets
to potential buyer. The Company is also actively marketing to
future tenant prospects for the Cornerstone Energy Park. In this
regard, the company has announced a new partnership with a Japanese
chemical company UBE Corporation, which intends to build a $500
million facility for electric vehicle lithium ion battery
ingredients on Cornerstone's site commencing in late 2024 with an
expected completion date of late 2026. This partnership will
require investment by the company over the next two years to
integrate UBE's operation with its infrastructure. The partnership
will begin to meaningfully contribute to Cornerstone's earnings and
cash flows in 2027.
Cornerstone has weak liquidity. The company had approximately $2
million of cash as of August 2024. On October 21, 2024, the company
entered into a new $100 million ABL loan agreement that matures on
the earlier of October 21, 2027 or 91 days prior to the existing
notes (2027 notes mature on September 1, 2027). The agreement
includes an $80 million ABL revolving facility and a $20 million
"first in last out" facility, both of which are subject to their
own borrowing base limitations and it improves the company's access
to liquidity. The facility closes in two-steps with the US
collateral on October 21 and collateral outside the US closing no
later than November 8. Once the non-US portion is executed, the
company will have approximately $22 million of availability under
the new agreement. The ABL has a springing fixed charge coverage
ratio of not less than 1.1x if excess availability falls below 10%
of the revolver or $8 million. Free cash flow is negative $45
million year-to-date through August, as a result of operating
losses, $18 million of one-time costs associated with the
restructuring, cost reduction efforts and sale processes. In
addition, the Company paid off, in full, the 6.75% Notes due August
2024 of $2.9 million. The company borrowed $16.6 million more in
15% senior secured notes due 2028 from its equity holders in April
and currently has support to borrow up to $10 million more.
Structural Considerations
The $16.7 million superpriority notes are rated Caa2, one notch
above the CFR, because of their superpriority ranking above the
$160 million of secured notes now rated Caa3 and behind the new the
ABL loan facilities in the capital structure. The 15% senior
secured notes due 2028 issued as a result of restructuring are
ranked one notch below the CFR because their collateral is now
subordinated to the superpriority notes. As a result of the
December 2023 restructuring, holders of the majority of the 10.25%
senior unsecured (formerly senior secured) notes due 2027 agreed to
exchange the notes for equity with only approximately $40.3 million
of notes remaining outstanding. In addition, the restructuring
permitted subordination of all the liens securing collateral on
2027 notes to be subordinated to the 2028 notes. As a result,
Moody's treat the remaining $40.3 million of 2027 notes as
unsecured and they are rated Ca.
The ratings outlook is negative reflecting weak liquidity
position.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
Moody's would likely consider a downgrade, if Cornerstone's
liquidity declines further or it defaults on existing debt. An
upgrade is highly unlikely at this time due to the company's weak
credit metrics and liquidity, but in the future, if liquidity
improves to over $25 million on a sustained basis, Moody's-adjusted
leverage declines below 8.0x, and the company is likely to generate
free cash flow in most years, Moody's would consider an upgrade. An
upgrade would likely require adequate liquidity and a capital
structure that supports its business profile as well as for the
company to find a new customer for the vast majority of its HCN
volumes post June 2025, or a sustained improvement in margins for
its three main commodities.
Headquartered in Waggaman, LA, CCC HoldCo, LLC., doing business as
Cornerstone Chemical Company, LLC, produces base chemicals such as
acrylonitrile (AN), melamine, and sulfuric acid at Cornerstone
Energy Park in Waggaman, LA. On December 6, 2023, certain holders
of 2027 notes acquired a majority interest in the net assets of
Cornerstone Chemical Company from affiliates of Littlejohn & Co.,
LLC, which bought the company in August 2017 from H.I.G. Capital.
The company was renamed Cornerstone Chemical Company, LLC. Revenues
were $453 million in the twelve months ended August 31, 2024.
The principal methodology used in these ratings was Chemicals
published in October 2023.
CEMTREX INC: Granted Extension for Nasdaq Compliance
----------------------------------------------------
Cemtrex, Inc. disclosed in a Form 8-K Report filed with the U.S.
Securities and Exchange Commission that the Company received a
letter from Nasdaq that it had been granted an extension to regain
compliance with the Minimum Stockholder's Equity Requirement.
As reported on Form 8-K filed with the Securities and Exchange
Commission on August 23, 2024, on August 21, 2024, the Company
received a notification letter from the Listing Qualifications
Department of The Nasdaq Stock Market LLC notifying the Company
that, because the stockholder's equity for the Company was below
$2,500,000 as reported on our Form 10-Q for the period ended June
30, 2024, the Company no longer meets the minimum shareholder's
equity requirement for continued listing on The Nasdaq Capital
Market under Nasdaq Marketplace Rule 5550(b)(1), requiring a
minimum stockholder's equity of $2,500,000.
In addition, as reported on Form 8-K filed with the Securities and
Exchange Commission on June 17, 2024, on June 14, 2024, the Company
received a notification letter from the Listing Qualifications
Department of Nasdaq notifying the Company that, because the
closing bid price for the Company's common stock listed on Nasdaq
was below $1.00 for 30 consecutive trading days, the Company no
longer meets the minimum bid price requirement for continued
listing on The Nasdaq Capital Market under Nasdaq Marketplace Rule
5550(a)(2), requiring a minimum bid price of $1.00 per share.
The terms of the extension are as follows: on or before February
17, 2025, the Company must complete the submitted plan and opt for
one of the two following alternatives to evidence compliance with
the Rule:
Alternative 1: The Company must furnish to the SEC and Nasdaq a
publicly available report (e.g., a Form 8-K) including:
1. A disclosure of Staff's deficiency letter and the specific
deficiency(ies) cited;
2. A description of the completed transaction or event that
enabled the Company to satisfy the stockholders' equity requirement
for continued listing;
3. An affirmative statement that, as of the date of the
report, the Company believes it has regained compliance with the
stockholders' equity requirement based upon the specific
transaction or event referenced in Step 2; and
4. A disclosure stating that Nasdaq will continue to monitor
the Company's ongoing compliance with the stockholders' equity
requirement and, if at the time of its next periodic report the
Company does not evidence compliance, that it may be subject to
delisting.
Alternative 2: The Company must furnish to the SEC and Nasdaq a
publicly available report including:
1. Steps 1 & 2;
2. A balance sheet no older than 60 days with pro forma
adjustments for any significant transactions or event occurring on
or before the report date. The pro forma balance sheet must
evidence compliance with the stockholders' equity requirement; and
3. A disclosure that the Company believes it also satisfies
the stockholders' equity requirement as of the report date and that
Nasdaq will continue to monitor the Company's ongoing compliance
with the stockholders' equity requirement and, if at the time of
its next periodic report the Company does not evidence compliance,
that it may be subject to delisting.
Regardless of which alternative the Company chooses, if the Company
fails to evidence compliance upon filing its periodic report for
the March 31, 2025, with the SEC and Nasdaq, the Company may be
subject to delisting.
About Cemtrex
Cemtrex, Inc. was incorporated in 1998 in the state of Delaware and
has evolved through strategic acquisitions and internal growth into
a multi-industry company. During the first quarter of fiscal year
2023, the Company reorganized its reporting segments to be in line
with its current structure consisting of (i) Security, (ii)
Industrial Services, and (iii) Cemtrex Corporate.
As of June 30, 2024, Cemtrex had $43.8 million in total assets,
$43.5 million in total liabilities, $304,967 in non-controlling
interest, and $47,956 in total Cemtrex shareholders' equity.
Jericho, New York-based Grassi & Co, CPAs, P.C., the Company's
auditor since 2021, issued a "going concern" qualification in its
report dated Dec. 28, 2023, citing that the Company has sustained
net losses and has significant short-term debt obligations, which
raise substantial doubt about its ability to continue as a going
concern.
CENTENNIAL HOUSING: Gets Interim OK to Use Cash Collateral
----------------------------------------------------------
Centennial Housing & Community Services Corporation received
interim approval from the U.S. Bankruptcy Court for the Eastern
District of North Carolina, Greenville Division, to use the cash
collateral of its secured creditors.
The company requires the use of cash collateral to maintain its
business and pay operating expenses set forth in its projected
budget. Any expenditure in excess of 10% of the total budget
requires prior consent from the secured creditors before being
paid.
The company's secured creditors include McKesson Corporation), Task
Force BPO, LLC, Change Capital Holdings I, LLC, Diamond Stone
Funding, Inc., and Thomas Waldrep, the Chapter 11 trustee for CAH
Acquisition Company #1, LLC. These creditors assert a security
interest in certain proceeds generated from Centennial's business,
which constitute their cash collateral.
Centennial will provide its secured creditors with adequate
protection in the form of a post-petition replacement lien.
The next hearing is set for Dec. 3. Objections are due by Nov. 29.
A copy of the motion is available at
https://urlcurt.com/u?l=juT24M.
About Centennial Housing & Community Services
Centennial Housing & Community Services Corp. is a 25-bed critical
access hospital offering a broad range of healthcare services.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. E.D. N.C. Case No. 24-03769) on October 29,
2024, with $6,970,517 in assets and $11,730,050 in liabilities.
Todd Mobley, chairman of the board of directors, signed the
petition.
Judge Joseph N. Callaway oversees the case.
Jason L. Hendren, Esq., at Hendren, Redwine & Malone, PLLC,
represents the Debtor as legal counsel.
CINEMOI NORTH AMERICA: FilmRise Steps Down as Committee Member
--------------------------------------------------------------
The U.S. Trustee for Region 16 disclosed in a court filing the
resignation of FilmRise, Inc. from the official committee of
unsecured creditors in the Chapter 11 case of Cinemoi North
America, LLC.
The remaining members of the committee are:
1. Shihyun Austin Lee
512 Griswold St., Apt. #5
Glendale, CA 91205
Shihyun.lee13@gmial.com
Tel: (845) 826-3310
2. Jessica Torres
604 E. 103RD St.
Los Angeles, CA 90002
Jessicatt16@gmail.com
Tel: (323) 337-4097
About Cinemoi North America
Cinemoi North America is a lifestyle, fashion, and film cable
network operator in Agoura Hills, Calif.
Cinemoi North America sought relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. C.D. Calif. Case No. 24-11290) on August 6,
2024, with $10 million to $50 million in both assets and
liabilities.
Judge Martin R. Barash handles the case.
The Debtor is represented by Sandford L. Frey, Esq., at Leech
Tishman Fuscaldo & Lampl, Inc.
The U.S. Trustee for Region 16 appointed an official committee to
represent unsecured creditors in the Debtor's Chapter 11 case.
COACH USA: Plan Exclusivity Period Extended to Jan. 7, 2025
-----------------------------------------------------------
Judge Mary F. Walrath of the U.S. Bankruptcy Court for the District
of Delaware extended Coach USA, Inc., and its affiliated debtors'
exclusive periods to file a plan of reorganization and obtain
acceptance thereof to January 7, 2025 and March 10, 2025,
respectively.
As shared by Troubled Company Reporter, the Debtors explain that
they commenced these Chapter 11 Cases with the paramount goal to
maximize the value of their estates for the benefit of the
companies' creditor constituencies and other stakeholders through
the sale of substantially all of their assets. Since the Petition
Date, the Debtors and their advisors committed all of their
resources to maximizing value for the benefit of their creditors
and estates, including by contacting dozens of strategic and
financial potential buyers, providing access to a data room, and
answering diligence questions.
Ultimately, as a result of these efforts, the Debtors proposed four
value-maximizing Sales to the Court which recently or are soon to
be closed. With the Sales approved and substantially consummated,
the Debtors and their advisors are re-directing their attention to
the orderly winddown of their affairs.
The Debtors believe that, in light of the progress that the
Debtors, the Committee, and other professionals have made in these
Chapter 11 Cases over approximately the past four months, and the
Debtors' demonstrated efforts to work cooperatively with their
stakeholders, it is reasonable and appropriate that the Debtors be
granted an extension of the Exclusive Periods. Accordingly, the
Debtors submit that this factor weighs in favor of extending the
Exclusive Periods.
Counsel to the Debtors:
YOUNG CONAWAY STARGATT & TAYLOR, LLP
Edmon L. Morton, Esq.
Sean M. Beach, Esq.
Joseph M. Mulvihill, Esq.
Timothy R. Powell, Esq.
Rebecca L. Lamb, Esq.
1000 North King Street
Rodney Square
Wilmington, Delaware 19801
Tel: (302) 571-6600
Fax: (302) 571-1253
Email: emorton@ycst.com
sbeach@ycst.com
jmulvihill@ycst.com
tpowell@ycst.com
rlamb@ycst.com
- and -
ALSTON & BIRD LLP
J. Eric Wise, Esq.
Matthew K. Kelsey, Esq.
William Hao, Esq.
90 Park Avenue
New York, New York 10016
Tel: (212) 210-9400
Fax: (212) 210-9444
Email: eric.wise@alston.com
matthew.kelsey@alston.com
william.hao@alston.com
About Coach USA
Coach USA, Inc., a company in Paramus, N.J., is a provider of
ground passenger transportation and mobility solutions in North
America, offering many types of specialized ground transportation
solutions to government agencies, airports, colleges and
universities, and major corporations.
With 25 business segments throughout the United States and Canada
employing approximately 2,700 employees and operating approximately
2,070 buses, the Coach USA network of companies carries millions of
passengers throughout the United States and Canada each year. In
addition to the household name "Coach USA," the company operates
under several other brands, including Megabus, Coach Canada, Coach
USA Airport Express, Dillon's Bus Company, and Go Van Galder.
Coach USA and its affiliates filed Chapter 11 petitions (Bankr. D.
Del. Lead Case No. 24-11258) on June 11, 2024. At the time of the
filing, Coach USA reported $100 million to $500 million in both
assets and liabilities.
Judge Mary F. Walrath oversees the cases.
The Debtors tapped Alston & Bird, LLP and Young Conaway Stargatt &
Taylor, LLP as legal counsels; Houlihan Lokey Capital, Inc. as
investment banker; and CR3 Partners, LLC as restructuring advisor.
Kroll Restructuring Administration, LLC is the Debtors' claims and
noticing agent and administrative advisor.
COLOR STAR: Audit Alliance Raises Going Concern Doubt
-----------------------------------------------------
Color Star Technology Co., Ltd. disclosed in a Form 20-F Report
filed with the U.S. Securities and Exchange Commission for the
fiscal year ended June 30, 2024, that its auditor has expressed
substantial doubt about the Company's ability to continue as a
going concern.
Singapore -based Audit Alliance LLP, the Company's auditor since
2021, issued a 'going concern' qualification in its report dated
October 17, 2024, citing that the Company has incurred recurring
operating losses and negative cash flows from operating activities
and has accumulated deficits, which raise substantial doubt about
its ability to continue as a going concern.
The Company had an accumulated deficit of approximately $212.1
million as June 30, 2024 and had a net loss of approximately $26.9
million for the year ended June 30, 2024. If the Company is unable
to generate sufficient cash flow within the normal operating cycle
of a 12-month period to pay for its future payment obligations, the
Company may be required to curtail or cease its operations.
According to the Company, management intends to transform the Color
World App into a fee subscription version and fund its business by
way of private placements as may be required. However, the Company
has not concluded that these plans alleviate the substantial doubt
related to its ability to continue as a going concern.
A full-text copy of the Company's Form 20-F is available at:
https://tinyurl.com/58svjfh3
About Color Star Technology
New York, N.Y.-based Color Star Technology Co., Ltd. is an
entertainment and education company which provides online
entertainment performances and online music education services via
its wholly-owned subsidiary, Color Star DMCC.
As of June 30, 2024, the Company had $27.6 million in total assets,
$9.1 million in total liabilities, and $18.5 million in total
shareholders' equity.
COMMERCIAL FURNITURE: Gets Interim OK to Use Cash Collateral
------------------------------------------------------------
Commercial Furniture Services, LLC received interim approval from
the U.S. Bankruptcy Court for the Eastern District of Tennessee,
Southern Division to use the cash collateral of its lender,
Southeast Bank.
The interim order approved the use of cash collateral to pay
$196,190.82 in operating expenses set forth in the company's
projected budget, with a 15% variance.
Southeast Bank was granted a replacement lien on the company's
collateral to the same extent and with the same validity and
priority as its pre-bankruptcy liens.
A final hearing is scheduled for Nov. 21. Objections are due by
Nov. 19.
About Commercial Furniture Services
Commercial Furniture Services, LLC, a company in Chattanooga,
Tenn., offers office furniture installation, asset management (safe
storage) and logistics services.
Commercial Furniture Services filed a petition under Chapter 11,
Subchapter V of the Bankruptcy Code (Bankr. E.D. Tenn. Case No.
24-12642) on Oct. 18, 2024, with $100,001 to $500,000 in assets and
$1 million to $10 million in liabilities. Brenda Brooks of Moore &
Brooks serves as Subchapter V trustee.
Judge Nicholas W. Whittenburg oversees the case.
Wright, Cortesi & Gilbreath serves as the Debtor's legal counsel.
CONDUENT INC: S&P Alters Outlook to Negative, Affirms 'B+' ICR
--------------------------------------------------------------
S&P Global Ratings affirmed its ratings on Conduent Inc., including
its 'B+' issuer credit rating, and revised the outlook to negative
from stable.
S&P said, "The negative outlook reflects that we could lower the
rating if we do not believe the company is on track to return
credit metrics to those accordant with the 'B+' issuer credit
rating, including leverage comfortably below 5x with free operating
cash flow (FOCF) to debt above 5%.
"We do not expect Conduent's key credit metrics, including leverage
and FOCF to debt, to be commensurate with the company's 'B+' issuer
credit rating until 2026. The company's three divestitures over the
past 12 months have disrupted profitability and cash flow. We
expect pro forma leverage will spike above 8x in 2024 from 5.6x in
2023 with negligible free operating cash flow. Conduent's sales of
BenefitWallet, its curbside management and public safety solutions
business, and its casualty claims solutions business stripped the
company of profitable revenue and caused pro forma S&P Global
Ratings-adjusted EBITDA margins to decline below 4% from 8.5% in
2023. The company has identified $100 million of cost-saving
initiatives, including the removal of stranded corporate costs
associated with the divested assets, that it expects to execute and
realize by the end of 2025 and fully benefit 2026. We have
maintained our 'B+' issuer credit rating because we believe it is
more likely than not the company can achieve these savings by the
end of 2025 and expect sequential quarterly improvement in EBITDA
margin toward 7% by the end of 2026. In our base case, the
company's leverage improves to about 6x in 2025 and to the low-4x
area in 2026. The company's free operating cash flow, which has
been constrained by large working capital outflows and elevated
capital expenditures (capex) in recent years, will also improve in
2025 and 2026 due to lower interest expense, the inflow of cash
tied to reaching transportation contract milestones, and reduced
capex.
"Still, the EBITDA decline following the divestitures was steeper
than we expected, and there is execution risk considering the
margin recovery necessary to bring leverage below 5x and Conduent's
history of revenue and EBITDA declines preceding the divestitures.
"Asset sale proceeds have mostly gone toward debt repayment, which
should help the company meet our leverage forecast. We expect
divestiture net proceeds of about $780 million. While the company
used $132 million to repurchase all the outstanding shares held by
Carl Icahn and his affiliates, we expect the company to use the
rest of the proceeds for debt repayment. Conduent has fully repaid
the $505 million outstanding on its term loan B this year, and we
expect it to repay about $160 million on its term loan A by the end
of the year and the balance in 2025. While Conduent has said that
there may be additional portfolio rationalization in the future, we
do not expect a material impact on our base case for now and expect
the company will use proceeds primarily to reduce debt balances.
"By the end of 2025, we expect Conduent's only remaining
interest-bearing debt will be its $520 million senior secured notes
while we expect solid liquidity consisting of at least $300 million
on the balance sheet and full availability on its $550 million
revolving credit facility.
"We expect Conduent's remaining business will return to modest
revenue growth during 2025. Conduent's organic revenue has declined
consistently over recent years as legacy contracts wound down
without offsetting revenue from new business wins or expanding
client relationships. We believe most of these legacy contract
losses have rolled off, and the company has a pipeline of business
across its commercial and government segments to help generate flat
to modest growth over the next two years. In addition, the
company's transportation business, while very low margin, should
contribute modest revenue growth.
"The negative outlook reflects that we could lower the rating if we
do not believe the company is on track to return credit metrics in
line with its 'B+' issuer credit rating, including leverage
comfortably below 5x with FOCF to debt above 5%."
CONNORSVILLE COMMONS: Files Emergency Bid to Use Cash Collateral
----------------------------------------------------------------
Connersville Commons, LLC, asks the U.S. Bankruptcy Court for the
Southern District of Texas, Houston Division, for authority to use
cash collateral and provide adequate protection, in accordance with
the budget.
The Debtor requires the use of cash collateral to pay its
employees, and all other expenses to operate the business.
First Merchant's Bank asserts an interest in the Debtor's cash
collateral.
As adequate protection for the diminution in value of cash
collateral, the Debtor will (i) provide monthly adequate protection
payments, (ii) maintain the value of its business as a
going-concern, and (iii) provide post-petition replacement liens
equal in validity and priority to those held pre-petition provided
that the Debtor reserves the right to challenge the validity,
extent, priority and procurement of the underlying debt and any
associated liens, and the Cash Collateral Creditors reserve the
right to argue that Debtor's cash does not constitute property of
the Debtor's estate.
A copy of the motion is available at https://urlcurt.com/u?l=EHl3Fl
from PacerMonitor.com
About Connorsville Commons LLC
Connorsville Commons LLC is a Single Asset Real Estate debtor (as
defined in 11 U.S.C. Section 101(51B)).
Connorsville Commons LLC sought relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. S.D. Tex. Case No. 24-34691) on October 4,
2024. In the petition filed by Thomas Noons, as managing partner,
the Debtor reports estimated assets and liabilities between $1
million and $10 million each.
The Debtor is represented by Bennett G. Fisher, Esq. at LEWIS
BRISBOIS BISGAARD & SMITH.
COOKQUEEN LLC: Case Summary & 20 Largest Unsecured Creditors
------------------------------------------------------------
Debtor: The CookQueen LLC
Soulfull Seafood
Roots Fruits
501 N Fairview Ave
Kitchen 4
Santa Anna, CA 92703
Case No.: 24-12827
Chapter 11 Petition Date: November 4, 2024
Court: United States Bankruptcy Court
Central District of California
Judge: Hon. Theodor Albert
Debtor's Counsel: Damian Nassiri, Esq.
CANNABIS LAW GROUP NASSIRI LAW, INC.
4695 MacArthur Ct 11th Floor
Newport Beach CA 92660
Tel: 949-375-4734
Email: dnassiri75@hotmail.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Donna Williams as owner/CEO.
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/7OSF4GY/The_CookQueen_LLC_Soulfull_Seafood__cacbke-24-12827__0001.0.pdf?mcid=tGE4TAMA
CTS LOGISTICS: Files Chapter 11 Bankruptcy Petition
---------------------------------------------------
CTS Logistics Group LLC filed Chapter 11 protection in the Southern
District of California. According to court filing, the Debtor
reports between $1 million and $10 million in debt owed to 1 and 49
creditors. The petition states funds will be available to unsecured
creditors.
A meeting of creditors under 11 U.S.C. Sec. 341(a) is slated for
Nov. 20, 2024, at 10:00 AM. To access telephonic 341 meeting, call
877-327-1920 and enter passcode 7293433# when prompted.
About CTS Logistics Group
CTS Logistics Group LLC sought relief under Subchapter V of Chapter
11 of the U.S. Bankruptcy Code (Bankr. S.D. Cal. Case No. 24-03957)
on October 24, 2024. In the petition filed by Marco Morales, as
manager, the Debtor reports estimated assets between $50,000 and
$100,000 and estimated liabilities between $1 million and $10
million.
Jean Goddard was appointed as Subchapter V trustee.
The Debtor is represented by:
Charles E. Brumfield, Esq.
LAW OFFICES OF CHARLES E. BRUMFIELD
9391 Broadview Ave.
San Diego CA 92123
Tel: 619-417-6800
Email: lawceboffice@gmail.com
DANIEL J. WALLACE: Unsecureds to Get 3 Cents on Dollar in Plan
--------------------------------------------------------------
Daniel J. Wallace M.D., a Medical Corporation, filed with the U.S.
Bankruptcy Court for the Central District of California a Plan of
Reorganization for Small Business dated September 23, 2024.
The Debtor operates a medical practice specializing in
rheumatology, particularly the treatment of arthritis and
autoimmune disorders, and provides medical services to its
patients. Dr. Daniel J. Wallace and Dr. Christine E. Lee own the
Debtor as 50% equal partners.
The Debtor has fallen behind on the payments to creditors. Pre
petition, the Debtor tried to renegotiate its facility lease, but
was not successful. Since the petition date, the Debtor was able to
secured several new subleases, which will bring in $18,180.00 in
rental income to reduce the Debtor's monthly lease obligation to
Wilshire Robertson SE, LP (the "Landlord") for the medical office
lease for the premises located at 8750 Wilshire Blvd., Suite 210,
Beverly Hills, CA.
The Debtor's proposed 5-year projections itemize the Debtor's
revenue source and the expenses for the next 5 years. The Debtor
intends to fund its plan from the continued operation of its
business. Debtor's projections were prepared by carefully analyzing
the historical income and expenses, the Debtor's performance during
the present case, and the prospective income and expenses, with the
recent changes made to its business operation.
Non-priority unsecured creditors holding allowed claims will
receive distributions, which the proponent of this Plan has valued
at approximately 3 cents on the dollar. This Plan also provides for
the payment of administrative and priority claims.
Class 3 includes the general unsecured creditors of the Debtor,
except for Wells Fargo Vendor Financial Services, LLC and Wilshire
Robertson SE, LP. The total amount of the allowed general unsecured
claims in Class 3 is $3,100,144.05 and includes the undersecured
portions of Mckesson's claim and the undersecured Bank of America
claim.
Based on the liquidation analysis and the income valuation of the
Debtor's assets, the holders of allowed general unsecured claims in
Class 3 will be receiving an estimated 3% pro-rata distribution
through the plan. The pro rata distribution to claimants in Class 3
will be made monthly, with the first payment of $1,550.04 due on
the Effective Date, followed by 59 consecutive payments thereafter,
each in the amount of $1,550.04 and due on the 1m day of each
month.
Class 3(a) consists of the claim of Wells Fargo Vendor Financial
Services, LLC. True lease for Canon-DXC3826i color copier. Lease
payments are $130/month for 60 months. Lease commenced in January
2022 with lease end date of January 17, 2027. The supplier of the
copier is CBE Office Solutions. Debtor will continue to make the
monthly contractual $130.00 payment to Wells Fargo for the Canon
lease until the lease ends.
Class 3(b) consists of the claim of Wilshire Robertson SE, LP
("Wilshire" aka "Landlord"). The Debtor assumes the lease through
the plan. On the petition date, the Debtor scheduled Wilshire as an
unsecured creditor for $57,487.41 for June rent and common area
maintenance charges. Since the petition date, the Debtor paid June
pro-rated post petition rent and CAM charges to Wilshire and is
current as of today. To the extent there is a small pre-petition
balance owed for the first two days in June, the Debtor will cure
that amount on the effective date.
Class 4 consists of Equity security holders of the Debtor. Dr.
Daniel J. Wallace, M.D. is a 50% equity security holder of the
Debtor. He holds a pre-petition claim for $200,000 against the
Debtor. As an insider of the Debtor, Dr. Wallace will not be
receiving any distribution on his pre-petition claim through the
plan because the Plan does not propose a 100% repayment to holders
of Class 3.
Dr. Christine Hsin-Ying Lee, M.D. is a 50% equity security holder
of the Debtor. She holds a pre-petition claim for $200,000 against
the Debtor. As an insider of the Debtor, Dr. Lee will not be
receiving any distribution on her pro-petition claim through the
plan because the Plan does not propose a 100% repayment to holders
of Class 3.
The Debtor's proposed 5-year projections itemize the Debtor's
revenue sources and the expenses for the next 5-years. The Debtor
intends to fund its plan from the continued operation on its
business.
A full-text copy of the Plan of Reorganization dated September 23,
2024 is available at https://urlcurt.com/u?l=Dp6eBn from
PacerMonitor.com at no charge.
The Debtor's Counsel:
Michael Jay Berger, Esq.
LAW OFFICES OF MICHAEL JAY BERGER
9454 Wilshire Boulevard, 6th Floor
Bevely Hills, CA 90212
Tel: (310) 271-6223
Fax: (310) 271-9805
E-mail: michael.berger@bankruptcypower.com
About Daniel J. Wallace M.D.
Daniel J. Wallace M.D., a Medical Corporation specializes in the
treatment of rheumatic diseases and the research of autoimmune and
inflammatory diseases. It conducts business under the name Wallace
and Lee Center in Beverly Hills.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. C.D. Calif. Case No. 24-14429) on June 3,
2024, with $301,368 in assets and $3,884,496 in liabilities. Daniel
J. Wallace M.D., chief executive officer, signed the petition.
Judge Barry Russell presides over the case.
Michael Jay Berger, Esq., at the Law Offices of Michael Jay Berger
represents the Debtor as bankruptcy counsel.
Tamar Terzian has been appointed as patient care ombudsman in the
Debtor's Chapter 11 case.
DCLI BIDCO: Fitch Assigns 'BB' Final Rating on $500MM 2nd Lien Debt
-------------------------------------------------------------------
Fitch Ratings has assigned final ratings of 'BB' to the $500
million, 7.75% second-lien debt due November 2029 issued by DCLI
BidCo LLC (DCLI).
The final debt ratings are the same as the expected ratings
assigned on Oct. 21, 2024.
Key Rating Drivers
One Notch Above the IDR: The second-lien debt rating is one notch
above DCLI's Long-Term IDR of 'BB-', reflecting above average
recoveries in a stress scenario.
Established Market Position: DCLI's ratings are supported by its
franchise and established market position as the largest container
chassis lessor in North America. The ratings also reflect the
company's standardized nature and relatively long useful life of
its chassis, which mitigates residual value risk. Strong asset
quality, solid liquidity given stable operating cash flow, and low
balance sheet leverage also support the ratings. In addition, the
ratings reflect management's depth, experience and track record in
managing chassis.
Monoline Business Model: Rating constraints include DCLI's monoline
business strategy, which is exposed to global trade levels, and
concentrated customer base. However, the domestic and marine
segments focus on different industries, providing some degree of
diversification against cyclical downturns. Weak profitability on a
pre-tax ROAA basis and limited funding flexibility stem from its
fully secured funding profile. In addition, DCLI faces potential
governance risks compared to larger, public peers and potential
variability in strategic and financial objectives.
Solid Franchise: DCLI is a market leader in the container chassis
leasing sector, with an estimated two-thirds market share in the
domestic 53' segment and approximately one-fifth in the marine
segment. The company has a fleet totaling 290,000 as of June 30,
2024. This franchise strength and scale affords the company
efficient operations and sufficient inventory to meet demand
requirements. DCLI has a long track record in chassis leasing and a
solid management team with leasing industry experience.
Strong Asset Quality Albeit Concentrated Customer Base: DCLI's
customer base is concentrated, with the top 10 customer contracts
accounting for over half of its revenue. Despite the concentration,
asset quality remains strong given the conservative depreciation
policies and the long economic life of its assets. In addition,
chassis can be refurbished at a steep discount of the cost of a new
chassis to significantly extend its useful life. DCLI's impairment
ratio has averaged 0.8% from 2020-2023, and impairments were just
0.2% in 2Q24.
Weak Earnings: DCLI reported weak earnings results in the TTM
ending June 30, 2024, with a pre-tax return on average assets of
negative 3.0%. This is below the four-year average of 1.0% from
2020-2023, which falls within Fitch's 'b and below' category
earnings and profitability benchmark range of 0%-1% for balance
sheet heavy finance and leasing companies with a sector risk
operating environment score (SROE) in the 'a' category. Recent
profitability suffered due to a decline in chassis utilization.
However, Fitch expects metrics to return to historical averages in
the medium term given recent customer acquisitions.
Appropriate Leverage: Fitch primarily assesses DCLI's leverage on a
debt-to-tangible equity basis. DCLI's leverage was 1.5x as of June
30, 2024, which is within Fitch's 'a' category quantitative
benchmark range of 0.8x-3.0x for balance sheet heavy finance and
leasing companies with a SROE score in the 'a' category. Fitch
expects leverage decline modestly from current levels given the
reduction in planned chassis deliveries in 2H24 and 2025.
Fitch considers cash flow leverage (total debt to EBITDAR) as a
complementary metric. On this basis, leverage increased to 5.7x in
the TTM ending June 30, 2024, up from 4.3x at YE2023 given weaker
reported earnings and increased debt. Fitch expects cash flow
leverage will decline to be within DCLI's target range of 4.5x-5.0x
within the Outlook horizon, driven by earnings growth.
Fully Secured Funding Profile: As of June 30, 2024, DCLI's funding
profile was fully secured, which allows the company to match-fund
its chassis pool from a rate and duration perspective. However, the
reliance on secured funding constrains funding flexibility in times
of stress. Fitch would view the addition of an unsecured funding
component positively.
Sound Liquidity and Coverage: Fitch believes DCLI's liquidity
profile is sound. The company had $7.6 million in cash at June 30,
2024 and $870.5 million of available committed capacity from its
ABL facility, with no material debt maturities coming due in the
next 12 months. Interest coverage (adjusted EBITDA to interest
expense) was 3.2x for TTM ending June 30, 2024, in line with their
four-year average of 3.3x.
Stable Outlook: The Stable Outlook reflects Fitch's expectation for
continued solid asset quality performance, stable cash flow
generation through various economic cycles, enhanced earnings
stability, a reduction in cash flow leverage such that it is
managed below 5x, and limited changes to the strategic and
financial policies under the current ownership consortium.
RATING SENSITIVITIES
Factors that Could, Individually or Collectively, Lead to Negative
Rating Action/Downgrade
- Persistent reduction in fleet utilization and/or lease rates;
- Weakening of the liquidity profile as evidenced by lower
operating cash flows and interest coverage;
- A sustained increase in balance sheet leverage above 3.0x or cash
flow leverage above 5.0x, which could be driven by outsized
dividends to the parent, or material impairments;
- Inability to refinance secured funding facility;
- Loss of bankruptcy and/or material credit deterioration of a top
lessee relationship.
Factors that Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade
- Enhanced earnings consistency through cycles;
- Addition of an unsecured funding component, such that unsecured
debt was maintained at or above 20% of total debt;
- Improved lessee diversification and/or credit quality;
- Maintenance of cash flow leverage below 3.5x;
- Maintenance of a solid liquidity profile as evidenced by
sufficient cash on hand and ABL availability to fund operations.
DEBT AND OTHER INSTRUMENT RATINGS: KEY RATING DRIVERS
DCLI's senior secured debt rating is one notch above the Long-Term
IDR and reflects the firm's low leverage and above average recovery
prospects in a stress scenario.
DEBT AND OTHER INSTRUMENT RATINGS: RATING SENSITIVITIES
The senior secured debt rating is primarily sensitive to changes in
DCLI's Long-Term IDR and secondarily to the relative recovery
prospects of the notes. A meaningful decrease in recovery prospects
could result in the secured debt rating being equalized or notched
down from the IDR. On the other hand, the creation of a separate
collateral pool for the secured notes, which enhances recovery
prospects, could result in further notching of the rating.
ADJUSTMENTS
The Standalone Credit Profile (SCP) has been assigned in line with
the implied SCP.
The Business Profile score has been assigned below the implied
score due to the following reason: Business Model (negative).
The Asset Quality score has been assigned below the implied score
due to the following reason: Concentrations; Asset Performance
(negative).
The Capitalization and Leverage score has been assigned below the
implied score due to the following reasons: Risk Profile and
Business Model (negative), and Profitability, Payouts and Growth
(negative).
The Funding, Liquidity and Coverage Score has been assigned below
the implied score due to the following reason: Funding Flexibility
(negative).
Date of Relevant Committee
24 September 2024
ESG Considerations
The highest level of ESG credit relevance is a score of '3', unless
otherwise disclosed in this section. A score of '3' means ESG
issues are credit-neutral or have only a minimal credit impact on
the entity, either due to their nature or the way in which they are
being managed by the entity. Fitch's ESG Relevance Scores are not
inputs in the rating process; they are an observation on the
relevance and materiality of ESG factors in the rating decision.
Entity/Debt Rating Prior
----------- ------ -----
DCLI BidCo LLC
Senior Secured
2nd Lien LT BB New Rating BB(EXP)
DIAMOND SPORTS: Secures Multi-Year Cardinals Broadcast Deal
-----------------------------------------------------------
Diamond Sports Group and the St. Louis Cardinals announced a new,
multi-year linear and digital rights agreement through which
Diamond will continue as the Cardinals' exclusive local media
partner.
Under the agreement, FanDuel Sports Network Midwest will remain the
home of the Cardinals, broadcasting all games that are not
exclusively televised nationally, as well as pre and postgame shows
and original programming. For the first time, subscribers to
FanDuel Sports Network on a direct-to-consumer basis will have
access to games in the extensive Cardinals TV territory.
Additionally, pay TV customers will be able to stream games and
other programming on the FanDuel Sports Network app by
authenticating with their pay TV credentials. More information
regarding DTC subscriptions, including pricing, will be announced
at a later date.
David Preschlack, CEO of Diamond, stated: "We are excited about
deepening our relationship with the Cardinals and expanding our
reach by delivering games to fans on a DTC basis. As we progress
towards emergence from bankruptcy, we remain committed to providing
fans in the Midwest region with high quality broadcasts through our
linear and digital offerings and meeting fans where they are in the
evolving viewership model. We remain in discussions with our other
MLB team partners on go-forward plans, and we are confident that
our linear and digital framework drives maximum value."
Bill DeWitt III, president of the Cardinals, stated: "We are
pleased to enhance and expand our long-term partnership with
Diamond and FanDuel Sports Network Midwest. We valued the
continuity for our fans of staying on the same network as the
Blues, and we are excited that we will now be able to expand access
to our games and other great Cardinals content across multiple
platforms next year."
FanDuel Sports Network Midwest, formerly known as Bally Sports
Midwest, is a joint venture part owned by entities affiliated with
the Cardinals. Financial details of the agreement were not
disclosed.
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.
DIOCESE OF SAN FRANCISCO: Comm. Taps Cushman as Valuation Expert
----------------------------------------------------------------
The official committee of unsecured creditors of the Roman Catholic
Archbishop of San Francisco seeks approval from the U.S. Bankruptcy
Court for the Northern District of California to employ Cushman &
Wakefield as its real estate valuation expert.
The firm will render these services:
a. perform an appraisal or otherwise analyze value of real
property;
b. prepare and draft an appraisal report;
c. conduct one or more inspections of real property;
d. perform all necessary due diligence, background
investigation and preparation (including, for example, examination
of comparable properties) that is customarily associated with the
valuation of real property in order to determine the market value
and liquidation value for the properties;
e. consult with the Committee and its counsel concerning
valuation matters generally;
f. testify, if necessary, before the Court concerning the
valuation of the real property; and
g. such other consulting and advisory services as may be
requested by the Committee.
Cushman will charge a per property rate for valuations ranging from
$2,000 to $5,000 per property depending on the size and complexity
of the property and the level of detail requested in the appraisal
report.
Cushman will additionally charge hourly rates for any consulting,
testimony, or participation in mediation, plus reimbursement of
actual and necessary expenses incurred by Cushman.
The firm's hourly rates are:
Administrative Employee or Researcher $275/ Hour
State-Licensed Appraiser $350/ Hour
MAI Designated Appraiser $450/ Hour
Executive Managing Director $550/ Hour
Melissa Bach, an executive managing director of Cushman, assured
the court that the firm is a disinterested person under 11 U.S.C.
Sec. 101(14).
The firm can be reached through:
Melissa J. Bach, MAI, CRE
Cushman & Wakefield
425 Market Street
San Francisco, CA 94105
Office: (415) 658-3698
Mobile: (925) 330-2752
About Roman Catholic Archbishop of San Francisco
The Roman Catholic Archbishop of San Francisco filed a Chapter 11
petition (Bankr. N.D. Cal. Case No. 23-30564) on Aug. 21, 2023,
with $100 million to $500 million in both assets and liabilities.
Judge Dennis Montali oversees the case.
The Debtor tapped Felderstein Fitzgerald Willoughby Pascuzzi &
Rios, LLP and Sheppard, Mullin, Richter & Hampton LLP as counsel.
Weintraub Tobin Chediak Coleman & Grodin as special litigation
counsel. Weinstein & Numbers, LLP as special insurance counsel.
GlassRatner Advisory & Capital Group LLC d/b/a B. Riley Advisory
Services as financial advisor. Omni Agent Solutions, Inc., is the
administrative agent.
DLD3 CARTS: Unsecured Creditors to Split $300K over 5 Years
-----------------------------------------------------------
DLD3 Carts LLC d/b/a San Tan Golf Carts, and San Tan Manufacturing,
LLC filed with the U.S. Bankruptcy Court for the District of
Arizona a Consolidated Plan of Reorganization dated September 19,
2024.
In 2017, Donald Cooley, Jr., ("Don Jr.") formed San Tan Golf Carts
with his son, Don Cooley, III ("Don III"). Laura Cooley, who is
married to Don Jr., is also a member. The primary purpose of the
business was to sell and service golf carts.
In 2022, Don III formed San Tan Manufacturing to separate the
manufacturing from the retail side of the business. In operation,
however, the entities continued to operate as virtually a unified
enterprise. Immediately prior to the bankruptcy filing, San Tan's
management had been advised by their financial advisors to collapse
the business into one entity.
San Tan Golf Carts and San Tan Manufacturing propose to reorganize
their business under the terms of this joint consolidated plan of
reorganization. San Tan Golf Carts and San Tan Manufacturing will
be substantively consolidated (meaning that all debts will be
consolidated against San Tan Golf Carts and San Tan Manufacturing
will be collapsed into a subsidiary of San Tan Golf Carts).
San Tan Golf Carts and San Tan Manufacturing propose to operate
their business and make the Plan payments called for under the
terms of this Plan. The SBA/Trust Bank, and Capstone will be paid
largely in accordance with their pre-petition contracts. The
Factoring Lenders, who have filed UCC-1s but are unsecured because
the Debtor's assets do not support their claims, will be treated as
general unsecured creditors.
San Tan Golf Carts and San Tan Manufacturing anticipate
consensually resolving their dispute with Fox Capital Group.
Although the parties have not finalized any agreement, the Debtors
anticipate that Fox Capital Group will receive a certain amount of
money each quarter at the same time the general unsecured claimants
receive their money.
Under the terms of the Plan, general unsecured claimants will
recover approximately $300,000, which amounts to between 30% and
100% of their claims. The Debtors' Plan will operate for five years
at which time Debtors will receive their discharge.
Class 4 consists of General Unsecured Claims including the
Factoring Lenders' Unsecured Deficiency Claims in Classes 2.4
through 2.8. Holders of Allowed General Unsecured Claims, including
the Allowed Unsecured Deficiency Claims of the Factoring Lenders
shall receive quarterly payments for the five-year term of the
plan. Payments will commence on March 31, 2025, and continue
quarterly thereafter (June 30, September 30, December 31 and March
31) until the last payment is made on December 31, 2029.
Quarterly payments ramp up during the plan beginning in the amount
of $12,500 and ending in the amount of $18,000. Over the term of
the plan the Debtor anticipates paying $300,000.00. This will
result in a recovery between 30% and 100% on Allowed Unsecured
Claims. This Class is impaired.
Class 5.1 consists of Equity Interest holders of San Tan Golf
Carts. Provided that all payments are made under the Plan and there
is no Event of Default, Equity Holders of San Tan Golf Carts will
retain their interest in San Tan Golf Carts, which will in term own
San Tan Manufacturing as a subsidiary.
Class 5.2 consists of Equity Interest holders of San Tan
Manufacturing. Provided that all payments are made under the Plan
and there is no Event of Default, Equity Holders of San Tan
Manufacturing will retain their interest in San Tan Manufacturing
as a subsidiary of San Tan Golf Carts.
The Debtors will implement the Plan by continuing current
operations. On or before the Effective Date, the Debtor will make
San Tan Manufacturing a subsidiary of San Tan Golf Carts. Upon the
Effective Date, the estates of San Tan Golf Carts and San Tan
Manufacturing will be substantively consolidated. This will have
virtually no impact on the creditors of these estates because the
Debtors were de facto operated as one entity pre-petition. Further,
none of the creditors of San Tan Manufacturing does not also have a
claim against San Tan Golf Carts.
A full-text copy of the Consolidated Plan of Reorganization dated
September 19, 2024 is available at https://urlcurt.com/u?l=fWcasA
from PacerMonitor.com at no charge.
Counsel for the Debtors:
Warren J. Stapleton, Esq.
Christopher C. Simpson, Esq.
Andrew B. Haynes, Esq.
OSBORN MALEDON, PA
2929 North Central Avenue, 20th floor
Phoenix, AZ 85012
Telephone: (602) 640-9000
Email: wstapleton@omlaw.com
About DLD3 Carts LLC
DLD3 Carts LLC is in the business of new and pre-owned golf carts
sales and service.
DLD3 Carts LLC filed its voluntary petition for relief under
Chapter 11 of the Bankruptcy Code (Bankr. D. Ariz. Case No.
24-04998) on June 21, 2024, listing $1,534,708 in assets and
$818,246 in liabilities. The petition was signed by Donald R.
Cooley, III as manager-member.
Judge Paul Sala presides over the case.
Warren J. Stapleton, Esq., at OSBORN MALEDON, P.A., represents the
Debtor as counsel.
DLINAS PROPERTIES: Hits Chapter 11 Bankruptcy Protection
--------------------------------------------------------
Dlinas Properties LLC filed Chapter 11 protection in the District
of Columbia. 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.
A meeting of creditors under 11 U.S.C. Section 341(a) is slated for
Nov. 21, 2024 at 2:00 p.m. in Room Telephonically on telephone
conference line: (877) 465-7076. participant access code: 7191296.
About Dlinas Properties LLC
Dlinas Properties LLC is engaged in activities related to real
estate.
Dlinas Properties LLC sought relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. D. Col. Case No. 24-00362) on October 21,
2024. In the petition filed by Juana Rosa Minano, as sole/managing
member, the Debtor reports estimated assets and liabilities between
$1 million and $10 million each.
Bankruptcy Judge Elizabeth L. Gunn handles the case.
The Debtor is represented by:
Daniel Press, Esq.
CHUNG & PRESS, P.C.
6718 Whittier Ave Ste 200
McLean VA 22101
Tel: 703-734-3800
Email: dpress@chung-press.com
DLINAS PROPERTIES: Taps Chung & Press, P.C. as Bankruptcy Counsel
-----------------------------------------------------------------
Dlinas Properties LLC seeks approval from the U.S. Bankruptcy Court
for the District of Columbia to hire Chung & Press, P.C. as
counsel.
The firm's services include:
a. preparing all schedules, statements, and other required
filings.
b. assisting and advising the Debtor relative to the
administration of this proceeding;
c. representing the Debtor before the Bankruptcy Court and
advising the Debtor on all pending litigations, hearings, motions,
and of the decisions of the Bankruptcy Court;
d. reviewing and analyzing all applications, orders, and
motions filed with the Bankruptcy Court by third parties in this
proceeding and advising the Debtor thereon;
e. attending all meetings conducted pursuant to section 341(a)
of the Bankruptcy Code and representing the Debtor at all
examinations;
f. communicating with creditors and all other parties in
interest;
g. assisting the Debtor in preparing all necessary
applications, motions, orders, supporting positions taken by the
Debtor, and preparing witnesses and reviewing documents in this
regard;
h. conferring with all other professionals, including any
accountants and consultants retained by the Debtor and by any other
party in interest;
i. assisting the Debtor in negotiations with creditors or
third parties concerning the terms of any proposed plan of
reorganization;
j. preparing, drafting and prosecuting the plan of
reorganization and disclosure statement; and
k. assisting the Debtor in performing such other services as
may be in the interest of the Debtor and the Estate and performing
other legal services required by the Debtor.
The firm will be paid at the rate of $495 per hour and will receive
an advanced retainer in the amount of $10,000.
The firm will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Daniel M. Press, Esq., a partner at Chung & Press, P.C., disclosed
in a court filing that the firm is a "disinterested person" as the
term is defined in Section 101(14) of the Bankruptcy Code.
The firm can be reached at:
Daniel M. Press, Esq.
Chung & Press, P.C.,
6718 Whittier Ave., Suite 200
McLean, VA 22101
Telephone: (703) 734-3800
Facsimile: (703) 734-0590
Email: dpress@chung-press.com
About Dlinas Properties LLC
Dlinas Properties LLC is engaged in activities related to real
estate.
Dlinas Properties LLC filed its voluntary petition for relief under
Chapter 11 of the Bankruptcy Code (Bankr. D. Colo. Case No.
24-00362) on October 21, 2024, listing $1,000,001 to $10 million in
both assets and liabilities. The petition was signed by Juana Rosa
Minano as sole/managing member.
Judge Elizabeth L Gunn presides over the case.
Daniel Press, Esq. at CHUNG & PRESS, P.C. represents the Debtor as
counsel.
DOMTAR CORP: S&P Rates US$60MM Senior Secured Revenue Bonds 'B+'
----------------------------------------------------------------
S&P Global Ratings assigned its 'B+' issue-level rating and '3'
(55%) recovery rating to the US$60 million senior secured
industrial development revenue bonds issued by The Industrial
Development Board of the City of Kingsport, Tenn. due 2054. S&P
expects these bonds to be guaranteed on a secured first-lien basis
by Domtar Corp. and for the company to use net proceeds from the
issuance to fund an environmental project at Domtar's Kingsport
recycled linerboard and medium mill. S&P assumes this will include
the acquisition and installation of waste disposal and pollution
control equipment for the mill.
The bonds rely on payments from Domtar Paper Co. LLC (a fully owned
subsidiary of Domtar that owns and operates the Kingsport mill).
S&P understands the bonds are guaranteed by Domtar on a secured,
first-lien basis, and assume they rank pari passu with Domtar's
existing senior secured notes that carry the same rating.
DORAL ACADEMY: Moody's Alters Outlook on Ba1 Bonds Rating to Pos.
-----------------------------------------------------------------
Moody's Ratings has revised Doral Academy of Northern Nevada, NV's
(DANN) outlook to positive from stable and has affirmed the Ba1
rating on the academy's Educational Revenue Refunding Bonds (Doral
Academy of Northern Nevada Project), Series 2021A and Educational
Revenue Refunding Bonds (Doral Academy of Northern Nevada Project),
Series 2021B (Federally Taxable). The positive outlook reflects the
academy's stable enrollment and strengthened financial metrics.
DANN has $21 million in revenue bonds outstanding, which consists
entirely of the Series 2021A and Series 2021B bonds. The bonds were
issued through the Arizona Industrial Development Authority, AZ.
RATINGS RATIONALE
The affirmation of the Ba1 rating reflects the academy's strong
competitive profile as demonstrated by high student demand, driven
by superior academic performance relative to both the local
district and the state. Enrollment is expected to remain stable as
the academy is currently operating at full capacity and student
retention rates are strong. Healthy operating performance has
resulted in improved liquidity, reaching 232 days cash on hand at
the end of fiscal 2024. Increasing state aid and full enrollment
will continue to support healthy operating performance in fiscal
2025, resulting in a projected annual debt service coverage above
1.5x. Balancing these strengths is the academy's elevated leverage,
with spendable cash and investments to debt at 28% in fiscal 2024.
The academy maintains a good working relationship with the Nevada
Public Charter School Authority, its authorizer, which recently
granted the academy its first renewal for an 8-year term, through
June 2031.
RATING OUTLOOK
The positive outlook reflects the likelihood that DANN will
maintain a strong competitive profile and stable enrollment in
fiscal 2025 and beyond. The outlook also reflects the likelihood
that DANN's liquidity and operating cash flow margins will remain
healthy.
FACTORS THAT COULD LEAD TO AN UPGRADE OF THE RATINGS
-- Maintenance of a strong competitive profile as evidenced by
solid student demand and superior academic performance
-- Sustained trend of healthy operating cash flow margins in the
mid-teens and liquidity in excess of 175 days cash on hand
FACTORS THAT COULD LEAD TO A DOWNGRADE OF THE RATINGS
-- Weakening of competitive profile as evidence by sustained
enrollment declines and reduced student demand
-- Narrowing of operating cash flow margins resulting in debt
service coverage below 1.25x
LEGAL SECURITY
Proceeds of the Series 2021 bonds will be loaned to the Doral
Academy of Northern Nevada Foundation from the Arizona Industrial
Development Authority. The foundation will serve as the borrower
(or obligated group representative) under the loan agreement and
the lessor under the lease agreement. Doral Academy of Northern
Nevada, per the lease agreement, will lease the school from the
foundation with base rents equal to debt service payments. State
aid payments are the school's primary source of revenue and are the
principal and expected source of repayment of the bonds. However,
the revenues under the pledge include all revenues, rentals, fees,
third party payments, receipts, and contributions or other income
derived from the facilities. The bonds are additionally secured
under the master indenture by a deed of trust that grants the
master trustee, Zions Bancorporation, National Association a first
priority lien on, and security interest in the facility.
PROFILE
Doral Academy of Northern Nevada serves students in grades K-8 and
is located in the City of Reno within the boundaries of the Washoe
County School District. Founded in 2017, the academy's mission is
to create an enhanced and engaging whole-child educational
experience. Academia Nevada provides management and support
services to DANN. In fiscal 2024, the academy reported $11 million
in operating revenue and 993 enrollment.
METHODOLOGY
The principal methodology used in these ratings was US Charter
Schools published in April 2024.
EATSTREET INC: Hires Michael Best & Friedrich LLP as Counsel
------------------------------------------------------------
EatStreet Inc. seeks approval from the U.S. Bankruptcy Court for
the Western District of Wisconsin to hire Michael Best & Friedrich
LLP as bankruptcy and general counsel.
The firm will render these services:
a. advise and assist the Debtor with respect to its rights,
duties, and powers under the Bankruptcy Code;
b. advise the Debtor as to the course of this Chapter 11 case,
including the legal and administrative requirements of operating as
a Chapter 11 debtor-in-possession;
c. attend meetings and negotiate with representatives of the
Debtor's creditors and other interested parties;
d. prosecute actions on behalf of the Debtor, defend actions
commenced within this case against the Debtor, and represent the
Debtor's interests in negotiations concerning litigation in which
the Debtor is involved and claims against the Debtor and/or its
estate.
e. prepare pleadings in connection with this Chapter 11 case,
including motions, application, answers, proposed orders, reports,
and papers necessary or otherwise beneficial to the administration
of the Debtor's estate;
f. advise the Debtor in connection with and assist in the
negotiation and documentation of financing arrangements and related
transactions, contracts, commercial transactions, and any potential
sale of assets;
g. assist the Debtor in licensing, regulatory, tax and other
governmental matters related to this case and its restructuring;
h. appear before the Court to represent the Debtor's interest
and those of its estate;
i. assist the Debtor in preparing, negotiating, and
implementing a plan, and advise the Debtor, if necessary, as to any
rejection or amendments to the plan; and
j. perform all other necessary or appropriate legal services
for the Debtor in connection with the prosecution of this Chapter
11 case.
The firm will be paid at these rates:
Justin M. Mertz (Partner) $650/hour
Christopher J. Schreiber (Partner) $625/hour
Davis W. Sullivan (Associate) $340/hour
Other Partners $350 to 850/hour
Other Associates and Staff Attorneys $250 to 500/hour
Paralegals and Other Paraprofessionals $100 to 300/hour
The firm received a retainer in the amount of $100,000.
The firm will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Justin M. Mertz, Esq., a partner at Michael Best & Friedrich LLP,
disclosed in a court filing that the firm is a "disinterested
person" as the term is defined in Section 101(14) of the Bankruptcy
Code.
The firm can be reached at:
Justin M. Mertz, Esq.
Christopher J. Schreiber, Esq.
Davis W. Sullivan, Esq.
MICHAEL BEST & FRIEDRICH LLP
790 N. Water St., Ste. 2500
Milwaukee, WI 53202
Telephone: (414) 271-6560
Facsimile: (414) 277-0656
Email: jmmertz@michaelbest.com
cjschreiber@michaelbest.com
davis.sullivan@michaelbest.com
About EatStreet Inc.
EatStreet Inc. is an independent online and mobile food ordering
delivery service in the United States, based in Madison, Wisconsin.
The Company provides online food ordering and contracted food
delivery services to general consumers.
EatStreet Inc. sought relief under Subchapter V of Chapter 11 of
the U.S. Bankruptcy Code (Bankr. W.D. Wis. Case No. 24-12061) on
October 11, 2024. In the petition filed by Steve Anastasi, as CEO,
the Debtor reports estimated assets and liabilities between $1
million and $10 million each.
The Honorable Bankruptcy Judge Catherine J. Furay handles the
case.
The Debtor is represented by Justin M. Mertz, Esq. at Michael Best
& Friedrich LLP.
ECO ROOF: U.S. Trustee Appoints Creditors' Committee
----------------------------------------------------
Gregory Garvin, Acting U.S. Trustee for Region 19, appointed an
official committee to represent unsecured creditors in the Chapter
11 case of ECO Roof and Solar Inc.
The committee members are:
1. Green Country Rooftops, LLC
(Representative: Ryan Thiele)
c/o Ryan C. Higgins
Gaudry, Ranson, Higgins & Gremillion, LLC
401 Whitney Ave, Suite 500
Gretna, LA 70056
(504) 362-2466 - phone
rhiggins@grhg.net
2. Trieste at Bay Colony Condominium Association, Inc.
(Representative: Jack W. Shilling)
c/o J. Zachary Balasko
Steptoe & Johnson PLLC
1250 Edwin Miller Boulevard, Suite 300
Martinsburg, WV 25404
(304) 262-3519 - office
(304) 433-1354 – cell
Zak.balasko@steptoe-johnson.com
3. Allegiance Crane & Equipment LLC
(Representative: Nancy Mojica)
18333 Egret Bay Blvd., Suite 444
Houston, TX 77058
(281) 845-4951 – phone
nmojica@allegiancecrane.com
4. Ralphe DeRoche
c/o Ryan C. Higgins
Gaudry, Ranson, Higgins & Gremillion, LLC
401 Whitney Ave, Suite 500
Gretna, LA 70056
(504) 362-2466 - phone
rhiggins@grhg.net
Official creditors' committees serve as fiduciaries to the general
population of creditors they represent. They may investigate the
debtor's business and financial affairs. Committees have the right
to employ legal counsel, accountants and financial advisors at a
debtor's expense.
About Eco Roof and Solar
Eco Roof and Solar, Inc., a Denver-based company, specializes in
renewable energy solutions, particularly focused on solar energy
systems and sustainable roofing options. The company aims to
provide environmentally friendly alternatives for residential and
commercial properties, emphasizing energy efficiency and reduced
carbon footprints.
Eco Roof and Solar sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. D. Colo. Case No. 24-15628), listing
between $1 million and $10 million in assets and between $10
million and $50 million in liabilities. Dylan Lucas, president of
Eco Roof and Solar, signed the petition.
Judge Joseph G. Rosania Jr. presides over the case.
David V. Wadsworth, Esq., at Wadsworth Garber Warner Conrardy,
P.C., represents the Debtor as legal counsel.
EDMOUNDSON STEEL: Hires Edmoundson Steel as Bankruptcy Counsel
--------------------------------------------------------------
Edmoundson Steel Erection Inc. seeks approval from the Western
District of Arkansas to employ Bond Law Office to handle its
Chapter 11 proceedings.
The firm will be paid at these rates:
Stanley V Bond $350 per hour
Associate counsel $250 per hour
Legal assistants $125 per hour
Bond Law Office received from the Debtor the amount of $13,262.
The firm will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Stanley V Bond, Esq., a partner at Bond Law Office, disclosed in a
court filing that the firm is a "disinterested person" as the term
is defined in Section 101(14) of the Bankruptcy Code.
The firm can be reached at:
Stanley V Bond, Esq.
PO Box 1893
Fayetteville, AR 72702-1893
Tel: (479) 444-0255
Fax: (479) 235-2827
Email: attybond@me.com
About Edmoundson Steel Erection Inc.
Edmoundson Steel Erection Inc. is a construction company based out
of Fort Smith, AR.
Edmoundson Steel Erection Inc. sought relief under Subchapter V of
Chapter 11 of the U.S. Bankruptcy Code (Bankr. W.D. Ark. Case No.
24-71778) on Oct. 25, 2024. In the petition filed by John Balley,
as owner, the Debtor reported assets between $100,000 and $500,000
and liabilities between $1 million and $10 million.
Bankruptcy Judge Bianca M. Rucker handles the case.
The Debtor is represented by Stanley V. Bond, Esq. at Bond Law
Office.
EDUCATIONAL DEVT: Raises Going Concern Doubt
--------------------------------------------
Educational Development Corp disclosed in a Form 10-Q Report filed
with the U.S. Securities and Exchange Commission for the quarterly
period ended August 31, 2024, that there is substantial doubt about
its ability to continue as a going concern.
EDC has a history of profitability and positive cash flow. The
Company typically funds its operations from the cash we generate.
During periods of operating losses, EDC will reduce purchases and
sell through inventory to generate cash flow. The Company expects
to reduce current excess inventory levels and use the cash proceeds
to offset any future operating losses, and to pay down the line of
credit and portions of the term debt. Available cash has
historically been used to pay down outstanding bank loan balances,
for capital expenditures, to pay dividends and to acquire treasury
stock. EDC said, "We utilize a bank credit facility and other term
loan borrowings to meet our short-term cash needs, as well as fund
capital expenditures, when necessary. As of the end of the second
fiscal quarter of 2025, our revolving bank credit facility loan
balance was $6.1 million with $0.9 million in available capacity.
"During the first six months of fiscal year 2025, we experienced
positive cash inflows from operations of $335,500. These cash
inflows resulted from a net loss of $3,082,400."
According to the Company, the short-term duration of the Revolving
Loan and uncertainty of the bank's ongoing support beyond January
4, 2025, along with recurring operating losses and other items,
raise substantial doubt over the Company's ability to continue as a
going concern. To address these concerns, the Company has taken
steps in its plans to reduce debt by selling owned real estate. The
proceeds from the sale are expected to pay off the Term Loans and
Revolving Loan. Following the loan payoff, management plans to fund
ongoing operations with limited borrowings through local banks or
other financing sources. In addition, management's plans include
reducing inventory which will generate free cashflows and building
the active PaperPie Brand Partners to pre-pandemic levels. Although
there is no guarantee these plans will be successful, management
believes these plans, if achieved, will alleviate the substantial
doubt about continuing as a going concern and generate sufficient
liquidity to meet the Company's obligations as they become due over
the next 12 months.
A full-text copy of the Company's Form 10-Q is available at:
https://tinyurl.com/3h7azekh
About Educational Development Corp
Tulsa, Okla.-based Educational Development Corp is the owner and
exclusive publisher of Kane Miller children's books; Learning
Wrap-Ups, maker of educational manipulatives; and SmartLab Toys,
maker of STEAM-based toys and games. It is also the exclusive
United States Multi-Level Marketing distributor of Usborne
Publishing Limited children's books. Significant portions of our
existing inventory volumes are concentrated with Usborne.
Educational Development Corp sells its products through two
separate divisions, PaperPie and Publishing.
As of August 31, 2024, the Company had $85,194,900 in total assets,
$42,656,300 in total liabilities, and $42,538,600 in total
shareholders' equity.
EL CHILITO MEXICAN: Gets OK to Use Cash Collateral Until Nov. 30
----------------------------------------------------------------
The U.S. Bankruptcy Court for the Central District of California,
Northern Division approved a stipulation between El Chilito Mexican
Food Inc. and the U.S. Small Business Administration, authorizing
the company to use cash collateral to pay its operating expenses on
an interim basis.
The court-approved stipulation allows the company to use SBA's cash
collateral until Nov. 30.
The next hearing is scheduled for Nov. 19, 2024, at 1:00 p.m.
About El Chilito Mexican Food
El Chilito Mexican Food, Inc. is a local taqueria serving a
delicious selection of Tex-Mex and interior Mexican style tacos,
coffee, frozen sangria/mimosas, and draft beer.
El Chilito sought relief under Chapter 11 of the U.S. Bankruptcy
Code (Bankr. C.D. Calif. Case No. 24-11032) on September 11, 2024,
with $500,001 to $1 million in assets and $1 million to $10 million
in liabilities.
Judge Ronald A. Clifford III oversees the case.
The Debtor is represented by Matthew D. Resnik, Esq., at RMH Law,
LLP.
EL DORADO GAS: Seeks to Extend Plan Exclusivity to Feb. 16, 2025
----------------------------------------------------------------
Bluestone Natural Resources II-South Texas and World Aircraft,
Inc., Debtor Affiliates of El Dorado Gas & Oil, Inc., asked the
U.S. Bankruptcy Court for the Southern District of Mississippi to
extend its exclusivity period to file a chapter 11 plan of
reorganization and disclosure statement to February 16, 2025.
The Bankruptcy Court directed that the Debtors' cases be jointly
administered with El Dorado Gas & Oil, Inc. and Hugoton Operating
Company, LLC by Order entered May 22, 2024, under the lead case of
El Dorado Gas & Oil, Inc.
The Debtors explain that they and counsel have been unable to
submit a disclosure statement or propose a Plan in these cases due
to the uncertainty of the value of the assets and the complexity of
the four jointly administered cases.
El Dorado Gas & Oil, Inc., and affiliates are represented by:
Patrick A. Sheehan, Esq.
Sheehan & Ramsey, PLLC
429 Porter Ave
Ocean Springs, MS 39564
Tel: 228-365-5707
Email: pat@sheehanramsey.com
About El Dorado Gas & Oil and
Hugoton Operating Company
Hugoton Operating Company, Inc. filed a voluntary Chapter 11
petition (Bankr. S.D. Miss. Case No. 23-51139) on Aug. 14, 2023. El
Dorado Gas & Oil, Inc., a company in Gulfport, Miss., filed Chapter
11 petition (Bankr. S.D. Miss. Case No. 23-51715) on Dec. 22, 2023,
with $500 million to $1 billion in assets and $50 million to $100
million in liabilities. Thomas L. Swarek, president, signed the
petition.
On Feb. 22, 2024, Bluestone Natural Resources II - South Texas, LLC
and World Aircraft, Inc. filed separate Chapter 11 petitions
(Bankr. S.D. Miss. Case Nos. 24-50223 and 24-50224).
On Jan. 12, 2024, the Court entered an order directing the
appointment of a Chapter 11 trustee for Hugoton. On Jan. 22, 2024,
the Court approved Dawn Ragan as the Chapter 11 trustee for
Hugoton.
On Jan. 31, 2024, the Court ordered the appointment of a Chapter 11
trustee for El Dorado. On Feb. 2, 2024, the Court approved Ms.
Ragan as Chapter 11 trustee for El Dorado.
No official committee of unsecured creditors has been established
in any of the Debtor cases.
Hugoton and El Dorado are both Arkansas corporations engaged in the
exploration, production, and development of crude oil and natural
gas properties. El Dorado is a lease holder and operator of oil and
gas wells covering about 4,000 net acres in South Texas. El Dorado
also owns a substantial amount of oil field equipment and owns real
estate in multiple locations and states. Hugoton also owns oil and
gas interests and operates wells in South Texas.
Hugoton is 100% owned by El Dorado and El Dorado is 100% owned by
Thomas Swarek. Bluestone is 100% owned by Hugoton. Bluestone owns
oil and gas interests operated by the EDGO Debtors. World Aircraft
is 100% owned by EDGO. World Aircraft owns various aircraft and
equipment assets.
Judge Katharine M Samson oversees the cases.
Patrick Sheehan, Esq., at Sheehan & Ramsey, PLLC, is Debtors
Bluestone Natural Resources II-South Texas, LLC and World Aircraft,
Inc.
R. Michael Bolen, Esq., at Hood & Bolen, PLLC; and Nancy Ribaudo,
Esq., Katherine Hopkins, Esq., and Joseph Austin, Esq., at Kelly
Hart & Hallman LLP, serve as counsel to Dawn Ragan, Chapter 11
Trustee for El Dorado Gas & Oil, Inc. and Hugoton Operating
Company, Inc.
El DORADO GAS: To Sell Equipment in Online Auction
--------------------------------------------------
Dawn Ragan, the duly appointed trustee for the bankruptcy estates
of debtors Hugoton Operating Company Inc. and El Dorado Gas & Oil
Inc., independent manager of Bluestone Natural Resources II, and
independent director of World Aircraft Inc., seeks approval from
the U.S. Bankruptcy Court for the Southern District of Mississippi
to sell equipment, machinery, and other personal property in an
auction, free and clear of liens, claims, rights, encumbrances, and
other interests.
According to documents filed with the Bankruptcy Court, the Trustee
has undertaken efforts to locate, identify and secure property of
the Debtors and has identified extensive amounts of equipment,
machinery and other personal property owned by the Debtors and
stored and housed in over 37 different locations across several
states and Canada.
The Trustee is retaining Tiger Capital Group, LLC, to assist with
the process of inventorying, cataloging, and, where appropriate,
selling each item of equipment.
The Trustee believes that the proposed sale terms and procedures
will facilitate an orderly and efficient sale of the Equipment and
the sale of the Equipment through streamlined sale and auction
process will benefit all parties-in-interest by managing
administrative costs while maximizing value of the Equipment.
The Trustee proposes that the sales be conducted in an online
auction on or after December 10, 2024, 10:00 a.m. (Central Time)
for the Lots 1-804 located at 1094 N Highway 281 Bypass Alice,
Texas, and Lots 1-57 located at Whitehurst Ranch Whitehurst Ranch
Road Tilden, Texas.
The auction will also be advertised online and in print. Tiger
Capital intends to publish notice on its website and, electronic
mail distribution lists, print and regular mail campaigns. Tiger
Capital will send direct mailings to targeted recipients, engage in
telemarketing campaigns and engage a public relations company to
assist with the promotion of auction sales.
The Trustee maintains that the Equipment will be sold "as is",
"where is", without any representations of any kind or nature
whatsoever, including as to merchantability or fitness for a
particular purpose, and without warranty or agreement as to the
condition of such personal property.
Tiger Capital will assist the Trustee in preparing and filing a
sale report to be filed with the Court to provide notice in
connection with the results of the Auction.
Within 21 days of an auction, the Trustee may perform an interim
transfer of approximately 80-90% of the net sale proceeds from the
Proceeds Account to the DIP Account and may hold back the remaining
10-20% of the net sale proceeds attributable from such sale in the
Proceeds Account for the purpose of paying any remaining taxes due
from the sale.
The Trustee tells the Court that the Chapter 11 trustee for
Escambia Operating Company, LLC, Escambia Asset Company, LLC, and
Blue Diamond Energy, Inc., has asserted an interest in certain
property, while Zack Maxey, has also asserted a potential interest
in certain of the Equipment.
The Trustee says she is not aware of any other parties asserting
any interests or Liens in the Equipment and proposes that the
Equipment should be sold free and clear of liens, claims, and
interests.
About El Dorado Gas & Oil Inc. and Hugoton Operating
Company
Hugoton and El Dorado are both Arkansas corporations engaged in the
exploration, production, and development of crude oil and natural
gas properties. El Dorado is a lease holder and operator of oil and
gas wells covering about 4,000 net acres in South Texas. El Dorado
also owns a substantial amount of oil field equipment and owns real
estate in multiple locations and states. Hugoton also owns oil and
gas interests and operates wells in South Texas.
Hugoton Operating Company, Inc. filed a voluntary Chapter 11
petition (Bankr. S.D. Miss. Case No. 23-51139) on Aug. 14, 2023. El
Dorado Gas & Oil, Inc., a company in Gulfport, Miss., filed Chapter
11 petition (Bankr. S.D. Miss. Case No. 23-51715) on Dec. 22, 2023,
with $500 million to $1 billion in assets and $50 million to $100
million in liabilities. Thomas L. Swarek, president, signed the
petition.
Judge Jamie A. Wilson oversees the cases.
Patrick Sheehan, Esq., at Sheehan & Ramsey, PLLC, is counsel to
Debtor Bluestone Natural Resources II-South Texas, LLC and World
Aircraft, Inc.
R. Michael Bolen, Esq., at Hood & Bolen, PLLC; and Nancy Ribaudo,
Esq., Katherine Hopkins, Esq., and Joseph Austin, Esq., at Kelly
Hart & Hallman LLP, serve as counsel to Dawn Ragan, Chapter 11
Trustee for El Dorado Gas & Oil, Inc. and Hugoton Operating
Company, Inc.
El DORADO GAS: To Sell Oil and Gas Properties at Auction
--------------------------------------------------------
Dawn Ragan, the duly appointed Trustee for the bankruptcy estates
of the debtors, Hugoton Operating Company Inc. and El Dorado Gas &
Oil Inc., Independent Manager of Bluestone Natural Resources II,
and Independent Director of World Aircraft Inc., seeks approval
from the U.S. Bankruptcy Court for the Southern District of
Mississippi to sell oil and gas assets in an auction, free and
clear of liens, claims, rights, encumbrances, and other interests.
The Assets up for sale include various wells and leases located in
Brooks, Duval, Hidalgo, Jim Hogg, Matagorda, McMullen, Starr, Webb,
and Zapata Counties, as well as the assumption and assignment
procedures for executory contracts and unexpired leases.
The Trustee has diligently investigated the oil and gas properties
of each Debtor's estate and has worked to determine the location,
type, and value of oil and gas assets. The oil and gas assets owned
by Hugoton, Bluestone and El Dorado are extensive and include
hundreds of oil and gas leases and both operating working interests
and non-operating working interests in approximately 1,500 wells
located throughout the State of Texas.
In light of certain milestones set forth in the final DIP Order, as
amended by the First Amendment to the Credit Agreement, the Trustee
sought and, obtained approval of a sale process for the sale of
Debtors’ mineral interests and contracts related to the A.W.P.
Olmos Field, McMullen County, TX and Mecom Ranch (J.W. Martin
Field), Zapata County, TX, however, the Trustee did not conduct an
auction on those assets as initially scheduled on on September 4,
2024, but rather postponed that auction to allow additional time
for prospective purchasers to conduct additional diligence.
The Trustee works together with Energy Advisors Group, Inc., the
marketing advisor and sales agent, has prepared additional oil and
gas assets for sale.
The Trustee has determined that the sale of the Assets in tandem
and potentially with the sale of the AWP and Mecon Assets, will
bring highest or best value to the estates.
El Dorado's oil and gas properties cover approximately 135,000 net
acres. Across these properties, El Dorado operates approximately
630 wells and Hugoton operates approximately 836 wells.
The Trustee seeks approval of a post-petition financing facility
with the prepetition lender, First Service Bank and GrayStreet
Credit, LLC, as the participating DIP lender.
The Trustee employed Energy Advisors Group, Inc. as marketing
advisor and sales agent to assist with the marketing and sale of
the Debtors’ oil and gas assets. The Energy Advisors' extensive
marketing campaign through online and traditional media has
resulted to 30,000 potential buyers.
The Trustee seeks approval of bidding and sale procedures, designed
to enhance the Trustee's efforts to promote participation and
active bidding in a robust sale process and achieve an orderly
marketing process within a timeline acceptable to the DIP Lenders
under the DIP Facility.
The Trustee may select one or more stalking horse bidders for some
or all of the Assets to be sold and enter into an asset purchase
agreement with such Stalking Horse Bidder for the sale of the
Assets. If one or more Qualified Bids, other than any stalking
horse, is received by the Trustee, the Trustee will hold an Auction
to identify the Successful Bidder. Upon declaration of a Successful
Bid, the Trustee will seek approval of such Successful Bid by the
Court at the Sale Hearing. If a Stalking Horse Bidder is selected
by the Trustee, the Trustee will file and serve a notice.
Each bid shall be transmitted through email no later than December
6, 2024 at 5:00 p.m. and the Auction will take place on December
10, 2024 at 1:00 p.m. at the offices of counsel for the Trustee,
Kelly Hart & Hallman LLP, 201 Main Street, Suite 2500, Fort Worth,
TX 76102.
The Trustee is determined to undertake a sale of substantially all
of the Debtors' oil and gas assets after careful consideration of
all potential alternatives, consultation and coordination with
management and secured lenders. Of the available restructuring
paths, the sale of assets was and remains the most efficient means
to obtaining the greatest value and distributing that value to the
Debtors' stakeholders in accordance with their legal priorities.
The Trustee believes that the Auction and proposed Bidding
Procedures will promote active bidding from seriously interested
parties and will dispel any doubt as to the best or otherwise
highest offer reasonably available at this time for the purchase of
the Assets.
If a Stalking Horse Bidder is ultimately selected, the Trustee
submits that any Stalking Horse Protections set forth in a Stalking
Horse Agreement will be fair and reasonable under the exigent
circumstances of these bankruptcy cases and designed to maximize
value in a competitive bidding process. Further, parties in
interest will be sufficiently apprised of any Stalking Horse
Protections set forth in the applicable Stalking Horse Agreement,
if and when a Stalking Horse Selection Notice is filed by the
Trustee. By establishing a Stalking Horse Objection Deadline and
permitting all parties in interest to file Stalking Horse
Objections, if needed, the rights of all parties to object to
approval of Stalking Horse Protections are preserved.
The Stalking Horse Protections are intended to induce potential
bidders to expend the time and resources associated with conducting
due diligence regarding the Debtors' businesses and Assets than may
ordinarily be conducted at this stage in similar transactions, make
an informed initial offer (which will serve as a
"floor” for other competing bidders in connection with the
Bidding Procedures), and negotiate and enter into a Stalking Horse
Agreement.
The Trustee asserts the proposed Stalking Horse Protections would
confer actual benefits upon the Debtors' bankruptcy estates in the
event a Stalking Horse Bidder is ultimately selected because they
are reasonably calculated to incentivize a potential Stalking Horse
Bidder to set the bidding "floor" and induce competitive bidding
that may produce higher and better offers for the Assets.
In connection with the Sale, the Trustee believes it is necessary
to establish a process by which the Trustee and counterparties to
the Designated Contracts can reconcile the Cure Amounts proposed by
the Trustee, if any, in accordance with section 365 of the
Bankruptcy Code; and the counterparties to such contracts can
object to the assumption and assignment of the Designated Contracts
and/or related proposed Cure Amounts.
The Trustee further submits that it is appropriate to sell the
Assets and assign the Designated Contracts free and clear of all
interests, other than any assumed obligations as set forth in the
Successful Bidder's purchase agreement.
About El Dorado Gas & Oil Inc.
and Hugoton Operating Company
Hugoton and El Dorado are both Arkansas corporations engaged in the
exploration, production, and development of crude oil and natural
gas properties. El Dorado is a lease holder and operator of oil and
gas wells covering about 4,000 net acres in South Texas. El Dorado
also owns a substantial amount of oil field equipment and owns real
estate in multiple locations and states. Hugoton also owns oil and
gas interests and operates wells in South Texas.
Hugoton Operating Company, Inc. filed a voluntary Chapter 11
petition (Bankr. S.D. Miss. Case No. 23-51139) on Aug. 14, 2023. El
Dorado Gas & Oil, Inc., a company in Gulfport, Miss., filed Chapter
11 petition (Bankr. S.D. Miss. Case No. 23-51715) on Dec. 22, 2023,
with $500 million to $1 billion in assets and $50 million to $100
million in liabilities. Thomas L. Swarek, president, signed the
petition.
Judge Jamie A. Wilson oversees the cases.
Patrick Sheehan, Esq., at Sheehan & Ramsey, PLLC, is counsel to
Debtor Bluestone Natural Resources II-South Texas, LLC and World
Aircraft, Inc.
R.Michael Bolen, Esq., at Hood & Bolen, PLLC; and Nancy Ribaudo,
Esq., Katherine Hopkins, Esq., and Joseph Austin, Esq., at Kelly
Hart & Hallman LLP, serve as counsel to Dawn Ragan, Chapter 11
Trustee for El Dorado Gas & Oil, Inc. and Hugoton Operating
Company, Inc.
EL DORADO SENIOR: Seeks Six-Month Extension to Use Cash Collateral
------------------------------------------------------------------
El Dorado Senior Care, LLC asked the U.S. Bankruptcy Court for the
Eastern District of California, Sacramento Division, to extend the
use of cash collateral for another six months.
El Dorado previously received approval to utilize its cash
collateral until Nov. 30. The company said it needs continued use
of cash collateral to pay its operating expenses including payroll,
rental payments and utilities after Nov. 30.
The company requested that the court provide secured creditors, BMO
Bank, N.A. and Gina MacDonald, with the same relief set forth in
its initial order on Aug. 16, including granting replacement liens.
Thus, BMO and Ms. MacDonald's interests are adequately protected.
The next hearing is scheduled for Nov. 26.
About El Dorado Senior
Care
El Dorado Senior Care, LLC, a company in El Dorado Hills, Calif.,
owns and operates community care facilities for the elderly.
El Dorado filed voluntary petition for Chapter 11 protection
(Bankr. E.D. Calif. Case No. 24-22208) on May 21, 2024, with
$3,420,371 in assets and $3,127,562 in liabilities. Benjamin L.
Foulk, owner and manager, signed the petition.
Judge Fredrick E. Clement oversees the case.
D. Edward Hays, Esq., at Marshack Hays Wood, LLP, serves as the
Debtor's legal counsel.
EMMAUS LIFE: Hires Marcum LLP as Independent Auditor
----------------------------------------------------
Emmaus Life Sciences, Inc. disclosed in a Form 8-K Report filed
with the U.S. Securities and Exchange Commission that on October
22, 2024, the Audit Committee of the Board of Directors of the
Company engaged Marcum LLP as its independent registered public
accounting firm for the quarter ended September 30, 2024 and the
year ending December 31, 2024.
During the years ended December 31, 2023 and 2022 and subsequent
interim periods through the date of this Current Report, the
Company did not consult Marcum LLP regarding any of the matters
described in Item 304(a)(2) of Regulation S-K under the Securities
Exchange Act of 1934, as amended.
About Emmaus Life Sciences
Emmaus Life Sciences, Inc. is a commercial-stage biopharmaceutical
company engaged in the marketing and sales of the Company's lead
product Endari (prescription grade L-glutamine oral powder), which
is approved by the U.S. Food and Drug Administration, or FDA, to
reduce the acute complications of sickle cell disease in adult and
pediatric patients five years of age and older. Endari has received
Orphan Drug designation from the FDA, which designation generally
affords marketing exclusivity for Endari in the U.S. for a
seven-year period ending in July 2024.
San Diego, Calif.-based Baker Tilly US LLP, the Company's former
auditor, issued a "going concern" qualification in its report dated
July 2, 2024, citing that the Company has incurred recurring
operating losses, including a net loss of $3.7 million for the year
ended December 31, 2023, and had a working capital deficit of $50
million at December 31, 2023. These conditions raise substantial
doubt about the Company's ability to continue as a going concern.
Emmaus Life Sciences reported a net loss of $3.7 million for the
year ended December 31, 2023. As of March 31, 2024, Emmaus Life
Sciences had $29.5 million in total assets, $83.2 million in total
liabilities, and $53.6 million in total stockholders' deficit.
ENCOMPASS HEALTH: S&P Upgrades ICR to 'BB', Outlook Stable
----------------------------------------------------------
S&P Global Ratings raised its issuer credit rating on inpatient
rehabilitation company, Encompass Health Corp. to 'BB' from 'BB-'.
At the same time, S&P raised its issue-level rating on the
first-lien senior secured debt to 'BBB-' from 'BB+'. The '1'
recovery rating on the first-lien secured debt indicates its
expectation for very high (90%-100%; rounded estimate: 95%)
recovery in the event of a payment default. S&P also raised the
rating on Encompass's senior unsecured debt to 'BB-' from 'B+'. The
'5' recovery rating indicates its expectation for modest (10%-30%);
rounded estimate: 25%) recovery in the event of a payment default.
S&P said, "The stable outlook reflects our expectation that the
company's solid, steady revenue and EBITDA growth will support
relatively stable margins at about 21%, and free operating cash
flow (FOCF) generation of $300 million-$350 million over the next
12 months. The outlook also incorporates our expectation that the
company's leverage will remain below 3x, while successfully funding
its expansion strategy and shareholder returns.
"The upgrade reflects our expectation for sustained lower leverage.
Encompass' deleveraging reflects its strong business fundamentals
and less aggressive shareholder returns than we previously
expected, following the spin-off of its home health and hospice
business in 2022. Additionally, the company has been successfully
funding its expansion strategy with FOCF, while lowering S&P Global
Ratings-adjusted leverage down to 2.6x as of Sept. 30, 2024, from
3x in 2023. We believe organic growth will remain solid based on
strong demand for inpatient rehabilitation services, with further
business expansion via new partnerships and potentially some small
tuck-in acquisitions. We expect the largely stabilized labor
conditions and low-single-digit percent increases in reimbursement
rates will support S&P Global Ratings-adjusted EBITDA margins
around 21%, bringing leverage down to about 2.5x in 2024 and 2025.
"We expect Encompass' financial policy will remain relatively
conservative, though there remains some uncertainty. The company
has a track record of debt reduction. For example, business sale
proceeds were used to repay debt in 2022, and more recently company
has been prepaying its 5.75% senior note due 2025. We believe the
company will continue to prioritize reinvestment and sustained
capital expenditure (capex) over shareholder returns. Encompass
will likely continue to steadily but modestly grow its cash
dividends. While we expect some shares repurchase activity, we
expect it will be below our prior expectations of roughly $200
million per year.
"Encompass is the largest provider of inpatient rehabilitation in
the nation with 165 facilities in 38 states and Puerto Rico. We
believe its market position, size, and geographic diversity
provides competitive advantages and economies of scale because its
hospitals are often larger with more beds than the industry
average. Also, the company can scale technology across its
facilities to improve its service offerings. While the company's
expansion will require a significant amount of cash, we believe it
generates enough cash to meet its needs, notwithstanding its
potential use of cash for shareholder returns.
"The stable outlook on Encompass reflects our expectation that
demand for inpatient rehabilitation services will remain strong,
supporting its steady revenue and EBITDA growth and FOCF generation
of $300 million-$350 million over the next 12 months.
"We could lower our rating on Encompass if S&P Global
Ratings-adjusted leverage increases and consistently remains above
3x. This could occur if there are adverse changes to reimbursement,
such as tighter eligibility standards for inpatient rehabilitation,
a material spike in wage inflation, or other operating costs that
cause its EBITDA margin and cash flow generation to decline
significantly. Another downgrade scenario could include a more
aggressive financial policy for mergers and acquisitions (M&A) or
share buybacks.
"Although unlikely over the next 12 months, we could consider
upgrading Encompass if we believe it will reduce and commit to
maintaining debt to EBITDA below 2x while successfully mitigating
margin pressure and balancing growth investments and shareholder
returns. This would also require material strengthening in the
business, including but not limited to, a much larger scale with a
consistent growth rate and greater business diversity."
ENGINEERING RECRUITING: Seeks to Use Cash Collateral
----------------------------------------------------
Engineering Recruiting Experts, LLC, asks the U.S. Bankruptcy Court
for the Middle District of Florida, Jacksonville Division, for
authority to use cash collateral and provide adequate protection.
The Debtor requires the use of cash collateral to meet postpetition
contractual and tax obligations related to payroll, inventory and
equipment owned by the Debtor and ongoing business operations.
The U.S. Small Business Administration and LG Funding, LLC, assert
an interest in the Debtor's cash collateral.
As of the Petition Date, the Debtor was indebted to the SBA in the
approximate amount of $135,000
The Debtor is willing to enter into an agreement with the SBA to
provide a postpetition replacement lien of a continuing nature on
all postpetition accruing cash collateral to the secured creditor.
As adequate protection, the SBA will be granted a replacement lien
and security interest on property of the bankruptcy estate to the
same extent and priority as that which existed pre-petition on all
of the cash accounts, accounts receivable and other assets and
property acquired by the Debtor's estate or by the Debtor on or
after the Petition.
The SBA will receive $2,500 per month commencing December 1, 2024,
and the first each of month thereafter or until further order of
the court.
The Debtor's authority to use the cash collateral will terminate
immediately and upon the earlier of (a) order of the Court; (b) the
conversion of the case to a Chapter 7 case; (c) the entry of an
Order that alters the validity or priority of the replacement liens
granted to the Bank; (d) the Debtor ceasing to operate all or
substantially all of its business; (e) the entry of an order
granting relief from the automatic stay that allows any entity to
proceed against any material assets of the Debtor that constitute
cash collateral; (f) the entry of an Order authorizing a security
interest under 11 U.S.C. 364(c) or 364(d) in the collateral to
secure any credit obtained or debt incurred that would be senior to
or equal to the replacement lien; or (g) the dismissal of the
Chapter 11 case.
A copy of the motion is available at https://urlcurt.com/u?l=WldPbu
from PacerMonitor.com.
About Engineering Recruiting Experts, LLC
Engineering Recruiting Experts, LLC sought protection under Chapter
11 of the U.S. Bankruptcy Code (Bankr. M.D. Fla. Case No.
3:24-bk-03292-BAJ) on October 29, 2024. In the petition signed by
Christopher J. Machatton, manager, the Debtor disclosed up to
$500,000 in assets and up to $10 million in liabilities.
Bryan K. Mickler, Esq., at Law Offices of Mickler & Mickler, LLP,
represents the Debtor as legal counsel.
EPIC SWEETS: Case Summary & 20 Largest Unsecured Creditors
----------------------------------------------------------
Debtor: Epic Sweets Group, LLC
d/b/a Five-O Donut Co
2241 Ringling Blvd.
Sarasota, FL 34237
Business Description: The Debtor is a confectionery company based
in Sarasota, FL, specializing in creating a
variety of sweet treats.
Chapter 11 Petition Date: November 6, 2024
Court: United States Bankruptcy Court
Middle District of Florida
Case No.: 24-06577
Judge: Hon. Roberta A Colton
Debtor's Counsel: Jonathan Bierfeld, Esq.
MARTIN LAW FIRM
3701 Del Prado Blvd. S.
Cape Coral, FL 33904
Email: jonathan.bierfeld@martinlawfirm.com
Total Assets: $207,887
Total Liabilities: $1,259,563
The petition was signed by Christine Nordstrom as managing member.
A full-text copy of the petition containing, among other items, a
list of the Debtor's 20 largest unsecured creditors is available
for free at PacerMonitor.com at:
https://www.pacermonitor.com/view/5ASJ26A/Epic_Sweets_Group_LLC__flmbke-24-06577__0001.0.pdf?mcid=tGE4TAMA
EPIC! CREATIONS: Chapter 11 Trustee Gets Interim OK for DIP Loan
----------------------------------------------------------------
Claudia Springer, the Chapter 11 trustee for Epic! Creations, Inc.
and affiliates, received interim court approval for a loan to get
the companies through bankruptcy.
The interim order, signed by Judge John Dorsey of the U.S.
Bankruptcy Court for the District of Colorado, approved the
companies' senior-secured multiple-draw term loan facility in the
amount of $19 million, of which $5 million will be made immediately
available to the companies; and a maximum of $133 million in
additional roll-up loans.
The debtor-in-possession (DIP) loans will mature on the earlier of
(i) six months from final approval of the loans; (ii) consummation
of a plan of reorganization or liquidation; (iii) acceleration of
the loans; and (iv) consummation of a sale for all or substantially
all of the estates' assets.
The companies were required to comply with certain milestones,
including final court approval of the DIP loans by Dec. 2;
consummation of the sale of certain assets by Dec. 30; and
effectivity of the plan by March 31, 2025.
GLAS Trust Company, LLC serves as administrative and collateral
agent under the debtor-in-possession loans.
Court OKs Cash Collateral Access
The order also approved, on an interim basis, the companies' use of
cash collateral to fund the administrative costs of their Chapter
11 cases.
The companies' pre-bankruptcy secured lenders will be granted
adequate protection in the form of superpriority administrative
expense claims against the estates and replacement liens in the
event of any diminution in the value of their collateral.
The next hearing is scheduled for Nov. 20. Objections are due by
Nov. 13.
About Epic! Creations Inc.
Epic! Creations Inc. -- https://www.getepic.com/ -- doing business
as Byju's, retails books online. The Company offers digital library
which includes kids books, ebooks, and videos. Epic! Creations
serves customers in the State of California.
Alleged creditors of Epic! Creations sought involuntary petition
under Chapter 11 of the the U.S. Bankruptcy Code against Epic!
Creations (Bankr. D. Del. Case No. 24-11161) on June 5, 2024.
The creditors who signed the petition are:
* HPS Investment Partners, LLC,
* TBK Bank, SSB
* Redwood Capital Management, LLC,
* Veritas Capital Credit Opportunities Fund SPV, L.L.C.
and
Veritas Capital Credit Opportunities Fund II SPV, L.L.C.
* HGV BL SPV, LLC,
* Midtown Acquisitions GP LLC,
* Silver Point Capital, L.P.,
* Shawnee 2022-1 LLC,
* Sentinel Dome Partners, LLC,
* Stonehill Capital Management LLC,
* Diameter Capital Partners LP,
* Ellington CLO III, Ltd. and Ellington Special Relative
Value
Fund L.L.C.
* GLAS Trust Company LLC, in its capacity as
administrative
agent and collateral agent,
* Continental Casualty Company, and
* India Credit Solutions, L.P.
Glas Trust Company is represented by:
Laura Davis Jones
Pachulski, Stang, Ziehl & Jones LLP
Telephone: (302) 778-6401
E-mail: ljones@pszjlaw.com
TBK Bank, et al., are represented by:
G. David Dean
Cole Schotz P.C.
Telephone: (302) 652-3131
E-mail: ddean@coleschotz.com
ESPRIT US: Closes All 80 Locations in Chapter 7 Bankruptcy
----------------------------------------------------------
Maleeha Katib of The U.S. Sun reports that Esprit US, a brand that
once defined fashion in the '80s and '90s, is now exiting the
industry after 56 years.
According to The U.S. Sun, the company has filed for Chapter 7
bankruptcy in the Southern District of New York, marking a notable
decline for a brand that was once prominent in the global fashion
industry. It is closing all 80 of its U.S. stores.
Esprit, now facing liabilities over $3 million, is also set to
close its 38,000-square-foot Manhattan headquarters. This location,
designed as a cornerstone for the brand's revival, was home to its
global creative, design, and branding teams, as well as a photo
studio and showroom, the report states.
Founded in San Francisco in 2024, Esprit faced challenges in
keeping up with the fast-changing fashion industry and began
withdrawing from the U.S. market in 2012, the report relays.
While recent efforts aimed to revive the brand's presence,
financial hurdles proved overwhelming. Originally staffed with 115
employees, the New York office underwent significant layoffs due to
budget constraints, leaving only 50 employees by early this 2024,
The Sun reports.
About Esprit US Distributions Limited and
Esprit US Retail Inc.
Esprit US Distribution Limited retails apparel and accessories. The
Company offers products including eyewear, clothing, shoes,
jewelry, socks, tights, timewear, stationery, cudle toys,
wallpaper, and accessories. Esprit US Distribution serves customers
in the United States.
Esprit US Distributions Limited and Esprit US Retail Inc. sought
relief under Chapter 7 of the U.S. Bankruptcy Code (Bankr. S.D.N.Y.
Case Nos. 24-11840 and 24-11839) on October 25, 2024.
Bankruptcy Judge Philip Bentley oversees these cases.
Paul M. Rosenblatt of Kilpatrick Townsend & Stockton LLP is the
Debtors' counsel.
EXACTECH INC: Hits Chapter 11 Bankruptcy After Faulty Devices Suits
-------------------------------------------------------------------
Yihui Xie of Bloomberg Law reports that Exactech Inc., a
joint-replacement implant manufacturer owned by TPG Capital, filed
for bankruptcy following over a thousand lawsuits alleging it
produced defective hip and knee implants that caused harm to
patients.
The Florida-based company filed for Chapter 11 protection on
Tuesday, October 29, 2024, in Delaware, reporting assets and
liabilities each estimated between $100 million and $500 million.
Since being taken private by TPG in 2018, Exactech has now entered
into restructuring and asset purchase agreements with a group of
existing lenders to support its Chapter 11 proceedings, according
to a company statement.
About Exactech Inc.
Exactech Inc. -- https://www.exac.com/ -- is a joint-replacement
implant manufacturer owned by TPG Capital.
Exactech Inc. sought relief under Chapter 11 of the U.S. Bankruptcy
Code (Bankr. D. Del. Case No. 24-12441) on Oct. 29, 2024. In the
petition filed by Donna H. Edwards, as general counsel and senior
vice president, the Debtor estimated assets and liabilities between
$100 million and $500 million each.
The Debtor is represented by:
Ryan M. Bartley, Esq.
Young Conaway Stargatt & Taylor, LLP
2320 NW 66th Court
Gainesville, FL 32653
FARGO BREWING: Seeks Continued Cash Collateral Access
-----------------------------------------------------
Fargo Brewing Company, LLC, asks the U.S. Bankruptcy Court for the
District of North Dakota to continue using cash collateral through
November 2024, in accordance with its stipulation with the U.S.
Small Business Administration.
The Debtor requires the use of cash collateral to wind down
operations and work with secured creditors in an effort to
liquidate on mutually agreeable turns, and to minimize estate waste
and loss.
First Western State Bank & Trust was advised of the Debtor's intent
to wind down operations and has declined to consent to the Debtor's
continued use of cash collateral.
The Debtor seeks a Sixth Cash Collateral Order that maintains
similar terms to previous orders. The Debtor's use of cash
collateral must stay under the total budgeted sum. The Debtor may
exceed the expense total listed for a particular category by no
more than 120%.
A copy of the motion is available at https://urlcurt.com/u?l=Wi8KH9
from PacerMonitor.com
About The Fargo Brewing Company
The Fargo Brewing Company, LLC, is a craft brewery company.
The Debtor sought protection under Subchapter V of Chapter 11 of
the U.S. Bankruptcy Code (Bankr. D. N.D. Case No. 24-30152) on
April 15, 2024. In the petition signed by Jared Hardy, president,
the Debtor disclosed up to $500,000 in assets and up to $10 million
in liabilities.
Judge Shon Hastings oversees the case.
Caren Stanley, Esq., at Vogel Law Firm, is the Debtor's legal
counsel.
FEEDEX COMPANIES: Unsecureds Will Get 26.11% in Liquidating Plan
----------------------------------------------------------------
Feedex Companies LLC, filed with the U.S. Bankruptcy Court for the
District of Kansas a Disclosure Statement describing Chapter 11
Plan dated September 25, 2024.
The Debtor, Feedex Companies LLC, was formed in 2012. Its business
was the manufacture of organic agricultural livestock feed.
The increase in commodities prices and manufacturing costs in the
past seven years put severe strain on business operations. Many
longtime customers of the Debtor felt it necessary to find cheaper
overseas suppliers, with whom the Debtor was not always able to
compete. Eventually, in 2024, the Debtor was no longer able to
function.
The purpose of the present Chapter 11 plan is to conduct an orderly
and structured liquidation of the Debtor's assets. There is
significant value in the Debtor's building, equipment, and other
assets. Corporate managers are well-placed to conduct this
liquidation, as they know the market and intend to advertise the
asset sale nation-wide.
The Plan provides for the distribution of the payments among the
various classes under the Plan according to the priorities
established in the Bankruptcy Code. The Plan payments will be
funded from the liquidation of the estate assets.
Class 3 consists of the general unsecured creditors listed on
Schedule F. These claims will be paid in full during the Debtor's
plan in the following way. Upon the liquidation of the estate
assets, and after Class 1 and Class 2 creditors have been paid, any
remaining funds will be distributed pro rata to general unsecured
creditors holding allowed claims. The anticipated dividend, based
on current projections, is 26.11%. Class 3 is impaired and will
vote on the plan.
In the present case, permitting the Debtor's owners to conduct an
orderly liquidation through a Chapter 11 plan will maximize the
dividend available to the general unsecured creditors. The owners
know the market, and have the resources to advertise the sale of
business assets nationwide. They have the time and experience to
field and process bids, and to accept the best prices for the
estate assets. In a Chapter 7 case, a trustee would sell assets at
basically firesale prices, which would diminish the recovery to the
estate creditors.
A full-text copy of the Disclosure Statement dated September 25,
2024 is available at https://urlcurt.com/u?l=dNR8d2 from
PacerMonitor.com at no charge.
Counsel to the Debtor:
George J Thomas, Esq.
Phillips & Thomas LLC
5251 W 116th Place, Suite 200
Leawood, KS 66211
Tel: (913) 385-9900
Email: geojthomas@gmail.com
About Feedex Companies
Feedex Companies, LLC is a livestock feed producer in Hutchinson,
Kansas, offering a variety of specially formulated feed products
including cattle feed, calf feed, and chicken feed. It also offers
mill construction, nutrition consultation, and horizontal steam
conditioner services to meet the specific needs of its customers'
operation.
Feedex Companies filed Chapter 11 petition (Bankr. D. Kansas Case
No. 24-21039) on August 14, 2024, with $1 million to $10 million in
both assets and liabilities.
George J. Thomas, Esq., at Phillips & Thomas, LLC is the Debtor's
legal counsel.
FINANCE OF AMERICA: Moody's Rates New Secured 2nd Lien Notes 'Caa2'
-------------------------------------------------------------------
Moody's Ratings has assigned a Caa2 rating to Finance of America
Funding LLC's (FOA) new backed senior secured 2nd lien notes, and
has affirmed the company's corporate family rating at Caa2 and
senior unsecured debt rating at Caa3. Moody's have also changed
FOA's outlook to stable from negative.
The rating actions follow FOA's announcement on 5 November
regarding the completion and settlement of the exchange offer that
was initially announced in September. Following the completion of
the exchange offer, holders of $343 million of FOA's $350 million
of senior unsecured notes that mature in November 2025 (2025 notes)
will receive 1) up to $196 million senior secured second-lien notes
due 2026 (2026 notes, FOA has the option to extend the maturity to
November 2027), with $45 million of amortization payment scheduled
to be paid on November 15, 2025; and 2) up to $147 million
convertible senior secured second-lien notes due 2029 (2029 notes).
Both the 2026 and 2029 notes will have second-lien priority claim
on the collateral comprising FOA's residual equity interests in its
proprietary securitization products. The collateral currently
secures the $80 million working capital notes (unrated). Following
repayment of the working capital notes, the 2026 and 2029 notes
will have a first-lien priority claim on the collateral.
Moody's view the exchange to be a distressed exchange and a
default.
RATINGS RATIONALE
The affirmation of FOA's Caa2 CFR reflects the company's improved
debt maturity profile following the completion of the exchange
offer, its improved but still-weak profitability, and its high
leverage. FOA's tangible common equity excluding deferred tax
assets was just 0.14% of tangible managed assets (excluding loans
eligible for repurchase and home equity conversion mortgages) as of
30 June 2024. In the second quarter, FOA reported an annualized
loss to average assets of -0.07%, a slight improvement from -0.29%
in the first quarter, driven by increased origination volumes and
reduced expenses. Elevated interest rates continued to create
negative fair value marks on the company's loans and residual
interests in its proprietary securitizations, which decline when
interest rates rise. As interest rates start to decline, Moody's
expect FOA's profitability will benefit from higher origination
volumes as well as fair value gains related to residual interests,
but the extent of the improvement will be modest given the limited
scale of the reverse mortgage market.
Positively, the completion of the exchange offer extends the
maturity of the company's original unsecured debt by one year and
improves the debt maturity laddering. Nonetheless, the company's
liquidity position remains challenged due to its weak profitability
and high leverage, as well as its exposure to non-US government
agency and non-government-insured loans, which are less liquid
during periods of market stress than US government agency and
government-insured mortgages. Moreover, a high percentage of the
company's assets are encumbered, reducing the company's ability to
access alternative funding sources.
The Caa2 rating assigned to the new senior secured notes reflects
the notes' second-lien priority interest in FOA's proprietary
residuals. FOA's Caa3 senior unsecured rating is one notch below
the Caa2 senior secured rating and considers priority of claim and
strength of asset coverage, including that the unsecured debt is
subordinate to FOA's senior secured working capital notes and 2026
and 2029 secured notes.
The stable outlook reflects Moody's expectation that the company
will generate modest profitability over the next 12-18 months
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
The ratings could be upgraded if the company's operating
performance improves, as evidenced by a sustained improvement in
core profitability and capitalization, as measured by tangible
common equity to tangible managed assets.
The ratings could be downgraded if the company continues to report
sizeable losses or its liquidity deteriorates further.
The principal methodology used in these ratings was Finance
Companies published in July 2024.
FIRST HEALTH: Wins Interim OK to Use Cash Collateral Until Dec. 17
------------------------------------------------------------------
First Health Winter Springs, LLC received interim approval from the
U.S. Bankruptcy Court for the Middle District of Florida, Orlando
Division to use the cash collateral of its secured creditors
through Dec. 17.
The interim order authorized the company to use cash collateral to
pay its expenses for October to December in accordance with its
projected budget, which shows total operating expenses of $62,997.
Citizens Bank and other secured creditors will be granted a
replacement lien on the company's post-petition property to the
same extent and with the same validity and priority as their
pre-bankruptcy lien.
In addition, Citizens Bank will receive a monthly payment of
$1,500.
The next hearing is scheduled for Dec. 17.
About First Health Winter Springs
First Health Winter Springs, LLC is a healthcare provider in Winter
Springs, Fla., dedicated to delivering high-quality medical
services, including primary care and wellness programs. With a
mission to prioritize patient health and well-being, the
organization focuses on accessibility and compassionate care.
First Health filed a petition under Chapter 11, Subchapter V of the
Bankruptcy Code (Bankr. M.D. Fla., Case No. 24-03708) on July 19,
2024, with up to $50,000 in assets and up to $1 million in
liabilities.
Judge Grace E. Robson presides over the case.
Jeffrey Ainsworth, Esq., at BransonLaw, PLLC represents the Debtor
as bankruptcy counsel.
FRANCHISE GROUP: Case Summary & 50 Largest Unsecured Creditors
--------------------------------------------------------------
Lead Debtor: Franchise Group, Inc.
109 Innovation Court, Suite J
Delaware, OH 43015
Business Description: The Debtors are a privately held operator
and acquirer of franchised and franchisable
businesses. The Debtors' business segments
include a diverse collection of highly
recognized, market-leading, and emerging
retail brands, including The Vitamin Shoppe,
Pet Supplies Plus ("PSP"), American Freight,
and Buddy's Home Furnishings. The
Debtors operate both franchise and
corporate-owned programs with respect to
each of their business segments. Across all
brands, the Debtors have approximately 2,200
total retail store locations (including both
corporate-owned and franchised locations),
approximately 11,900 total employees, and
operations spanning across the United
States.
Chapter 11 Petition Date: November 3, 2024
Court: United States Bankruptcy Court
District of Delaware
Fifty-three affiliates that concurrently filed voluntary petitions
for relief under Chapter 11 of the Bankruptcy Code:
Debtor Case No.
------ --------
Franchise Group, Inc. (Lead Case) 24-12480
PSP Franchising, LLC 24-12481
American Freight FFO, LLC 24-12531
PSP Group, LLC 24-12482
American Freight Franchising, LLC 24-12483
Franchise Group Newco S, LLC 24-12484
Franchise Group Newco SL, LLC 24-12485
Franchise Group Intermediate BHF, LLC 24-12486
American Freight Franchisor, LLC 24-12487
PSP Midco, LLC 24-12488
American Freight, LLC 24-12527
Franchise Group Newco V, LLC 24-12489
American Freight Group, LLC 24-12490
Franchise Group Intermediate Holdco, LLC 24-12491
Freedom Receivables II, LLC 24-12492
Educate, Inc. 24-12520
Franchise Group Acquisition TM, LLC 24-12524
PSP Service Newco, LLC 24-12493
American Freight Holdings, LLC 24-12494
Franchise Group Intermediate B, LLC 24-12529
Franchise Group Intermediate L, LLC 24-12495
Freedom VCM Holdings, LLC 24-12496
PSP Stores, LLC 24-12497
American Freight Management Company, LLC 24-12498
Freedom VCM Interco Holdings, Inc. 24-12499
Franchise Group Intermediate PSP, LLC 24-12500
PSP Subco, LLC 24-12501
Freedom VCM Interco, Inc. 24-12502
Franchise Group New Holdco, LLC 24-12528
American Freight Outlet Stores, LLC 24-12503
Franchise Group Intermediate S, LLC 24-12504
Valor Acquisition, LLC 24-12505
Franchise Group Newco PSP, LLC 24-12522
Freedom VCM Receivables, Inc. 24-12506
Betancourt Sports Nutrition, LLC 24-12507
Franchise Group Intermediate SL, LLC 24-12508
Freedom VCM, Inc. 24-12509
Vitamin Shoppe Florida, LLC 24-12510
Franchise Group Intermediate V, LLC 24-12511
Buddy's Franchising and Licensing LLC 24-12512
Vitamin Shoppe Franchising, LLC 24-12513
Home & Appliance Outlet, LLC 24-12514
Franchise Group Newco BHF, LLC 24-12515
Buddy's Newco, LLC 24-12516
Vitamin Shoppe Global, LLC 24-12517
PSP Distribution, LLC 24-12526
Franchise Group Newco Intermediate AF, LLC 24-12518
Pet Supplies "Plus", LLC 24-12519
Vitamin Shoppe Industries LLC 24-12521
Vitamin Shoppe Mariner, LLC 24-12523
WNW Franchising, LLC 24-12525
WNW Stores, LLC 24-12530
Vitamin Shoppe Procurement Services, LLC 24-12532
Judge: Hon. John T. Dorsey
Debtors'
Delaware
Bankruptcy
Counsel: Edmon L. Morton, Esq.
Shella Borovinskaya, Esq.
Matthew B. Lunn, Esq.
Allison S. Mielke, Esq.
Shella Borovinskaya, Esq.
YOUNG CONAWAY STARGATT & TAYLOR, LLP
Rodney Square
1000 North King Street
Wilmington, Delaware 19801
Tel: (302) 571-6600
Fax: (302) 571-1253
Email: emorton@ycst.com
mlunn@ycst.com
amielke@ycst.com
sborovinskaya@ycst.com
Debtors'
General
Bankruptcy
Counsel: Debra M. Sinclair, Esq.
Matthew A. Feldman, Esq.
Betsy L. Feldman, Esq.
Joseph R. Brandt, Esq.
WILLKIE FARR & GALLAGHER LLP
787 Seventh Avenue
New York, New York 10019
Tel: (212) 728-8000
Fax: (212) 728-8111
Email: dsinclair@willkie.com
mfeldman@willkie.com
bfeldman@willkie.com
jbrandt@willkie.com
Counsel to
Debtors'
Independent
Directors: PETRILLO KLEIN & BOXER LLP
Debtors'
Financial
Advisor: ALIXPARTNERS, LLP
Debtors'
Notices,
Claims,
Solicitation, and
Balloting Agent &
Administrative
Advisor: KROLL RESTRUCTURING ADMINISTRATION LLC
Debtors'
Real Estate
Advisor: HILCO REAL ESTATE, LLC
Debtors'
Investment
Banker: DUCERA PARTNERS LLC
Estimated Assets
(on a consolidated basis): $1 billion to $10 billion
Estimated Liabilities
(on a consolidated basis): $1 billion to $10 billion
The petitions were signed by David Orlofsky as chief restructuring
officer.
A full-text copy of the Lead Debtor's petition is available for
free at PacerMonitor.com at:
https://www.pacermonitor.com/view/FKMZ6MI/Franchise_Group_Inc__debke-24-12480__0001.0.pdf?mcid=tGE4TAMA
Consolidated List of Debtors' 50 Largest Unsecured Creditors:
Entity Nature of Claim Claim Amount
1. Nestle Purina Petcare Company Trade Supplier $6,531,672
1 Checkerboard Square
St. Louis, MO 63164
Grant Wabnitz
Director, Market Activation
PHONE: 920‐471‐9382
EMAIL: grant.wabnitz@purina.nestle.com
2. Hill's Pet Nutrition Trade Supplier $5,215,380
6180 Sprint Parkway
Overland Park, KS 66211
Robert Abele
Sr Director - Pet Omni‐Channel Leader
PHONE: 846‐630‐4786
EMAIL: Robert_abele@colpal.com
3. Coyote Logistics Freight $4,464,024
2545 West Diversey Ave
Chicago, IL 60647
John Morel
SVP of Sales
PHONE: 630‐589‐4077
EMAIL: John.Morel@Coyote.com
4. Whirlpool Trade Supplier $3,288,775
600 West Main Street
Benton Harbor, MI 40922
Dave Whitehead
VP & GM National Account Sales and Marketing
PHONE: 269‐338‐5815
EMAIL: david_m_whitehead@whirlpool.com
5. Solstice Sleep Company Trade Supplier $2,940,553
3720 West Broad St
Columbus, OH 43228
Dennis Straily
President/CEO
PHONE: 614‐946‐3501
EMAIL: dstraily@solsticesleep.com
6. Alphia Inc Trade Supplier $2,151,529
322 Main St
Bern, KS 66408
Jeff Ulrich
Assistant Corporate Controller
PHONE: 785‐285‐0123
EMAIL: jeffu@alphia.com
7. Living Style (Singapore) Trade Supplier $2,145,092
Pte. Limited
3 Kallang Junction #05‐02
Singapore 339265
Singapore
Henry Chan, CEO
PHONE: 522‐300‐5003
EMAIL: henrychan@livingstyle.com
8. Uber Freight Us LLC Third-Party $2,005,594
433 W Van Buren St Logistics
Chicago 60607
Steve Moore
Head of TM Operations
PHONE: (479) 283‐9347
EMAIL: steve.moore@uberfreight.com
9. Standard Furniture Mfg Co Inc Trade Supplier $1,804,776
PO Box 933715
Atlanta, GA 31193‐3715
Lucas Hall, EVP
PHONE: 251‐937‐6741 / 251‐610‐4415
EMAIL: lucas.hall@sfmco.com
10. Elements International Trade Supplier $1,737,805
Group LLC
2250 Skyline Drive
Mesquite, TX 75149
Paul Comrie, CEO
PHONE: 469‐371‐3147
EMAIL: pcomrie@elementsgrp.com
11. Stella And Chewys LLC Trade Supplier $1,702,724
111 W. Oakley Parkway
Oak Creek, WI 5315
Noelle Wolter
Director Of Accounting And Treasury
PHONE: 262‐899‐0441
EMAIL: nwolter@stellaandchewys.com
12. UPS (Ocean Freight) Freight $1,700,832
28013 Network Place
Chicago, IL 60673‐1280
Steve McMichael
VP, UPS Ocean
PHONE: 404‐242‐1436
EMAIL: Ssmcmichael@ups.com
13. Champion Petfoods USA Trade Supplier $1,519,377
1103 - 95 St SW
Suite 301
Edmonton, AB T6X 0P8
Canada
Jenn Watt
Credit Associate
PHONE: 587‐525‐6983
EMAIL: jwatt@championpetfoods.com
14. Ema Electrolux/Frigidaire Trade Supplier $1,447,791
10200 David Taylor Drive
Charlotte, NC 2826
TJ Stoffer
Sr. VP Sales, North America
PHONE: 815‐670‐8322
EMAIL: t.j.stoffer@electrolux.com
15. Newfoundland And Labrador Inc Trade Supplier $1,339,486
145 Aberdeen Ave, Unit 1
St. John's, NL A1A5N6
Canada
Brian Casutto
Consultant
PHONE: 709‐739‐0002
EMAIL: brian@nutraholdings.com
16. Transform Holdco LLC (3Pl) Third-Party $1,277,151
3333 Beverly Road Logistics
Office: B5‐178B
Hoffman Estates, IL 60179
Norman Krause
PHONE: 630‐877‐3682
EMAIL: Norman.Krause@transformco.com
17. Google Operational $1,262,871
1600 Amphitheatre Parkway Vendor
Mountain View, CA 94043
Custodian of Records
PHONE: 650‐253‐0000
EMAIL: legal‐notices@google.com
18. Phillips Feed And Pet Supply Trade Supplier $1,200,798
3747 Hecktown Road
Easton, PA 18045
Mark Patterson
Vice President Area Sales, Central
PHONE: 813.417.1894
EMAIL: mark.patterson@phillipspet.com
19. Titanic Furniture Trade Supplier $1,192,831
7400 S Loomis Blvd
Suwanee, GA 30024
Oday Abo, CEO
PHONE: 708‐715‐7546
EMAIL: oday@titanicfurniture.com
20. Peak Living, Inc. Trade Supplier $1,185,784
604 Pontotoc Co Ind Park Road
Ecru, MS 38841
Chad Cunningham
CEO, Owner
PHONE: 989‐239‐4788
EMAIL: chadcunningham03@gmail.com
21. Assurant Inc. Trade Supplier $1,160,438
260 Interstate N Circle SE
Atlanta, GA 30339
Jennifer Clark
Vice President, Account Management ‐ Retail
PHONE: 770‐763‐1000
EMAIL: Jennifer.Clark@assurant.com
22. Albany Industries Inc Trade Supplier $1,127,625
1210 S Indiana Ave #5907
Chicago, IL 60605
Bentley Jones
Chief Revenue Officer
PHONE: 662‐316‐2606
EMAIL: bjones@albanyfurniture.com
23. Arizona Nutritional Supplement Trade Supplier $1,064,629
210 S.Beck Ave.
Chandler 85226
Harrison Pappas, CEO
PHONE: 480‐966‐9630
EMAIL: hpappas@aznutritional.com
24. Premier Nutrition Company, LLC Trade Supplier $1,043,250
1222 67th Street 210
Emeryville, CA 94608
Karren Job, SVP
PHONE: 925‐963‐5304
EMAIL: karren.job@bellringbrands.com
25. Muebles Briss S.A. Trade Supplier $912,197
De C.V.(Marby)
Cam. Santa ana tepetitlan 1112,
col paseos del briseno
zapopan Jalisco, Mexico
Zapopan, JAL 45236
Mexico
Luis Sanchez
General Manager
PHONE: 52 33 3827‐4673
EMAIL: luis@southsourcing.com.mx
26. Natural Balance Pet Foods Inc Trade Supplier $902,108
3101 Stephen F Austin Dr
Brownwood, TX 76801
Darcy Hagan
PHONE: 475‐273‐6391
EMAIL: darcy.hagan@ethospetbrands.com
27. Planitretail LLC Trade Supplier $858,034
35 Holcomb Hill Road
West Granby, CT 3003599
Matthew Spahn
Founder & CEO
PHONE: 630.338.2829
EMAIL: matt.spahn@planitretail.net
28. Lowes Companies Inc Trade Supplier $847,029
1000 Lowe's Blvd
Mooresville, NC 28117
Brie Lieto
Director, Supply Chain
PHONE: 704‐758‐1000
EMAIL: brie.lieto@lowes.com
29. Costco Innovel (Logistics) Freight $806,345
1045 Lake Drive
Issaquah, WA 98027
Michael Dunne
Manager
PHONE: 847‐858‐4741
EMAIL: michaeldunne@costco.com
30. Mars Petcare Trade Supplier $800,375
2013 Ovation Parkway
Franklin, TN 37067
Cullen Mahan
Customer Development Team Lead
PHONE: 904‐708‐2652
EMAIL: cullen.mahan@effem.com
31. Vitamin Well USA LLC Trade Supplier $794,877
3865 Grand View Blvd
Los Angeles, CA 90066
Brian Kuz
Chief Sales Officer
PHONE: 432‐857‐075
EMAIL: brian.kuz@vitaminwell.com
32. Wellness Pet LLC Trade Supplier $737,841
77 S Bedford St
Burlington, MA 01803
Rebecca Dow
Corporate Controller
PHONE: 978‐609‐8515
EMAIL: bdow@wellnesspet.com
33. Open Farm Inc Trade Supplier $664,664
559 College St, Suite 400
Toronto, ON M6G 1A9
Canada
Amy Horton
Chief Sales Officer
PHONE: 615‐739‐8699
EMAIL: amy@openfarmpet.com
34. Radio Systems Corporation Trade Supplier $631,352
10427 Petsafe Way
Knoxville, TN 37932
Rhonda Witt
PHONE: 865‐888‐5849
EMAIL: rwitt@petsafe.net
35. Delta Furniture Trade Supplier $605,930
5650 Private Road 8072
West Plains, MO 65775
Chris Bray
VP Sales and Marketing
PHONE: 662‐255‐9044
EMAIL: chris_bray@comcast.new
36. Weruva International Inc Trade Supplier $579,829
17 Mercer Road
Natick, MA 01760
Robert Holt
Director of Finance
PHONE: 508‐907‐6325
EMAIL: ar@Weruva.com
37. Nutraceutical Trade Supplier $574,643
1400 Kearns Blvd
Park City, UT 84060
Brian Slobodow, CEO
PHONE: 435‐655‐6050
EMAIL: bslobodow@betterbeing.com
38. Force Factor Brands LLC Trade Supplier $552,496
24 School St.
4th Floor
Boston, MA 02108
Daniel Wallace
CEO & Co‐Founder
PHONE: 877‐492‐7243
EMAIL: daniel@forcefactor.com
39. Redcon 1 Trade Supplier $541,873
701 Park of Commerce
100
Boca Raton, FL 33487
Aaron Singerman, CEO
EMAIL: aaron@redcon1.com
40. Animal Supply CO Wholesome Trade Supplier $538,307
2403 E Interstate 30
Grand Prairie, TX 75050
Joe Carras
Vice President of Sales
PHONE: 602‐418‐5807
EMAIL: joe.carras@animalsupply.com
41. Kith Furniture Trade Supplier $468,348
7155 State Highway 13
Haleyville, AL 35565
Darin Wright, CFO
PHONE: 925‐444‐0466
EMAIL: dwright@kithfurniture.com
42. Hartz Mountain ‐ Vmx Trade Supplier
$455,568
14971 Collection Center Drive
Chicago, IL 60693
Rosemary Disla
Credit and Collections Analyst
PHONE: 800‐999‐3000 ext. 7194
EMAIL: rdisla@hartz.com
43. Nature's Way Brands, LLC Trade Supplier $449,273
825 Challenger Drive
Green Bay, WI 54311
Erin Bovard
EMAIL: erin.bovard@naturesway.com
44. Print Comm Operational $435,925
3040 S Dye Rd Vendor
Flint, MI 4847
Kevin Naughton, President
PHONE: 810‐516‐9975
EMAIL: knaughton@printcomm.com
45. Kong Company Trade Supplier $425,126
16191 Table Mountain Parkway
Golden, CO 80403
Ellen Craig
Sales Director
PHONE: 330‐554‐6141
EMAIL: ellen.craig@kongcompany.com
46. Zoo Med Laboratories Inc Trade Supplier $417,408
3650 Sacramento Drive
San Luis Obispo, CA 93401
David Dieter
Senior Director
PHONE: 805‐542‐9988
EMAIL: david@zoomed.com
47. Bcdc Portfolio Owner LLC Guarantee Undetermined
Oak Street Real Estate Capital, LLC
30 North Lasalle Ste 4140
Chicago, IL 60602
Heba Elayan
Real Estate Principal
EMAIL: Heba.elayan@blueowl.com
48. BCHQ Owner LLC Guarantee Undetermined
Oak Street Real Estate Capital, LLC
30 North Lasalle Ste 4140
Chicago, IL 60602
Heba Elayan
Real Estate Principal
EMAIL: Heba.elayan@blueowl.com
49. National Retail Properties, LP Guarantee Undetermined
450 S Orange Avenue, Suite 900
Orlando, FL 32801
David G. Byrnes, Jr.
Assistant General Counsel
PHONE: (407)‐650‐1103
EMAIL: david.byrnes@nnnreit.com
50. Department Of The Treasury Guarantee Undetermined
Internal Revenue Service
Ogden, UT 84201‐0009
General Inquiries
PHONE: 801‐297‐2200
FRANCHISE GROUP: Moody's Cuts CFR to Ca & Alters Outlook to Stable
------------------------------------------------------------------
Moody's Ratings downgraded Franchise Group, Inc.'s probability of
default rating to D-PD from Caa1-PD, its senior secured first lien
term loans ratings to Ca from B3 and its senior secured second lien
term loan rating to C from Caa3. Moody's also downgraded the
corporate family rating to Ca from Caa1. The outlook changed to
stable from negative.
These actions reflect governance considerations associated with the
company's announcement [1] that it filed for protection under
Chapter 11 of the US Bankruptcy Code. The filing follows sustained
deterioration in Franchise Group's operating performance
particularly at its American Freight division due to the difficult
consumer spending environment which was exacerbated by the
company's unsustainably high debt levels and the associated debt
service. The downgrade of the senior secured first lien and second
lien bank credit facilities ratings reflects their diminished
recovery prospects.
RATINGS RATIONALE
On November 3, 2024, Franchise Group commenced voluntary Chapter 11
proceedings in the US Bankruptcy Court for the District of
Delaware. Franchised locations of Franchise Group's brands are not
part of the proceedings. The company has received commitments of up
to $250 million of new money Debtor-in-Possession (DIP) financing
and has entered into a Restructuring Support Agreement ("RSA") with
holders of approximately 80% of its first lien debt holders. The
RSA proposes to equitize the first lien debt into 100% of the
equity in the reorganized enterprise. Franchise Group has also
determined that it will close its American Freight business, which
has struggled due to sustained weakness in consumer spending on
large home related purchases.
Subsequent to the actions, Moody's will withdraw all of its ratings
for Franchise Group given the company's bankruptcy filing.
Franchise Group, Inc., through its subsidiaries, operates
franchised and franchisable businesses including The Vitamin
Shoppe, Pet Supplies Plus, American Freight, and Buddy's Home
Furnishings. Revenue exceeded $3.2 billion for the twelve month
period ended June 2024. Following the completion of its leveraged
buyout on August 21, 2023 by a consortium led by management in
partnership with B. Riley Financial, Inc. and Irradiant Partners,
LP, Franchise Group became a private company and subsidiary of
Freedom VCM, Inc. ("Freedom") and Freedom VCM Holdings, LLC.
The principal methodology used in these ratings was Retail and
Apparel published in November 2023.
FRINJ COFFEE: Court OKs Use of Cash Collateral Until March 25
-------------------------------------------------------------
FRINJ Coffee, Incorporated got the green light from the U.S.
Bankruptcy Court for the Central District of California, Northern
Division to use cash collateral until March 25 next year.
The order, signed by Judge Ronald Clifford, III, approved the use
of cash collateral of the U.S. Small Business Administration to pay
operating expenses set forth in the company's budget.
As adequate protection, SBA was granted replacement lien on all
post-petition revenues of the company to the same extent and with
the same priority and validity as their pre-bankruptcy lien.
In addition, FRINJ Coffee will continue to remit payments to SBA in
the amount of $731 per month.
About FRINJ Coffee
FRINJ Coffee, Incorporated, is a coffee production firm that offers
coffee plant material, production consulting, post-harvest, and
marketing services. It creates a transformative experience by
connecting coffee drinkers to farmers, propelling the growth of a
coffee industry in Southern California. FRINJ currently supports
more than 65 farmers who are growing coffee in Santa Barbara,
Ventura, and San Diego counties as well as many more property
owners who are adding coffee to their crops.
FRINJ Coffee filed a petition under Chapter 11, Subchapter V of the
Bankruptcy Code (Bankr. C.D. Calif. Case No. 24-10044) on Jan. 16,
2024, with $100,000 to $500,000 in assets and $1 million to $10
million in liabilities. John A. Ruskey III, chief executive
officer, signed the petition.
Judge Ronald A. Clifford III oversees the case.
The Debtor tapped the Law Offices of Michael Jay Berger as
bankruptcy counsel and Hutchinson and Bloodgood, LLP as accountant.
FTX TRADING: Alameda Wants KuCoin to Return $50-Mil. Assets
-----------------------------------------------------------
Katryna Perera of Law360 reports that Alameda Research, the crypto
trading arm associated with the bankrupt FTX digital asset group,
has filed a lawsuit in Delaware bankruptcy court against the
operators of the KuCoin cryptocurrency exchange. The suit seeks
the return of $50 million in assets that remain on KuCoin's
platform despite multiple requests from Alameda's debtors.
About FTX Trading Ltd.
FTX is the world's second-largest cryptocurrency firm. FTX is a
cryptocurrency exchange built by traders, for traders. FTX offers
innovative products including industry-first derivatives, options,
volatility products and leveraged tokens.
Then CEO and co-founder Sam Bankman-Fried said Nov. 10, 2022, that
FTX paused customer withdrawals after it was hit with roughly $5
billion worth of withdrawal requests.
Faced with liquidity issues, FTX on Nov. 9 struck a deal to sell
itself to its giant rival Binance, but Binance walked away from the
deal amid reports on FTX regarding mishandled customer funds and
alleged US agency investigations.
At 4:30 a.m. on Nov. 11, Bankman-Fried ultimately agreed to step
aside, and restructuring vet John J. Ray III was quickly named new
CEO.
FTX Trading Ltd (d/b/a FTX.com), West Realm Shires Services Inc.
(d/b/a FTX US), Alameda Research Ltd. and certain affiliated
companies then commenced Chapter 11 proceedings (Bankr. D. Del.
Lead Case No. 22-11068) on an emergency basis on Nov. 11, 2022.
Additional entities sought Chapter 11 protection on Nov. 14, 2022.
FTX Trading and its affiliates each listed $10 billion to $50
million in assets and liabilities, making FTX the biggest
bankruptcy filer in the US this year. According to Reuters, SBF
shared a document with investors on Nov. 10 showing FTX had $13.86
billion in liabilities and $14.6 billion in assets. However, only
$900 million of those assets were liquid, leading to the cash
crunch that ended with the company filing for bankruptcy.
The Hon. John T. Dorsey is the case judge.
The Debtors tapped Sullivan & Cromwell, LLP as bankruptcy counsel;
Landis Rath & Cobb, LLP as local counsel; and Alvarez & Marsal
North America, LLC as financial advisor. Kroll is the claims
agent, maintaining the page
https://cases.ra.kroll.com/FTX/Home-Index
The official committee of unsecured creditors tapped Paul Hastings
as bankruptcy counsel; Young Conaway Stargatt & Taylor, LLP as
Delaware and conflicts counsel; FTI Consulting, Inc. as financial
advisor; and Jefferies, LLC as investment banker.
Montgomery McCracken Walker & Rhoads LLP, led by partners Gregory
T. Donilon, Edward L. Schnitzer, and David M. Banker, is
representing Sam Bankman-Fried in the Chapter 11 cases.
White-collar crime specialist Mark S. Cohen has reportedly been
hired to represent SBF in litigation. Lawyers at Paul Weiss
previously represented SBF but later renounced representing the
entrepreneur due to a conflict of interest.
FTX TRADING: CEO Says Nishad Singh Cooperation Crucial in Case
--------------------------------------------------------------
Turner Wright of Coin Telegraph reports that John Ray, who assumed
the role of FTX CEO in November 2022, said that Nishad Singh's
cooperation in the company's bankruptcy proceedings would be
"crucial for maximizing recovery" for creditors.
According to Coin Telegraph, Nishad Singh, the former engineering
director of FTX, submitted a last-minute letter, before the
scheduled October 30, 2024 sentence, from the company's current
CEO, expressing his intent to offer "further assistance and
cooperation" in the firm's bankruptcy case.
In a filing on October 29, 2024 with the United States District
Court for the Southern District of New York, Singh’s legal team
included a sentencing letter from FTX Trading Ltd CEO John Ray. The
letter detailed Singh's support in the company's Chapter 11
proceedings. According to Ray, Singh provided crucial information
about the firm’s computer systems shortly after the bankruptcy
filing, shared relevant documents, and helped return property
acquired in the Bahamas with company funds, the report states.
Ray indicated that there is an agreement in progress between Singh
and the debtors for the former FTX engineering director to "provide
ongoing cooperation," which may involve testifying in bankruptcy
court and "locating and retrieving assets."
"Given Mr. Singh's senior role at FTX before the Chapter 11 cases,
his in-depth knowledge of FTX's systems and processes, and his
personal involvement in numerous significant events and
transactions, the debtors believe that his cooperation will remain
crucial for maximizing recovery for creditors," stated Ray.
Singh pleaded guilty to six felony charges and was among the first
former FTX executives to admit to criminal charges related to the
misuse of funds between the exchange and Alameda Research, as well
as violations of campaign finance laws. His sentencing hearing is
set to take place before Judge Lewis Kaplan of the Southern
District of New York at 3:00 PM ET on October 30, the report
cites.
The report relays that the former engineering director of FTX is
among the last executives at the exchange who could face prison
time for their involvement in the company's collapse. Former CEO
Sam Bankman-Fried, widely considered the most responsible for FTX's
downfall, was convicted in 2023 and sentenced to 25 years in prison
in March 2024.
About FTX Trading Ltd.
FTX is the world's second-largest cryptocurrency firm. FTX is a
cryptocurrency exchange built by traders, for traders. FTX offers
innovative products including industry-first derivatives, options,
volatility products and leveraged tokens.
Then CEO and co-founder Sam Bankman-Fried said Nov. 10, 2022, that
FTX paused customer withdrawals after it was hit with roughly $5
billion worth of withdrawal requests.
Faced with liquidity issues, FTX on Nov. 9 struck a deal to sell
itself to its giant rival Binance, but Binance walked away from the
deal amid reports on FTX regarding mishandled customer funds and
alleged US agency investigations.
At 4:30 a.m. on Nov. 11, Bankman-Fried ultimately agreed to step
aside, and restructuring vet John J. Ray III was quickly named new
CEO.
FTX Trading Ltd (d/b/a FTX.com), West Realm Shires Services Inc.
(d/b/a FTX US), Alameda Research Ltd. and certain affiliated
companies then commenced Chapter 11 proceedings (Bankr. D. Del.
Lead Case No. 22-11068) on an emergency basis on Nov. 11, 2022.
Additional entities sought Chapter 11 protection on Nov. 14, 2022.
FTX Trading and its affiliates each listed $10 billion to $50
million in assets and liabilities, making FTX the biggest
bankruptcy filer in the US this year. According to Reuters, SBF
shared a document with investors on Nov. 10 showing FTX had $13.86
billion in liabilities and $14.6 billion in assets. However, only
$900 million of those assets were liquid, leading to the cash
crunch that ended with the company filing for bankruptcy.
The Hon. John T. Dorsey is the case judge.
The Debtors tapped Sullivan & Cromwell, LLP as bankruptcy counsel;
Landis Rath & Cobb, LLP as local counsel; and Alvarez & Marsal
North America, LLC as financial advisor. Kroll is the claims
agent, maintaining the page
https://cases.ra.kroll.com/FTX/Home-Index
The official committee of unsecured creditors tapped Paul Hastings
as bankruptcy counsel; Young Conaway Stargatt & Taylor, LLP as
Delaware and conflicts counsel; FTI Consulting, Inc. as financial
advisor; and Jefferies, LLC as investment banker.
Montgomery McCracken Walker & Rhoads LLP, led by partners Gregory
T. Donilon, Edward L. Schnitzer, and David M. Banker, is
representing Sam Bankman-Fried in the Chapter 11 cases.
White-collar crime specialist Mark S. Cohen has reportedly been
hired to represent SBF in litigation. Lawyers at Paul Weiss
previously represented SBF but later renounced representing the
entrepreneur due to a conflict of interest.
GAROFALO REAL: Case Summary & 11 Unsecured Creditors
----------------------------------------------------
Debtor: Garofalo Real Estate Holdings LLC
299 Broadway
New York, NY 10007
Business Description: Garofalo is a Single Asset Real Estate
debtor (as defined in 11 U.S.C. Section
101(51B)).
Chapter 11 Petition Date: November 6, 2024
Court: United States Bankruptcy Court
Southern District of New York
Case No.: 24-11915
Judge: Hon. Martin Glenn
Debtor's Counsel: David H. Hartheimer, Esq.
MAYERSON & HARTHEIMER, PLLC
845 3rd Ave FL 11 11th Floor
New York NY 10022-6601
Tel: (646) 778-4381
Email: david@mhlaw-ny.com
Estimated Assets: $0 to $50,000
Estimated Liabilities: $1 million to $10 million
The petition was signed by Laura Garofalo sa sole and managing
member.
A copy of the Debtor's list of 11 unsecured creditors is available
for free at PacerMonitor.com at:
https://www.pacermonitor.com/view/PSHPXXA/Garofolo_Real_Estate_Holdings__nysbke-24-11915__0007.0.pdf?mcid=tGE4TAMA
A full-text copy of the petition is available for free at
PacerMonitor.com at:
https://www.pacermonitor.com/view/VIVWS3Y/Garofolo_Real_Estate_Holdings__nysbke-24-11915__0001.0.pdf?mcid=tGE4TAMA
GET NOTION: Case Summary & 20 Largest Unsecured Creditors
---------------------------------------------------------
Debtor: Get Notion, LLC
7900 College Blvd.
Suite 128
Overland Park, KS 66210
Business Description: Get Notion offers mulfunctional sensors.
Notion monitoring protects homes from costly
risks like water damage, fires, break-ins,
and more. Notion monitoring uses sensors
placed around homes to detect water leaks,
sounding smoke alarms.
Chapter 11 Petition Date: November 4, 2024
Court: United States Bankruptcy Court
District of Delaware
Case No.: 24-12563
Judge: Hon. Thomas M Horan
Debtor's Counsel: William D. Sullivan, Esq.
William A. Hazeltine, Esq.
SULLIVAN HAZELTINE ALLINSON LLC
919 North Market Street, Suite 420
Wilmington, DE 19801
Tel: (302) 428-8191
Fax: (302) 428-8195
Email: bsullivan@sha-llc.com
whazeltine@sha-llc.com
Estimated Assets: $0 to $50,000
Estimated Liabilities: $1 million to $10 million
The petition was signed by Scott Ford as chief operating 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/6UCSJOI/Get_Notion_LLC__debke-24-12563__0001.0.pdf?mcid=tGE4TAMA
GLOBAL WOUND: Seeks to Hire Dentons US LLP as Bankruptcy Counsel
----------------------------------------------------------------
Global Wound Care Medical Group seeks approval from the U.S.
Bankruptcy Court for the Southern District of Texas to employ
Dentons US LLP as counsel.
The firm's services include:
a. advising the Debtor with regard to the requirements of the
Bankruptcy Court, Bankruptcy Code, Bankruptcy Rules and the Office
of the United States Trustee as they pertain to the Debtor;
b. advising the Debtor with regard to certain rights and
remedies of the bankruptcy estate and rights, claims and interests
of creditors;
c. taking all necessary actions to protect and preserve the
Debtor's estate, including the prosecution of actions on the
Debtor's behalf, the defense of any actions commenced against the
Debtor, the negotiation of disputes in which the Debtor is involved
and the preparation of objections to claims filed against the
Debtor's estate;
d. representing the Debtor in any proceeding or hearing in the
Bankruptcy Court involving the estate unless the Debtor is
represented in such proceeding or hearing by other special
counsel;
e. conducting examinations of witnesses, claimants or adverse
parties and representing the Debtor in any adversary proceeding
(except to the extent that any such adversary proceeding is in an
area outside of Dentons' expertise);
f. preparing and assisting the Debtor in the preparation of
reports, applications, pleadings and orders including, but not
limited, applications to employ professionals, interim statements
and operating reports, initial filing requirements, schedules and
statement of financial affairs, and pleadings with respect to the
Debtor's use, sale or lease of property outside the ordinary course
of business;
g. assisting the Debtor and taking all necessary actions in
connection with the negotiation, formulation, preparation and
confirmation of a plan of reorganization and the preparation and
approval of a disclosure statement in connection with the plan of
reorganization;
h. taking all necessary actions to protect and preserve the
value of the Debtor's estate and all related matters;
i. performing any other services which may be appropriate in
connection with the representation of the Debtor during this
bankruptcy Case.
The firm will be paid at these hourly rates:
Partners $890 to $1,250
Counsel $750 to $1,250
Associates $750 to $890
Paraprofessionals $390 to $425
The firm will be paid a retainer in the amount of $500,000.
The firm will also be reimbursed for reasonable out-of-pocket
expenses incurred.
The following is provided in response to the request for additional
information set forth in Appendix B, Paragraph D.1 of the Fee
Guidelines.
Question: Did you agree to any variations from, or alternatives
to, your standard or customary billing arrangements for this
engagement?
Response: Yes, Dentons reduced its hourly rates by approximately
ten percent.
Question: Do any of the professionals included in this
engagement vary their rate based on the geographic location of the
bankruptcy case?
Response: No.
Question: If you represented the client in the 12 months
prepetition, disclose your billing rates and material financial
terms for the prepetition engagement, including any adjustments
during the 12 months prepetition. If your billing rates and
material financial terms have changed postpetition, explain the
difference and the reasons for the difference.
Response: Dentons has represented the Debtor only since
September 2024. The application discloses the range of billing
rates being used by Dentons, subject to annual adjustment.
Question: Has your client approved your prospective budget and
staffing plan, and, if so, for what budget period?
Response: Dentons is developing a budget and staffing plan for
this chapter 11 case, which it will review and complete in
consultation with the Debtor.
Samuel Maizel, Esq., a partner at Dentons US LLP, disclosed in a
court filing that the firm is a "disinterested person" as the term
is defined in Section 101(14) of the Bankruptcy Code.
The firm can be reached at:
Samuel R. Maizel, Esq.
Dentons US, LLP
601 South Figueroa Street, Suite 2500
Los Angeles, California 90017-5704
Tel: (213) 623-9300
Fax: (213) 623-9924
Email: samuel.maizel@dentons.com
About Global Wound Care Medical Group
Global Wound Care Medical Group sought protection under Chapter 11
of the U.S. Bankruptcy Code (Bankr. S.D. Tex. Case No. 24-34908) on
Oct. 21, 2024. In the petition signed by Owen B. Ellington, M.D.,
president, the Debtor disclosed up to $500 million in both assets
and liabilities.
Judge Eduardo V. Rodriguez oversees the case.
Casey W. Doherty, Jr., Esq., at Dentons US LLP serves as the
Debtor's counsel. Verita Global is the Debtor's notice, claims, and
balloting agent.
GMS SUNSET: Claims Will be Paid from Property Refinance
-------------------------------------------------------
GMS Sunset LLC filed with the U.S. Bankruptcy Court for the Eastern
District of Virginia a Plan of Reorganization dated September 22,
2024.
The Debtor is a party to one executory contract; the Amphora Bakery
is a tenant of GMS SUNSET, LLC at 294 Sunset Park Drive, Units 11
and 12, Herndon, Virginia 20170.
The Debtor will continue to receive rents from Amphora Bakery. The
Debtor will assume this contract.
General unsecured Claims. Portions of the Sunset Business
Condominium Association claims are Unsecured. The unsecured
portions of the Sunset Business Condominium Association claims
shall be paid in full upon the refinance of the Debtor's real
property, which will take place by December 15, 2024. This class of
claims is unimpaired.
The Plan will be funded by the Debtor through the refinance of
Debtor's real property located at 294 Sunset Park Drive, Units 11
and 12, Herndon, Virginia 20170. Said refinance will take place by
December 15, 2024.
The effective date of this Plan is the first business day following
the date that is fourteen days after the entry of the order of
confirmation. If, however a stay of the confirmation order is in
effect of that date, the effective date will be the first business
day after the date on which the stay of the confirmation order
expires or is otherwise terminated.
A full-text copy of the Plan of Reorganization dated September 22,
2024 is available at https://urlcurt.com/u?l=zc7TrR from
PacerMonitor.com at no charge.
Counsel for the Debtor:
Nathan Fisher, Esq.
FISHER-SANDLER, LLC
3977 Chain Bridge Rd., #2
Fairfax, VA 22030
Tel: (703) 691-1642
About GMS Sunset LLC
GMS Sunset is a Single Asset Real Estate debtor (as defined in 11
U.S.C. Section 101(51B)).
GMS Sunset LLC filed its voluntary petition for relief under
Chapter 11 of the Bankruptcy Code (Bankr. E.D. Va. Case No.
23-11315) on August 17, 2023. The petition was signed by George
Cholakis as president. At the time of filing, the Debtor estimated
$1 million to $10 million in assets and $100,000 to $500,000 in
liabilities.
Judge Klinette H Kindred presides over the case.
Nathan A. Fisher, Esq. at Fisher-Sandler, LLC represents the Debtor
as counsel.
GOLDENROD LLC: Seeks Chapter 11 Bankruptcy Protection
-----------------------------------------------------
Goldenrod LLC filed Chapter 11 protection in the Northern District
of Texas. According to court documents, the Debtor reports $587,876
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
Dec. 6, 2024 at 10:00 a.m. in Room Telephonically.
About Goldenrod LLC
Goldenrod LLC is the fee simple owner of two properties in Texas
having a total current value of $1 million.
Goldenrod LLC sought relief under Chapter 11 of the U.S. Bankruptcy
Code (Bankr. N.D. Tex. Case No. 24-33392) on Oct. 28, 2024. In the
petition filed by Daniel Ghebreyohannes, as managing member, the
Debtor reports total assets of $1,001,033 and total liabilities of
$587,876.
The Debtor is represented by:
Robert T. DeMarco, Esq.
DEMARCO MITCHELL, PLLC
12770 Coit Road, Suite 850
Dallas TX 75251
Tel: (972) 991-5591
Email: robert@demarcomitchell.com
GOOD CHOICE: To Sell Assets to VLP for $70,000
----------------------------------------------
Good Choice Vending, LLC, seeks permission from the U.S. Bankruptcy
Court for the Northern District of Florida, Panama City Division,
to sell substantially all of its assets to VLP LLC, free and clear
of all liens, claims, encumbrances, and interests.
The Debtor is a vending machine provider for many businesses
throughout the Florida panhandle.
The Debtor leases its office and warehouse space located at 17618
Ashley Drive, #C101, Panama City Beach, FL 32413.
The Debtor's lease with its landlord, Ashley Drive Business &
Storage Center, LLC, expired earlier in 2024, and the Debtor fell
behind on its rent obligations.
The Debtor has not paid any postpetition rent to Landlord, but
Landlord, through counsel, has been very accommodating to help
ensure a smooth sale process. However, any sale must close prior
to the end of November 2024 to ensure that none of the Debtor's
property being sold in this sale is jeopardized by the failure to
pay rent.
The Debtor's owners, Brian and Amy Good, purchased this business in
2015. Shortly thereafter, the laws applicable to college Spring
Break that were enacted by Panama City beach had a significant
negative effect on the Debtor’'s business. In addition,
Hurricane Michael made devastated the Florida panhandle and further
damaged the Debtor's business operations, followed by COVID-19
pandemic, affecting the Debtor's cash flow.
The Debtor received an offer from VLP to purchase substantially all
of its assets for $70,000. VLP has agreed to pay Debtor's expected
attorneys' fees in the amount of $20,000, and $5,000 to the
Debtor's owner Brian Good for the services Mr. Good is providing
and will provide to ensure a smooth transaction.
VLP expects to infuse approximately $25,000 in good faith to
re-stock the Debtor's vending machines and to perform required
maintenance on the Debtor's machines. Purchaser expects to spend
approximately $5,000 each week thereafter to maintain the Debtor as
an ongoing concern pending the closing of this sale.
The assets included in the sale are:
a. All fixtures, machinery and equipment, all delivery trucks and
other rolling stock, furniture, computer hardware and software
(subject to any licensing restrictions in such software), vending
equipment, credit card machines, in possession of Seller or located
at customer facilities, or otherwise used in the Business, together
with inventories and supplies, including, without limitation, all
usable, saleable, unopened and packaged food, beverages, flatware,
paper products, and other miscellaneous items that are not obsolete
and in Seller's possession or located, or used, at any of the
customer locations.
b. All Assumed Contracts
c. All personal property owned by Seller and used in the operation
of the Business as of the Closing Date;
d. All point of sale equipment, back office systems and back office
computer equipment owned by Seller and used in the operation of the
Business as of the
Closing Date;
e. All municipal, state, and federal licenses, authorizations,
permits and licenses of Seller and used in the operation of the
Restaurants, to the extent assignable;
f. All of Seller's operating data and records related to the
Business, operating manuals whether in hard copy or electronic
form, and all customer lists, telephone numbers, websites, and
e-mail addresses associated with the Business and its customers;
g. To the extent assignable or transferable, all warranties and
guaranties;
h. The Cash Amounts; and
i. All goodwill associated with the Debtor's business.
The Debtor proposes that any liens, security interests, claims,
charges, and/or encumbrances, other than liabilities expressly
assumed by VLP, shall attach to the amounts payable $70,000.00 to
the Debtor from the sale, and held by the Debtor in its counsel's
trust account.
The Debtor believes that several entities may claim hold valid
liens in the Assets including U.S. Small Business Administration,
Ashley Drive Business & Storage Center, LLC, and Jeff Erickson
Enterprises Inc.
About Good Choice Vending, LLC
Good Choice Vending, LLC, doing business as Southern Vending,
sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr.
N.D. Fla. Case No. 24-50151) on Oct. 5, 2024, listing under
$1million in both assets and liabilities.
Judge Karen K. Specie presides over the case.
Robert C. Bruner, Esq., at Bruner Wright, P.A., serves as the
Debtor's counsel.
GRITSTONE BIO: Seeks $25MM DIP Loan From Future Solutions
---------------------------------------------------------
Gritstone Bio, Inc., asks the U.S. Bankruptcy Court for the
District of Delaware for authority to use cash collateral and
obtain postpetition financing to fund its proposed sale process and
ensure the administrative solvency of the estate.
The Debtor seeks to obtain postpetition financing on a senior
secured superpriority basis on the terms set forth in the Senior
Secured, Super-Priority Debtor-In-Possession Financing Agreement,
in an aggregate principal amount of up to $25 million, subject to
entry of the Interim Order, from the lenders that are party to the
DIP Financing Agreement, incurring the DIP Obligations for which
Future Solutions Investments LLC will act as administrative and
collateral agent for the DIP Lenders. The Debtor is seeking
authority to access $7.5 million on an interim basis.
The Debtor will use the proceeds of the DIP financing to:
(a) upon entry of the Interim Order, repay the outstanding
Prepetition Secured Obligations in an amount equal to $2 million to
replace the cash collateral subject to the Prepetition Secured
Liens used by the Debtor under the Cash Collateral Order (excluding
the paydown of $4 million which was repaid to the Prepetition
Secured Parties under the terms of the Interim Cash Collateral
Order);
(b) pay fees and expenses related to the DIP Financing Agreement
and the case; and
(c) fund working capital of the Debtor and other general corporate
purposes, in each case, to the extent set forth in the Approved
Budget and permitted under the DIP Loan Documents.
The proposed DIP Facility provides additional liquidity to the end
of January 2025, which is projected to be sufficient to complete a
sale of assets and confirm a plan of reorganization.
The DIP Facility is due and payable in six months.
The Debtor is required to comply with these milestones:
1. Entry of Interim DIP Order on November 5, 2024;
2. Entry of Bid Procedure Order on November 21, 2024;
3. Entry of Final DIP Order on November 21, 2024;
4. Bid submission deadline on December 2, 2024;
5. Entry of Sale Order on December 12, 2024; and
6. Closing of Qualifying Cash Sales on December 30, 2024.
As of the Petition Date, the Debtor was indebted and liable to the
Prepetition Secured Parties pursuant to the Prepetition Loan and
Security Agreement, for an aggregate principal amount of
approximately $40 million, plus accrued and unpaid interest.
The Debtor proposes to use Prepetition Cash Collateral solely to
return it to the Prepetition Secured Parties -- $1.7 million upon
entry of the Interim Order and $15.3 million upon entry of the
Final Order. Only the DIP Cash Collateral (i.e., loan proceeds)
will be used for all other purposes set forth in the Approved
Budget, including the reimbursement of $2 million of Prepetition
Cash Collateral to the Prepetition Secured Parties that has already
been used in the chapter 11 case to date.
As adequate protection for the Prepetition Secured Liens, the
Prepetition Secured Parties will be granted additional and
replacement valid, binding, enforceable, non avoidable, and
perfected postpetition security interests and liens upon all DIP
Collateral.
The Prepetition Secured Parties will also be granted an allowed
administrative expense claim pursuant to 11 U.S.C. Section 507(b).
A copy of the motion is available at https://urlcurt.com/u?l=EU2P0N
from PacerMonitor.com
About Gritstone Bio Inc.
Gritstone Bio Inc. is developing next-generation vaccines for
cancer and infectious disease. Gritstone's approach seeks to
generate potent and durable immune responses by leveraging insights
into the immune system's ability to recognize and destroy diseased
cells by targeting select antigens.
Gritstone Bio sought relief under Chapter 11 of the U.S. Bankruptcy
Code (Bankr. D. Del. Case No. 24-12305) on October 10, 2024. In the
petition filed by Celia Economides, as chief financial officer, the
Debtor reports total assets as of August 31, 2024 amounting to
$124,885,479 and total debts as of August 31, 2024 amounting to
$40,000,000.
Judge Karen B. Owens handles the case.
The Debtor tapped Pachulski Stang Ziehl & Jones, LLP as bankruptcy
counsel; Fenwick & West, LLP as corporate counsel;
PricewaterhouseCoopers, LLP as financial advisor; and Raymond James
& Associates, Inc. as investment banker.
GUARDIAN FUND: Seeks to Hire Krinsky & Drogin as Special Counsel
----------------------------------------------------------------
Guardian Fund, LLC and its affiliates seek approval from the U.S.
Bankruptcy Court for the District of Nevada to employ Tarter
Krinsky & Drogin LLP as special counsel.
The firm will assist the Debtors with objecting to Wilmington
Trust's claims and alleged loan cure amounts, and to further
investigate and potentially prosecute lender liability claims
against Wilmington.
The hourly rates of the firm's counsel and staff are:
Rocco A. Cavaliere, Esq. $635 per hour
Other Partners $550 to $895 per hour
Counsel $500 to $775 per hour
Associates $390 to $570 per hour
Paralegals $285 to $395 per hour
All rates are adjusted by a 12 percent discount as an accommodation
to the Debtors.
The firm requested for a $15,000 retainer.
Rocco Cavaliere, Esq., a member of Tarter Krinsky & Drogin,
disclosed in a court filing that his firm is a "disinterested
person" as that term is defined in Section 101(14) of the
Bankruptcy Code.
The firm can be reached through:
Scott S. Markowitz, Esq.
Alex Spizz, Esq.
Rocco A. Cavaliere, Esq.
Jill Makower, Esq.
Tarter Krinsky & Drogin LLP
1350 Broadway, 11th Floor
New York, NY 10018
Telephone: (212) 216-8000
Email: smarkowitz@tarterkrinsky.com
aspizz@tarterkrinsky.com
rcavaliere@tarterkrinsky.com
jmakower@tarterkrinsky.com
About Guardian Fund
The WendellLa and Nancy King Family Trust and several other
creditors represented by Jeffrey L. Hartman filed a Chapter 7
involuntary petition (Bankr. D. Nev. Case No. 23-50117) against
Guardian Fund, LLC, a company in Reno, Nev., on March 17, 2023.
On April 11, 2023, Guardian Fund filed a Chapter 11 voluntary
petition (Bankr. D. Nev. Case No. 23-50233). At the time of the
filing, Guardian Fund reported $10 million to $50 million in assets
and $50 million to $100 million in liabilities.
On April 27, 2023, the Nevada bankruptcy court approved the
stipulation filed in both cases by Guardian Fund and the
petitioning creditors. The order directed the consolidation of the
two cases, with Case No. 23-50177 as the lead case, and set the
Chapter 11 petition date to March 17, 2023. Judge Natalie M. Cox
oversees the case.
The Debtor tapped Harris Law Practice, LLC and Excelsis Accounting
Group as legal counsel and accountant, respectively.
On May 10, 2023, the U.S. Trustee for Region 17 appointed an
official committee to represent unsecured creditors. Sallie B.
Armstrong, Esq., at McDonald Carano, LLP serves as the committee's
legal counsel.
Jeffrey Golden, Esq., is the examiner appointed in the Debtor's
Chapter 11 case.
HAYWARD HOLDINGS: S&P Alters Outlook to Stable, Affirms 'BB' ICR
----------------------------------------------------------------
S&P Global Ratings revised its outlook to stable from negative on
U.S.-based swimming pool equipment manufacturer Hayward Holdings
Inc. At the same time, S&P affirmed all of its ratings on Hayward,
including its 'BB' issuer credit rating on the company.
The stable outlook reflects S&P's expectation for Hayward to
maintain leverage in the low- to mid-3x area and free operating
cash flow (FOCF) generation of above $100 million a year, despite
still weak new pool demand globally.
The outlook revision and affirmation reflect S&P's view that
Hayward has managed through this cyclical downturn well, and its
credit metrics have returned to normal levels.
Hayward's trailing-12-month revenue grew 3% for this quarter ended
Sept. 28, 2024, following seven sequential quarters of declines,
with a peak year—over-year decline of about 35% in July 2023.
Improving sales growth has in part led to trailing 12 month S&P
Global Ratings-adjusted leverage declining to 3x at the end of
Sept. 28, 2024, from a peak of 4.7x at the end of July 2023, when
pool retailer destocking was most pronounced once the industry
lapped the unprecedented demand pull forward from COVID-19-related
home improvement demand.
After revenue declined 6% in 2022 and 25% in 2023 we now project
approximately 1.5% of revenue in 2024. S&P is not projecting that
the company's revenue will return to the $1.4 billion levels in
2021 in our forecast horizon as S&P believes it will take the
industry beyond 2025 to rebound from the pulled forward demand that
took place during COVID.
Hayward remained a strong cash flow generator and maintained
margins during the cyclical cycle.
Despite the significant revenue decline, Hayward managed to keep
its EBITDA margins above 25% over the past two years. In addition,
the company tightened its working capital management such that it
continued to generate healthy levels of FOCF throughout this period
of significant revenue decline. It generated approximately $150
million of FOCF in 2023, when leverage was at its weakest because
of disciplined working capital management. S&P projects similar
levels of FOCF generation going forward, as operating performance
stabilizes and offsetting a more normalized level of working
capital investments.
The company prioritized debt repayment during the downturn, and S&P
now expects capital allocation may prioritize acquisitions or
shareholder returns.
The company prepaid $123 million of its incremental term loan in
April 2024 from cash generated from seasonal working capital
inflows. The company subsequently acquired ChlorKing, a commercial
pool water sanitization company, in the second quarter, funded by
cash flow generated from operations. S&P said, "This is consistent
with our view that the company is comfortable operating with
leverage in the low- to mid-3x area and would use excess cash flow
generated for opportunistic acquisitions or shareholder returns. We
believe the company has the capacity to repurchase shares given the
remaining $400 million of share repurchase authorization remaining
and improving credit metrics. However, we are currently not
anticipating the company will undertake significant share
repurchases in 2024 given the still-weak demand outlook on the
industry and could potentially consider increased shareholder
returns in 2025 or when volume in the sector stabilizes."
The stable outlook reflects S&P's expectation for Hayward's
leverage to be in the low- to mid-3x area and its FOCF generation
to be above $100 million a year, despite still-weak new pool
demands globally.
S&P could lower its rating on Hayward if S&P expected adjusted debt
leverage to increase and be sustained at more than 4x. This could
occur if:
-- Operating performances are weaker than our expectations,
particularly if customer pool demands worsen from S&P's current
projections, or if the company is not able to manage its operating
margins and continue to generate healthy levels of cash flow; or
-- Hayward pursued material leveraging acquisitions or debt-funded
share repurchases that resulted in adjusted debt to EBITDA
sustained above 4x.
S&P could raise its ratings if it expects leverage to be sustained
below 3x. This could occur if:
-- The company demonstrates a more conservative financial policy
and manages its S&P adjusted leverage below 3x; or
-- If the company materially expands its geographic or segment
diversification while maintaining prudent risk management and
financial policy.
HEALTHCARE HOLDINGS: Seeks Cash Collateral Access, DIP Loan
-----------------------------------------------------------
Healthcare Holdings of Florida LLC and affiliates ask the U.S.
Bankruptcy Court for the Southern District of Florida, Fort
Lauderdale Division, for authority to use cash collateral and
obtain postpetition financing from INB, National Association.
The DIP Lender will provide a revolving credit facility to fund the
Debtors' operations during the bankruptcy process.
The DIP facility will mature in accordance with the Prepetition
Revolving Loan Documents or, if sooner, upon the Effective Date of
any plan of reorganization or liquidation in the Chapter 11 Cases.
To induce the DIP Lender to provide the DIP Financing, the Debtors
will grant to the DIP Lender, as security for the full and prompt
payment when due of all obligations owing under the DIP Financing,
including without limitation, all interest accruing thereon,
together with any other fees and costs, continuing first priority
liens and security interests in all the DIP Collateral.
INB is the sole entity with a lien interest in the cash collateral.
In accordance with the Prepetition Credit Agreements and other loan
documents entered with respect to the Prepetition Loans, the
Prepetition Secured Lender asserts a secured claim against the
Debtors in the asserted amount of approximately $4 million, plus
certain interest and fees.
The Debtors propose to use the cash collateral for capital
purposes, including but not limited to, operating the Debtors'
business, including to pay wages, purchase supplies, and pay
outside vendors, and such use will be limited to the payment of
such amounts and for such items set forth in the budget.
As adequate protection for the use of cash collateral, INB will be
granted, (i) superpriority administrative claims under 11 U.S.C.
section 507(b), (ii) first priority replacement liens on the
Prepetition Collateral of the Debtors to the extent there is any
diminution in the value of the Prepetition Secured Lender's
interests in the Prepetition Collateral or cash collateral during
the pendency of the Chapter 11 Cases, and (iii) with respect to the
Prepetition Loans, payment of interest and fees, as set forth in
the Prepetition Credit Agreements. The Adequate Protection Liens
are valid, binding, enforceable and fully perfected as of the
Petition Date, and apply to all Prepetition Collateral and all
prepetition assets of the Debtors of the same kind and description,
without the necessity of the execution, filing or recording by the
Debtors or the Prepetition Secured Lender of security agreements,
pledge agreements, financing statements or other agreements.
A copy of the motion is available at https://urlcurt.com/u?l=E6xS52
from PacerMonitor.com.
About Healthcare Holdings of Florida LLC
Healthcare Holdings of Florida LLC and affiliates constitute a
business enterprise that collectively provide a full suite of home
care services, including custodial care, skilled care, and senior
placement services, particularly for senior patients in the State
of Florida.
The Debtors sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. S.D. Fla. Case No. 24-21355-SMG) on October
30, 2024. In the petition signed by Gary R. Loffredo, chief
executive officer and manager, the Debtor disclosed up to $10
million in both assets and liabilities.
Judge Scott M. Grossman oversees the case.
Joseph A. Pack, Esq., at Pack Law, represents the Debtor as legal
counsel.
HERITAJE BNB: Updates Lincoln Automotive Secured Claims Pay
-----------------------------------------------------------
Heritaje BNB, LLC submitted a First Amended Plan of Reorganization
dated September 19, 2024.
The Debtor intends to utilize the chapter 11 process in order to
reorganize and anticipates filing a proposed Plan that pays the
priority claims in full. Debtor desires to cramdown the secured
claim of Lincoln Automotive Financial Services.
The Debtor expects that the Reorganized Debtor will have sufficient
business to cover the operating business expenses and to make the
payments contemplated under the Plan, including the distribution of
the projected disposable income of the Reorganized Debtor to be
received in the 5-year period following Confirmation as required by
section 1191(c)(2) of the Bankruptcy Code.
Class 2 consists of the Secured Claim of Lincoln Automotive
Financial Services. Lincoln asserts a secured claim against the
Debtor in the total amount of approximately $143, 962.40.as per the
proof of claim. Pursuant to the Loan agreement Lincoln Automotive
Financial Services asserts a security interest in the 2023 Lincoln
Navigator of the Debtor. The Debtor has commenced to make monthly
payments to Lincoln Financial Services as of May 2024. Debtor did
not pay the March and April 2024 post-petition payments.
According to the Debtor's liquidation analysis, the value of the
Debtor's assets other than the Lincoln Navigator is $33,213.64.
Lincoln is undersecured and will be paid monthly payments equal to
$69500.00, which is the appraised value of Debtor's vehicle. Under
the Plan, commencing on the Effective Date, Lincoln Automotive
Financial Services will receive monthly cash payments of
approximately $1158.34 over a period of sixty months, with no
interest. Lincoln's remaining claim will be treated as a general
unsecured claim in class 5.1.
The Amended Plan does not alter the proposed treatment for
unsecured creditors and the equity holder:
* Class 3 consists of the general unsecured claims of the
Debtor. The Debtor estimates that there will be approximately
$74462.24 in general unsecured claims. This amount is the
undersecured portion of the claim of Lincoln Automotive Financial
Services. In full and final settlement and satisfaction of all
allowed Class 3 Claims, holders of such allowed claims will receive
deferred cash payments equal to ten percent, or $7446.22 of such
holder's Allowed Class 3 Claim, with no interest, over a period of
sixty months ($124.10 per month). This sum is inclusive of all
arrears owed to the secured creditor. Class 3 is impaired.
* Class 4 consists of all equity interests of the Debtor.
Equity interest holders are parties who hold an ownership interest
in the Debtor. In a limited liability company, the equity interest
holders are the members. The equity interest holder of the Debtor
is Oorja Batra, who shall receive no distribution under the Plan on
account of such interests, but will retain unaltered legal,
contractual and equitable rights which such interest was entitled
as of the date of the Petition.
Pursuant to Section 1123(a)(5) of the Bankruptcy Code, the Debtor
plans to implement the plan using projected future income. In
addition to the use of projected future income, the Debtor's
reorganization is facilitated by cash on deposit in the Debtor's
account. The Debtor anticipates that this cash will be sufficient
to: (a) pay administrative claims and priority claims in full,
other than claims subject to separately agreed payment terms and
tax claims; (b) provide for payments to secured and unsecured
creditors contemplated by this plan; and (c) maintain a sufficient
capital balance for the Debtor to maintain its operations.
Upon the Effective Date, the Debtor is authorized to take all
action permitted by law, including without limitation, to use its
cash and other assets for all purposes provided for in the Plan and
in its business operations, and to borrow funds and to transfer
funds for any legitimate purposes. The Debtor shall make payments
to its creditors under the Plan.
The Plan will be funded by the Cash held by the Debtor as of the
Effective Date, as well as the Debtor's future income. The Debtor
projects that it will have sufficient cash on hand to make the
payments required on the Effective Date, and projects that the net
income received from the Debtor's operations will be sufficient to
make the payments.
A full-text copy of the First Amended Plan dated September 19, 2024
is available at https://urlcurt.com/u?l=4rZ2Ec from
PacerMonitor.com at no charge.
Counsel for the Debtor:
Peter M. Daigle, Esq.
The Law Office of Peter M. Daigle
1550 Falmouth Road, Suite 10
Centerville, MA 02632
Telephone: (508) 771-7444
About Heritaje BNB
Heritaje BNB LLC is a Massachusetts limited liability company that
owns and operates a transportation company, located in Westborough,
Massachusetts.
The Debtor filed Chapter 11 petition (Bankr. D. Mass. Case No.
24-40162) on February 16, 2024. In the petition signed by Oorja
Batra, president, the Debtor disclosed under $1 million in both
assets and liabilities.
Judge Elizabeth D. Katz oversees the case.
The Law Office of Peter M. Daigle represents the Debtor as counsel.
HOMESTEADER FIRST: Seeks to Tap Lansing Roy as Legal Counsel
------------------------------------------------------------
The Homesteader, First Coast Edition, Inc. dba More Than Ink
Printing seeks approval from the U.S. Bankruptcy Court for the
Middle District of Florida to hire Lansing Roy, P.A. as its
counsel.
The firm's services include:
a. advising the Debtor on its rights and duties;
b. preparing pleadings and other court papers related to this
case; including a plan of reorganization;
c. evaluating potential causes of actions the Debtor may have
against other parties and either representing the Debtor in those
actions or coordinating with outside counsel on behalf of the
Debtor; and
d. taking all other necessary action incident to the proper
administration of this case.
The firm will be paid at these rates:
Kevin B. Paysinger $450 per hour
William B. McDaniel $450 per hour
Paralegals $100 per hour
In addition, the firm will receive reimbursement for out-of-pocket
expenses incurred.
The Debtor paid the firm a retainer of $26,738.
William McDaniel, Esq., a partner at Lansing Roy, P.A., disclosed
in a court filing that the firm is a "disinterested person" as the
term is defined in Section 101(14) of the Bankruptcy Code.
The firm can be reached at:
Kevin B. Paysinger, Esq.
William B. McDaniel, Esq.
Lansing Roy, P.A.
1710 Shadowood Lane, Suite 210
Jacksonville, FL 32207
Tel: (904) 391-0030
About The Homesteader, First Coast Edition Inc.
The Homesteader, First Coast Edition Inc., doing business as More
Than Ink Printing, is a commercial printing company in
Jacksonville, Florida.
The Homesteader, First Coast Edition Inc. sought relief under
Subchapter_V of Chapter 11 of the U.S. Bankruptcy Code (Bankr. M.D.
Fla. Case No. 24-03249) on October 25, 2024. In the petition filed
by Aaron Canaday, as vice-president, the Debtor reports estimated
assets and liabilities between $1 million and $10 million each.
Bankruptcy Judge Jason A. Burgess handles the case.
The Debtor is represented by William B McDaniel, Esq. at Lansing
Roy, PA.
HOSPITAL FOR SPECIAL SURGERY: U.S. Trustee Unable to Appoint Panel
------------------------------------------------------------------
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 Hospital for Special Surgery, LLC.
About Hospital for Special Surgery
Hospital for Special Surgery, LLC is a Medicare-certified surgical
specialty hospital in Oklahoma City that specializes in diagnostic,
surgical and rehabilitative services.
Hospital for Special Surgery sought relief under Chapter 11 of the
U.S. Bankruptcy Code (Bankr. W.D. Okla. Case No. 24-12862) on
October 7, 2024, with total assets of $8,285,647 and total
liabilities of $21,797,844. Steve Hockert, chief executive officer,
signed the petition.
Judge Janice D. Loyd oversees the case.
The Debtor is represented by Mark A. Craige, Esq., at Crowe &
Dunlevy.
IBF RETAIL: North Cape Property Sale to Surat Par Realty OK’d
---------------------------------------------------------------
IBF Retail Properties III, LLC, obtained approval from the U.S.
Bankruptcy Court for the Northern District of Texas, Fort Worth
Division, to sell its Property, located at 3221 North Bayshore Rd.,
North Cape May, NJ 08204, free and clear of liens, claims and
encumbrances, to Surat Par Realty Group LLC.
The Debtor has marketed the Property located at 3221 North Bayshore
Rd., North Cape May, NJ 08204, to be sold adequately to yield the
highest and best offer under circumstances.
The Court found that the Debtor has demonstrated good and sound
business reasons and judgment in seeking to sell the Property and
has determined that the buyer, Surat Par Realty Group LLC,
represents the best opportunity for the bankruptcy estate to
realize the highest value possible.
The Court has determined that the Debtor provided adequate notice
of the Motion, the terms of the Contract and the hearing on the
Motion to creditors, holders of liens against the Property, and
parties-in-interest.
The Court held that the consideration offered by the Buyer
constitutes full and adequate consideration and reasonably
equivalent value for the Property.
The Debtor also obtained approval to sell the Property free and
clear of any lien held by CrossTimbers and any other liens, claims,
encumbrances and other interests.
The Court ordered that from the net proceeds of the sale,
CrossTimbers shall be entitled to immediately receive the sum of
$2,300,000, which shall be applied to CrossTimbers’ secured claim
against the Debtor.
The Court also directed that sale shall be closed and the Purchase
Price must be fully funded by the Buyer by no later than 5:00 p.m.
Central Time on November 22, 2024, otherwise, the stay provided by
11 U.S.C. Section 362 shall automatically lift as to CrossTimbers
to allow CrossTimbers to pursue all remedies permitted in
connection with the Property by applicable nonbankruptcy law.
About IBF Retail Properties III, LLC
IBF Retail Properties is a Single Asset Real Estate debtor (as
defined in 11 U.S.C. Section 101(51B)).
IBF Retail Properties III LLC in Fort Worth TX, filed its voluntary
petition for Chapter 11 protection (Bankr. N.D. Tex. Case No.
24-41497) on April 30, 2024, listing as much as $1 million to $10
million in both assets and liabilities. Raheel Bhai as CEO, signed
the petition.
Judge Mark X. Mullin oversees the case.
JOYCE W. LINDAUER ATTORNEY, PLLC, serves as the Debtor's legal
counsel.
ICAHN ENTERPRISES: Moody's Alters Outlook on 'Ba3' CFR to Negative
------------------------------------------------------------------
Moody's Ratings has affirmed Icahn Enterprises L.P.'s (IEP) Ba3
corporate family rating, Ba3 backed senior unsecured debt ratings,
and Ba3-PD probability of default rating. The firm's rating outlook
was changed to negative from stable.
RATINGS RATIONALE
The ratings affirmation reflects IEP's considerable cash reserves
and liquid investment portfolio as well as its strong history as an
activist investor. The ratings are constrained by the firm's
significant market value-based leverage, its concentrated
ownership, and the key-person risk posed by the firm's reliance on
Mr. Carl Icahn, Chairman of the Board and majority unitholder.
First half 2024 Energy segment net income attributable to IEP
dropped by 74% to $57 million, from a year ago. Similarly, reported
EBITDA attributable to IEP during this period decreased by 59% to
$164 million. The primary factors behind this downturn are weaker
refining margins and lower fertilizer prices compared to 2023,
leading to expectations of reduced cash distributions to IEP. This
will exacerbate IEP's already weak interest coverage ratio, which
was 1.5x for the trailing twelve months ended 30 June 2024 and
reflects recurring dividends from operating subsidiaries. Moody's
expect the firm's market value-based leverage of 46% (calculated as
the ratio of net debt to estimated market value of portfolio
assets) to remain elevated given the declining asset valuations of
the segment.
IEP's Investment Funds segment continues to yield weak returns, a
trend that has persisted for several years. Concurrently, an uptick
in redemptions and distributions has eroded the capital available
for the firm to execute its activist investment strategy. In 2023,
Mr. Carl Icahn, redeemed approximately $2 billion from the Funds,
followed by an additional $506 million in redemptions and
distributions as of July 2024. Moreover, Mr. Icahn has increasingly
opted for cash payouts for his depositary unit distributions, a
rare practice historically that weakens IEP's liquidity.
The negative outlook on the ratings is driven by Moody's
expectations of weak profitability within IEP's Energy segment,
ongoing weak investment performance, and heightened demands on the
firm's liquidity sources.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
IEP's ratings are unlikely to be upgraded given the negative
outlook. However, the outlook could be changed back to stable if:
1) the Energy segment's profitability improves such that its
regular dividends are restored or IEP's other operating
subsidiaries contribute meaningful and regular distributions that
diversify its funds from operations; 2) there is a sustained
improvement in the Investment Funds' performance; or 3) the firm
adopts financial policies that maintain the strength of its
liquidity profile and lowers market value-based leverage below 30%
on a sustained basis.
Conversely, IEP's ratings could be downgraded if: 1) market
value-based leverage remains elevated; or 2) there is a significant
depletion of available cash and liquidity resources; or 3) further
reduction in the creditworthiness or valuations of the firm's
principal operating subsidiaries.
The principal methodology used in these ratings was Investment
Holding Companies and Conglomerates published in April 2023.
IHEARTMEDIA INC: Reaches Debt Exchange Agreement With Major Lenders
-------------------------------------------------------------------
iHeartMedia, Inc. announced that it and certain of its subsidiaries
have entered into a Transaction Support Agreement with certain
lenders and holders of iHeartCommunications, Inc.'s outstanding
notes and term loans. The Initial Supporting Holders represent
approximately 80% of the aggregate principal amount of the Existing
Debt, including approximately 77% of the aggregate principal amount
of iHeartCommunications' outstanding senior secured notes due 2026,
79% of the aggregate principal amount of its outstanding senior
secured notes due 2027, 38% of the aggregate principal amount of
its outstanding senior secured notes due 2028, 71% of the aggregate
principal amount of its outstanding senior unsecured notes due
2027, and 92% of the aggregate principal amount of its outstanding
term loans.
The iHeartMedia Parties and the Initial Supporting Holders have
agreed to the terms of, and to support:
(i) exchange offer transactions that will be offered to all holders
of the Existing Debt, consisting of two alternative exchange
transaction structures, each of which will extend the maturity of
the Existing Debt tendered in the exchange offer transactions by
three years, and
(ii) concurrent consent solicitations to amend certain provisions
in the indentures and credit agreement governing the Existing Debt.
In the first transaction structure, if certain thresholds of holder
participation are met, iHeartCommunications will issue new secured
debt in exchange for the Existing Debt held by participating
holders.
Alternatively, if certain thresholds of holder participation are
not met, newly-formed subsidiaries of the Company holding certain
transferred assets and an intercompany note (to be issued by
iHeartMedia + Entertainment, Inc.) will issue new secured debt in
exchange for the Existing Debt held by participating holders.
Completion of either exchange transaction will result in a
strengthened financial position, providing iHeartMedia with
additional flexibility to execute on its strategy and business
initiatives.
Concurrently with entry into the TSA, the Company also entered into
an amendment to its ABL facility to, among other things, permit
both exchange transaction alternatives and other transactions
related to the exchange, amend certain covenants and provisions and
increase the interest rate. The amendments contained in the ABL
Amendment will become effective upon the satisfaction or waiver of
certain conditions, including the consummation of one of the
transactions contemplated by the TSA.
iHeartMedia expects to commence the exchange offer in the near
term.
The Company filed a Form 8-K with the Securities and Exchange
Commission, which contains further details regarding the terms of
the TSA and the related transactions and a copy of the ABL
Amendment. The foregoing descriptions of the TSA and the ABL
Amendment do not purport to be complete and are qualified in their
entirety by reference to the full text of the TSA and the ABL
Amendment.
Simpson Thacher & Bartlett LLP served as counsel and PJT Partners
served as financial advisor to the Company. Simpson Thacher is
advising iHeartMedia, Inc. in connection with the announcement that
it and certain of its subsidiaries have entered into a Transaction
Support Agreement with certain lenders and holders (or their
managers, advisors or sub-advisors) of iHeartCommunications, Inc.'s
outstanding notes and term loans. The Simpson Thacher team is led
by New York-based Partners Patrick Ryan (Banking and Credit) and
Sandy Qusba (Restructuring).
Davis Polk & Wardwell LLP served as counsel and Perella Weinberg
Partners served as financial advisor to an ad hoc group of certain
of the Initial Supporting Holders.
About iHeart Media
iHeartmedia Inc. develops, owns, and operates the iHeart.com
Website, which includes a broad selection of video content posted
along with their stories.
IN HOME PERSONAL: Gets OK to Use Cash Collateral Thru Jan. 7
------------------------------------------------------------
In Home Personal Services, Inc. received interim approval from the
U.S. Bankruptcy Court for the Northern District of Illinois,
Eastern Division to use cash collateral through Jan. 7, 2025.
The interim order approved the use of cash collateral of the U.S.
Small Business Administration solely in accordance with In Home's
projected budget, which reflects its anticipated cumulative
expenses for November and December.
In Home is prohibited from making any payments or distributions
other than those projected in the budget without prior written
consent from SBA, which has a security interest in the healthcare
provider's assets.
SBA will be granted a replacement lien on the assets, including
accounts receivable, inventory, equipment, and the proceeds
thereof, to the extent there is diminution in value of its
collateral.
The next hearing is scheduled for Jan. 7 next year.
About In Home Personal Services
In Home Personal Services Inc. operates a health care business in
Carpentersville, Ill.
In Home Personal Services sought relief under Subchapter V of
Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Ill. Case No.
24-08842) on June 15, 2024, with total assets of $744,226 and total
liabilities of $3,509,818. Michael Collura, president of In Home
Personal Services, signed the petition.
Judge Jacqueline P. Cox oversees the case.
The Debtor tapped James A. Young, Esq., at James Young Law as
bankruptcy counsel and Lois West, CPA, at KRD Accountants Ltd. as
accountant.
INDUSTRIAL RESOURCE: Seeks Bankruptcy Protection
------------------------------------------------
Industrial Resource Services LLC filed Chapter 11 protection in the
Middle District of Pennsylvania. According to court filing, the
Debtor reports between $1 million and $10 million in debt owed to 1
and 49 creditors. The petition states funds will be available to
unsecured creditors.
About Industrial Resource Services
Industrial Resource Services LLC sought relief under Subchapter V
of Chapter 11 of the U.S. Bankruptcy Code (Bankr. M.D. Pa. Case No.
24-02756) on Oct. 25, 2024. In the petition filed by Joseph
Gilchrist, as member, the Debtor estimated assets and liabilities
between $1 million and $10 million each.
Bankruptcy Judge Mark J. Conway handles the case.
The Debtor is represented by:
Robert E. Chernicoff, Esq.
CUNNINGHAM, CHERNICOFF & WARSHAWSKY PC
2320 N. Second St.
Harrisburg, PA 17110
Tel: (717) 238-6570
Email: rec@cclawpc.com
INSPIREMD INC: Rosalind Advisors Holds 9.8% Stake as of Sept. 30
----------------------------------------------------------------
Rosalind Advisors, Inc. disclosed in a Schedule 13G/A Report filed
with the U.S. Securities and Exchange Commission that as of
September 30, 2024, the firm and its affiliated entities --
Rosalind Master Fund LP ("RMF"), Rosalind Opportunities Fund I LP
("ROFI"), Steven Salamon, and Gilad Aharon -- beneficially owned
shares of InspireMD, Inc.'s common shares.
Rosalind Advisors, Inc., Steven Salamon, and Gilad Aharon reported
to beneficially own 2,514,046 shares and 7,438,181 shares of Common
Stock issuable upon exercise of warrants, representing 9.8% of the
25,706,671 shares of common stock outstanding of the Issuer as of
August 5, 2024, in accordance with InspireMD's 10-Q filed on August
5, 2024.
Rosalind Master Fund L.P. is reported to beneficially own 1,962,046
shares of Common Stock and 6,334,181 shares of Common Stock
issuable upon exercise of warrants, representing 7.6%. Rosalind
Opportunities Fund I L.P. beneficially owns 552,000 shares,
1,104,000 shares of Common Stock issuable upon exercise of
warrants, representing 2.2% of the shares outstanding.
Rosalind Master Fund L.P. is the record owner of 1,962,046 shares
of common stock.
Rosalind Advisors, Inc., or the Advisor, is the investment advisor
to RMF and ROFI, and may be deemed to be the beneficial owner of
shares held by RMF and ROFI. Steven Salamon is the portfolio
manager of the Advisor and may be deemed to be the beneficial owner
of shares held by RMF and ROFI. Notwithstanding the foregoing, the
Advisor and Mr. Salamon disclaim beneficial ownership of the
shares.
A full-text copy of Rosalind Advisors' SEC Report is available at:
https://tinyurl.com/2n8uw5r4
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. As of June 30, 2024, InspireMD had $55.7
million in total assets, $8.9 million in total liabilities, and
$46.8 million in total equity.
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.
ISPECIMEN INC: Closes $5M Public Offering of Common Stock, Warrants
-------------------------------------------------------------------
iSpecimen Inc. announced Oct. 31 the closing of its public offering
of approximately $5 million of the Company's common stock and
pre-funded warrants to purchase shares of common stock at a public
offering price of $3.00 per share (minus $0.0001 per pre-funded
warrant). The Company intends to use the proceeds of the offering
for repayment of outstanding debt, potential acquisitions of assets
or investments in businesses, products and technologies and for
marketing and advertising services. The remainder of the proceeds
will be used for working capital purposes.
WestPark Capital, Inc. is acting as the exclusive placement agent
in connection with the offering.
The securities are being offered pursuant to the Company's
registration statement on Form S-1 (File No. 333-282736), initially
filed with the Securities and Exchange Commission on Oct. 18, 2024,
and subsequently declared effective by the SEC on Oct. 29, 2024.
The offering is being made only by means of a prospectus which is a
part of the Registration Statement. A final prospectus relating to
the offering has been filed with the SEC and is available on the
SEC's website at https://www.sec.gov/. Copies of the final
prospectus relating to this offering may be obtained from WestPark
Capital, Inc., 1800 Century Park East, Suite 220, Los Angeles, CA
90067, at 310-843-9300 or jstern@wpcapital.com.
About iSpecimen
Headquartered in Lexington, Massachusetts, iSpecimen --
http://www.ispecimen.com-- offers an online marketplace for human
biospecimens, connecting scientists in commercial and non-profit
organizations with healthcare providers that have access to
patients and specimens needed for medical discovery. Proprietary,
cloud-based technology enables scientists to intuitively search for
specimens and patients across a federated partner network of
hospitals, labs, biobanks, blood centers and other healthcare
organizations.
Boston, Massachusetts-based Wolf & Company, P.C., the Company's
auditor since 2014, issued a "going concern" qualification in its
report dated March 13, 2024, citing that the Company has suffered
recurring losses and negative cash flows from operations and has a
significant accumulated deficit. These conditions raise
substantial doubt about the Company's ability to continue as a
going concern.
IVF ORLANDO: Gets Interim OK to Use Cash Collateral Until Dec. 11
-----------------------------------------------------------------
IVF Orlando, Inc. received interim approval from the U.S.
Bankruptcy Court for the Middle District of Florida, Orlando
Division to use the cash collateral of its secured creditors.
The interim order authorized the company to use cash collateral
until Dec. 11 to pay operating expenses set forth in its projected
budget.
Secured creditors were granted a replacement lien on the company's
post-petition property to the same extent and with the same
validity and priority as their pre-bankruptcy lien.
The next hearing is scheduled for Dec. 11.
About IVF Orlando
IVF Orlando Inc. -- https://theivfcenter.com/ -- is one of the
longest established IVF programs in the Winter Park, Orlando,
Florida area.
IVF Orlando sought relief under Subchapter V of Chapter 11 of the
Bankruptcy Code (Bankr. M.D. Fla. Case No. 24-05475) on October 8,
2024, with $100,000 to $500,000 in assets and $1 million to $10
million in liabilities. L. Todd Budgen, Esq., a practicing attorney
in Longwood, Fla., serves as Subchapter V trustee.
Judge Tiffany P. Geyer handles the case.
The Debtor is represented by Daniel A. Velasquez, Esq., at Latham
Luna Eden & Beaudine, LLP.
JETT HOLDINGS: Case Summary & Two Unsecured Creditors
-----------------------------------------------------
Debtor: Jett Holdings LLC
3536 Rosedale Ave
Dallas TX 75205
Chapter 11 Petition Date: November 6, 2024
Court: United States Bankruptcy Court
Northern District of Texas
Case No.: 24-33612
Judge: Hon. Scott W Everett
Debtor's Counsel: Joyce W. Lindauer, Esq.
JOYCE W. LINDAUER ATTORNEY, PLLC
1412 Main Street, Suite 500
Dallas TX 75202
Tel: (972) 503-4033
Email: joyce@joycelindauer.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Garrett Johnson as member.
A copy of the Debtor's list of two unsecured creditors is available
for free at PacerMonitor.com at:
https://www.pacermonitor.com/view/BWXOZMY/Jett_Holdings_LLC__txnbke-24-33612__0002.0.pdf?mcid=tGE4TAMA
A full-text copy of the petition is available for free at
PacerMonitor.com at:
https://www.pacermonitor.com/view/BKKVK2A/Jett_Holdings_LLC__txnbke-24-33612__0001.0.pdf?mcid=tGE4TAMA
JTRE 14: Seeks Court Approval to Sell Vesey Property
----------------------------------------------------
JTRE 14 Vesey LLC seeks permission from the Bankruptcy Court for
the District of New Jersey to sell its property located at 14 Vesey
Street, New York, subject to higher or better offers, free and
clear of liens, claims, and encumbrances, and other interests.
The Debtor's Property is a unique, historic building that was once
owned by the New York County Lawyers Association, and is known as
the "New York County Lawyers Association Building."
The Property was designed by a famous architect Cass Gilbert in
1930, and was designated as a "Landmark" by New York City in 1965
by the New York Landmark Preservation Commission.
Lender, CPIF MRA LLC, has made three loans totaling a commitment of
up to $28,039,798.80 to the Debtor, that are evidenced by
Acquisition Loan Agreement, Consolidated, Amended and Restated
Promissory Note, Building Loan Agreement, and Promissory Note.
CPIF MRA is the current owner and holder of the loan documents of
the Debtor and holds a pledge of all its issued and outstanding
equity.
CPIF MRA is the owner and holder of the subject first mortgage lien
on the Vesey Property, as well as the other Loan Documents, and is
the successor in interest to Original Lender for all purposes with
respect to the Acquisition Loan and Building Loan.
The Debtor and CPIF MRA tap Cushman Wakefield as its real estate
broker, who has been actively marketing the Property.
The Debtor proposes to receive the greatest value for the Property
and proposes the bidding procedure to be consistent with its
objective of promoting active bidding that will result in the
highest and best offer in the marketplace.
The provisions of the bidding procedure include:
a. Bidding deadline on January 31, 2025 at 3:00 pm ET.
b. Qualifying deposit of 10% due on or before Bid Deadline
c. Auction will be held at the offices of A.Y. Strauss LLC at 290
West Mount Pleasant Avenue, Suite 3260, Livingston, New Jersey, on
December 20, 2024 at
10:00 a.m. (ET).
d. Additional deposit within 2 business days after the Auction
increase the deposit as necessary to an amount equal to 20% of its
final bid at the auction
e. Broker's fee is 2% up to $25 million, 2.5% from $25 million to
$30 million; 3% above $30 million
f. Buyer's premium is the same with broker's fee
g. Only authorized representatives and respective counsel of each
of the Qualified Bidders, and the Debtor shall be permitted to
attend and participate at the
Auction.
h. Only the Qualified Bidders will be entitled to make any
subsequent bids at the Auction.
At the Auction, CPIF MRA, LLC shall be deemed a Qualified Bidder
and have the right to credit bid the allowed amount of the secured
claim at Auction pursuant to Section 363(k) of the Bankruptcy Code
without being required to pay the Deposit.
Each Qualified Bidder shall be required to confirm under oath that
it has not engaged in any collusion with respect to the bidding or
the Auction.
The Bidding shall commence at the amount of the highest and best
Qualified Bids submitted by the Qualified Bidders by the Bid
Deadline.
Qualified Bidders may submit successive bids in increments in
discretion of broker.
The Auction shall continue until there is only one offer that the
Debtor determines, subject to Bankruptcy Court approval, is the
highest and best offer submitted at the Auction from among the
Qualified Bidders. The bidder(s) which submitted such Successful
Bid shall become the Successful Bidder.
The Debtor is required to highlight any extraordinary provisions
such as Sale Free and Clear, Tax Exemption, Requested Findings as
to Fraudulent Conveyance, and Successor Liability.
The Debtor requests that the Court authorize the sale of the
Property free and clear of all liens, claims, encumbrances, and
other interests, including possessory leasehold interests.
About JTRE 14 Vesey LLC
JTRE 14 Vesey LLC owns, in fee simple, the real property at located
at 14 Vesey Street, New York, New York 10007.
The Debtor filed its voluntary petition for relief under Chapter 11
of the Bankruptcy Code (Bankr. D.N.J. Case No. 24-12087) on Feb.
28, 2024, listing $10 million to $50 million in both assets and
liabilities. The petition was signed by David Goldwasser, VP of
Restructuring.
Eric Horn, Esq., at A.Y. Strauss LLC, represents the Debtor as
legal counsel.
JUNK IT PLUS: Court OKs Use of Cash Collateral Until Nov. 14
------------------------------------------------------------
Junk It Plus, LLC received interim approval from the U.S.
Bankruptcy Court for the Middle District of Florida, Orlando
Division to use cash collateral through Nov. 14.
The interim order authorized the company to use cash collateral to
pay expenses, including payments of U.S. Trustee quarterly fees set
forth in its projected budget, with a 10% variance.
Secured creditors, including the U.S. Small Business Administration
and JPMorgan Chase Bank, N.A., will be granted a replacement lien
on the collateral.
The next hearing is scheduled for Nov. 14.
About Junk It Plus
Junk It Plus, LLC sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. M.D. Fla. Case No. 24-05466) on October 8,
2024, with $100,001 to $500,000 in assets and $1 million to $10
million in liabilities. Jerrett McConnell, Esq., at McConnell Law
Group, P.A. serves as Subchapter V trustee.
Judge Grace E. Robson presides over the case.
Jeffrey Ainsworth, Esq., at Bransonlaw, PLLC represents the Debtor
as bankruptcy counsel.
KANSAI INC: Seeks Cash Collateral Access
-----------------------------------------
Kansai Inc., dba American Woodworking Company, asks the U.S.
Bankruptcy Court for the Southern District of Ohio, Western
Division, for authority to use cash collateral and provide adequate
protection.
The Debtor requires the use of cash collateral to pay operating
expenses including payment to vendors and other key constituencies
and pay employees wages.
Huntington National Bank assert an interest in the Debtor's cash
collateral. Since Huntington is the first filed UCC financing
statement against the cash collateral, it stands as first in line.
The total owed to Huntington on this loan is approximately $1.058
million.
Cash collateral consists of $86,219 in cash in the bank and account
receivables.
The Debtor proposes to pay $2,500 per month to the Senior Secured
Lender as adequate protection in addition to guaranteeing a
continuing lien on the assets and any account receivables.
The cash collateral order will be temporary for 30 days from the
date of the entry of an order and may be continued thereafter until
breached by the Debtor or until a plan is confirmed.
A copy of the motion is available at https://urlcurt.com/u?l=L3NJlm
from PacerMonitor.com.
About Kansai, Inc.
Kansai, Inc. is an architectural millwork and metal fabrication
company specializing in custom manufacturing for the hospitality
industry including bars, restaurants, and retail.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. S.D. Ohio Case No. 24-12574) on November 1,
2024. In the petition signed by Mark Barngrover, president, the
Debtor disclosed $167,577 in assets and $2,072,772 in liabilities.
Judge Beth A. Buchanan oversees the case.
Eric W. Goering, Esq., at Goering and Goering, represents the
Debtor as legal counsel.
KARBONX CORP: Reports $771,385 Loss in Q1 2025
----------------------------------------------
Karbon-X Corp. filed with the U.S. Securities and Exchange
Commission its Quarterly Report on Form 10-Q reporting a total
comprehensive loss of $771,385 on $127,429 of total revenues for
the three months ended August 31, 2024, compared to a total
comprehensive loss of $353,225 on $3,758 of total revenues for the
three months ended August 31, 2023.
As of August 31, 2024, the Company had $3,288,372 in total assets,
$139,000 in total liabilities, and $3,149,372 in total
stockholders' equity.
Going Concern
To date, the Company has generated minimal revenues from its
business operations and has incurred operating losses since
inception of $5,742,108. The Company will require additional
funding to meet its ongoing obligations and to fund anticipated
operating losses. The ability of the Company to continue as a going
concern is dependent on raising capital to fund its initial
business plan and ultimately to attain profitable operations.
Accordingly, these factors raise substantial doubt as to the
Company's ability to continue as a going concern. The Company
intends to continue to fund its business by way of private
placements and advances from related parties as may be required.
These financial statements do not include any adjustments relating
to the recoverability and classification of recorded asset amounts
or amounts and classification of liabilities that might result from
this uncertainty.
A full-text copy of the Company's Form 10-Q is available at:
https://tinyurl.com/ysaejp5v
About Karbon-X
Calgary, Canada-based Karbon-X Corp. provides customized
transactional options, tailored insights, and scalable access to
the Verified Emissions Reduction markets.
KENDALLWOOD DRIVE: Voluntary Chapter 11 Case Summary
----------------------------------------------------
Debtor: Kendallwood Drive, LLC
4117 Boca Bay Drive
Dallas, TX 75244
Case No.: 24-33557
Business Description: The Debtor is engaged in activities related
to real estate.
Chapter 11 Petition Date: November 4, 2024
Court: United States Bankruptcy Court
Northern District of Texas
Debtor's Counsel: Robert Buchholz, Esq.
THE LAW OFFICE OF ROBERT W. BUCHHOLZ, P.C.
5220 Spring Valley Road, Suite 618
Dallas, TX 75254
Tel: (214) 754-5500
Email: BOB@ATTORNEYBOB.COM
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Daniel C. Blackburn as president and
chief executive officer.
The Debtor failed to include in the petition a list of its 20
largest unsecured creditors.
A full-text copy of the petition is available for free at
PacerMonitor.com at:
https://www.pacermonitor.com/view/YR2Y6XA/Kendallwood_Drive_LLC__txnbke-24-33557__0001.0.pdf?mcid=tGE4TAMA
LECLAIRRYAN PLLC: 4th Circuit Uncertain on Founder's Tax Liability
------------------------------------------------------------------
Ryan Boysen of Law360 reports that on Oct. 29, 2024, a Fourth
Circuit panel appeared to struggle with a specific contract
interpretation issue that may ultimately decide whether Gary
LeClair, founder of the now-shuttered law firm LeClairRyan PLLC,
could be held responsible for significant tax liabilities tied to
the firm's dissolution.
The judges showed some confusion and hesitancy as they examined the
narrow legal question, which could have substantial financial
implications for LeClair.
About LeClairRyan PLLC
Founded in 1988, LeClairRyan PLLC is a national law firm with 385
attorneys, including 160 shareholders, at its peak. The firm
represented thousands of clients, including individuals and local,
regional, and global businesses.
Following massive defections by its attorneys LeClairRyan, members
of the firm in July 2019 voted to effect a wind-down of the
Debtor's operations.
LeClairRyan PLLC sought Chapter 11 protection (Bankr. E.D. Va. Case
No. 19-bk-34574) on Sept. 3, 2019, to effect the wind-down of its
affairs.
In its Chapter 11 petition, the firm listed a range of 200-999
creditors owed between $10 million and $50 million. The firm
claims assets of $10 million to $50 million.
The Hon. Kevin R Huennekens is the case judge.
Richmond attorneys Tyler Brown and Jason Harbour of Hunton Andrews
Kurth represented LeClairRyan in the case.
Protiviti was the Debtor's financial adviser for the liquidation.
The bankruptcy case was converted to a Chapter 7 liquidation on
Oct. 24, 20219. Lynn L. Tavenner was named a Chapter 7 trustee,and
then Benjamin C. Ackerly, a successor trustee.
Benjamin C. Ackerly retained Tyler P. Brown, Hunton Andrews Kurth
LLP, as counsel for Chapter 7 trustee.
LEITMOTIF SERVICES: Files Emergency Bid to Use Cash Collateral
--------------------------------------------------------------
Leitmotif Services LLC, d/b/a Fluidfreeride LLC, asks the U.S.
Bankruptcy Court for the Southern District of Florida, Miami
Division, for authority to use cash collateral and provide adequate
protection.
The Debtor requires the use of cash collateral to pay critical
vendors.
The Debtor is aware of several creditors that may claim to have a
secured interest in the cash collateral including Corporation
Service Company, as representative; Global Merchant Cash, Inc.;
Kickpay; Ouiby, Inc.; Kalamata Capital Group, WebBank; and
Shopify.com.
The adequate protection to be provided to the Alleged Secured
Creditors for the use of cash collateral includes: i) replacement
liens on the Debtor's future accounts receivable and future
proceeds thereof to the same extent validity and priority that
existed on the Petition Date, if any; and ii) continuing monthly
payments to Webbank in the amount of 14% of gross dollar amount of
sales until further order of the Court.
A copy of the motion is available at https://urlcurt.com/u?l=d5M2mC
from PacerMonitor.com.
About Leitmotif Services LLC
Leitmotif Services LLC is a retailer of a wide selection of
electric scooters. The Debtor is based in Miami, FL with a self
operated service center in Brooklyn, NY, and an expanding network
of service partners.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. S.D. Fla. Case No. 24-21215) on October 28,
2024. In the petition signed by Julian Fernau, chief executive
officer, the Debtor disclosed $1,410,835 in assets and $2,584,500
in liabilities.
LIGHT & WONDER: Fitch Affirms 'BB' LongTerm IDR, Outlook Stable
---------------------------------------------------------------
Fitch Ratings has affirmed the Long-Term Issuer Default Rating
(IDR) of Light & Wonder, Inc. and Light & Wonder International,
Inc. (collectively, LNW) at 'BB'. Fitch has also affirmed LNW's
senior secured debt at 'BBB-' with a Recovery Rating of 'RR1' and
its senior unsecured debt at 'BB'/'RR4'. The Rating Outlook is
Stable.
LNW's rating reflects its top-three gaming supplier status,
conservative leverage profile and robust FCF margin, offset by the
company's high exposure to its traditional gaming segment. Fitch
expects LNW's EBITDA leverage to be sub-3.0x by FYE 2025, with
management having reaffirmed its 2025 consolidated adjusted EBITDA
(AEBITDA) target at $1.4 billion following the recent preliminary
injunction granted to Aristocrat Leisure Limited relating to LNW's
Dragon Train slot games. Fitch also believes that LNW will continue
to make inroads into the competitive social casino market, while
expanding its iGaming business.
The Stable Outlook reflects Fitch's expectation that the company
will persist with the management of a conservative balance sheet,
while maintaining a disciplined capital allocation strategy.
Key Rating Drivers
Growing Digital Presence: LNW generated about a third of its sales
and Fitch-defined EBITDA from its digital segments as of LTM 2Q24,
which have grown at a low-double digit CAGR over the last five
years. Fitch expects LNW to further slowly diversify into the
digital space, helping balance any cash flow variability under its
land-based gaming operations.
SciPlay has been able to continue improving its player
monetization, with Average Revenue per Daily Active Users (ARPDAU)
rising 11.8% yoy to $1.04 at 2Q24, despite Daily Active Users (DAU)
decreasing by about 100,000 to $2.1 million due to turnover. This
improvement, arising from SciPlay's focus on introducing new
content and features, has resulted in a higher payer conversion
rate of 10.5%, and driven its market share to 11.3%. Nevertheless,
SciPlay faces strong competitive pressures, especially within
social gaming, from Aristocrat's Pixel United, along with Playtika
among others.
iGaming has witnessed steady growth, helped by continued momentum
in the U.S. and Canadian wagers processed through LNW's aggregation
platform. However, Fitch expects the cadence of improvement to
soften over the next couple of years as the rate of legalization of
online gaming slows.
Moderately Diversified Product Mix: LNW is a somewhat diversified
gaming supplier with exposure to traditional gaming, iGaming,
social casino and casual mobile gaming. The share of traditional
gaming has declined by 10% from pre-pandemic levels to 64% as of
LTM 2Q24, as the company works on expanding into digital
adjacencies with the traditional slot industry's high-competitive
threats, tepid replacement cycle and unreliable new casino opening
schedule.
SciPlay is a strong revenue driver and now accounts for over a
quarter of LNW's sales, in large part due to its core social casino
business, and has the potential to steadily expand its market
share, should it continue to acquire customers via promotions and
game development and maintain focus on rolling out its
Direct-to-Consumer (DTC) platform.
Conservative Leverage: LNW has been on a clear deleveraging trend
since divesting its lottery and sports businesses in 2Q22, with
EBITDA leverage declining from 4.7x post-divestment to 3.3x in 2Q24
(or 3.0x on a net cash basis within its target net EBITDA leverage
of 2.5x-3.5x).
Fitch-defined EBITDA leverage is expected to be about 2.8x by FYE
2025 as LNW progresses towards its 2025 target supported by
continued revenue growth across all segments and business
optimization, and be in the vicinity of 2.5x over the outer years
of its forecast horizon. Though acquisitions currently fall low on
its priority of capital allocation, LNW has the ability to de-lever
back within the its leverage band quickly, should they push it
outside.
Leading Gaming Supplier: LNW's global ship share has increased from
17% in 2021 to 29% as of 2Q24 and it has maintained a stable North
American gaming operation share of about 19% throughout, as per
Eilers & Krejcik Gaming. This positions the company as a top-three
gaming supplier, on par with International Game Technology plc, and
behind only Aristocrat.
LNW sold around 40,400 slots as of LTM 2Q24 (up 122% since 2021),
largely driven by an increase in casino openings, expansion
activity internationally (in particular Asia and Australia) and
across adjacencies, while its North American installed base
portfolio of about 32,550 units (up 6.7%) has improved due to
growth in its premium games.
Fitch anticipates the industry will continue normalizing in the
near-to-medium term as the post-pandemic pent-up demand in Gross
Gaming Revenues (GGR) abates. LNW has seen its revenue improve not
only due to higher shipment and installations but also due to an
upliftment in the Average Sales Price (ASP) and Average Daily
Revenue (ADR) per unit, aided by the health of the market, growth
in its premium installed base footprint and an ability to share
rising input costs with operators.
Strong FCF Generation: Fitch expects the company's FCF margin to
improve steadily and be around 20% over its rating horizon, in part
due to EBITDA elevation from future market share in the core gaming
space, persistent expansion into adjacent markets and its ability
to keep growing its pipeline of games in the social gaming segment,
along with a relatively stable capex spend. LNW's FCF is robust
relative to the broader gaming industry and in line with other
supplier peers. The company's FCF benefits from management's
preference for share repurchases over dividends and Fitch assumes a
majority of its FCF will to be allocated toward repurchases and
tuck-in acquisitions, with no meaningful debt paydown.
Parent Subsidiary Linkage: Fitch applies the strong subsidiary/weak
parent approach under its Parent and Subsidiary Linkage Rating
Criteria. Fitch views the linkage as strong across the company's
entities given the openness of access and control by the parent and
relative ease of cash movement throughout the structure. Fitch
views the entities on a consolidated basis and the IDRs are
linked.
Derivation Summary
LNW's rating reflects its conservative leverage profile and strong
FCF margin for a gaming supplier and mobile developer. It also has
solid liquidity and a well-established market position both in the
slot machines as well as the digital spaces. LNW is a fairly
diversified gaming supplier, though traditional gaming continues to
account for approximately 65% of its sales, with the remainder from
its iGaming and SciPlay (social casino and hyper-casual gaming)
segments. LNW's leading market position in the slot segment and
greater diversification position it stronger than peer Everi
Holdings Inc. (EVRI; BB-/Rating Watch Positive [RWP]), despite
similar leverage levels.
LNW has a similar business mix as peer Aristocrat Leisure Limited
(ALL; BBB-/Positive), based out of Australia, but ALL has a more
conservative financial policy (target net EBITDA leverage between
1.0x-2.0x) and a premier market position in the gaming space - both
traditional and digital, justifying a stronger rating.
International Game Technology plc (IGT; BB+/RWP) also has a credit
profile similar to LNW's and targets its net EBITDA leverage
between 2.5x-3.5x, but it has the ability to support higher
leverage thanks to meaningful lottery exposure as lottery business
tends to be resilient and less prone to recessionary headwinds and
economic shocks, threats seen elsewhere in the gaming industry,
resulting in favorable characteristics relative to other forms of
gaming such as less cash flow volatility, stable low to
mid-single-digit growth rates and higher profit margins. IGT's and
EVRI's RWP reflect the announced acquisition of IGT's Global Gaming
and PlayDigital segments, along with EVRI, by Apollo Global
Management.
Fitch also views LNW's credit profile to be stronger than Playtika
Holdings Corp.'s (not rated), a pureplay Israeli digital peer that
does not have exposure to the traditional slots, table games, or
systems businesses. On the other hand, Flutter Entertainment plc
(FLTR; BBB-/Stable), a large bookmaker and online gaming company
with major UK, US and Australia presence, is rated two notches
above LNW reflecting its strong business profile among
online-focused gaming and sports-betting operators, supported by a
strong brand and product portfolio and leadership in its core
markets of operations.
LNW's divested lottery business, Scientific Games Holdings LP
(B/Stable), maintains meaningfully higher leverage in the about
7.0x range, which offsets its solid market position in the lottery
industry that generates high margins, durable cashflows and
discretionary FCF.
Key Assumptions
- Total revenue grows in the high single digits over the medium
term, supported by enhancement across all segments, before seeing a
slower pace of improvement during the outer years of its forecast
horizon;
- Segmentally, the gaming business improvement tempers from high
single digits and approaches mid-single digits by 2027, as all
subsegments - gaming operations (both installed bases and ADR),
gaming machine sales (both unit sales and ASP), gaming systems, and
table products - normalize to some extent;
- SciPlay continues its strong growth in the high single digit to
low double digit range as LNW gains market share due to the quality
and volume of its games and it persists with its strategy of
improving monetization by driving average DAU, ARPDAU and payer
conversion rates;
- iGaming revenue growth settles down in the high-single digit
region over the rating period as legalization of online gaming
across jurisdictions moderates;
- Fitch-defined EBITDA margin gradually approaches 41% during the
projection period as the company continues to execute on its
business optimization plans to reach its 2025 AEBITDA target in the
near term, slowly pivots to its DTC platform in the SciPlay segment
over time, and investments in the iGaming space yield result;
- Capex as a percentage of revenue approaches 7% over the forecast
horizon, in line with pre-pandemic levels;
- Capital allocation is balanced between shareholder returns and
tuck-in M&A in the digital space. Fitch assumes share repurchases
are the primary avenue to return capital to shareholders and the $1
billion plan instated in 2Q24 is fully utilized during its
three-year term;
- Debt balance of about $3.9 billion declines modestly due to a
nominal 1% per annum amortization requirement under the term loan;
- Base interest rates assumptions reflect the current SOFR curve.
Recovery Analysis
Fitch applies the generic approach for issuers in the 'BB' rating
category and equalizes the IDR and unsecured debt instrument
ratings when average recovery prospects are present, as per the
Corporates Recovery Ratings and Instrument Ratings Criteria, as
issuers rated 'BB-' and above are too far from default for a
credible default scenario analysis to be generated, and would
likely generate recovery ratings (RR) that are too high across all
instruments.
Where an RR is assigned, the generic approach reflects the relative
instrument rankings and their recoveries, as well as the higher
enterprise valuation of 'BB' ratings in a generic sense for the
most senior instruments.
Considering the IDR of 'BB', the Category 1 first lien senior
secured debt is notched two levels to 'BBB-'/'RR1'.
The unsecured debt is equalized at 'BB'/'RR4'.
RATING SENSITIVITIES
Factors That Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade
- EBITDA leverage sustaining below 3.0x;
- Diversification of EBITDA towards digital, while maintaining
sustained operations in land-based gaming.
Factors that Could, Individually or Collectively, Lead to Negative
Rating Action/Downgrade
- EBITDA leverage sustaining above 4.0x;
- Slots business suffering from market share loss or the
deterioration of operating fundamentals;
- Greater revenue concentration in the more cyclical and hit-driven
casual mobile gaming business.
Liquidity and Debt Structure
Solid Liquidity: As of June 30, 2024, LNW had $321 million of cash
and full access to its $750 million revolving credit facility ($10
million of letters of credit outstanding), which matures in April
2027, compared with a scheduled debt repayment of about $20 million
(or 1%) per annum under its term loan maturing in 2029. LNW's debt
maturity schedule is long-dated and well-laddered, with its various
unsecured notes set to come due in 2028, 2029 and 2031.
Fitch believes the company has ample liquidity, supported by FCF
margin in the mid-to-high teens, to fund continued tuck-in
acquisitions in the mobile segment and drive shareholder returns
primarily in the form of repurchases.
Issuer Profile
Light & Wonder, Inc. is a leading cross-platform global gaming
company with a focus on content and digital markets, operating
under three business segments: Gaming; iGaming for digital gaming
content and services; and SciPlay, its social and casual gaming
market platform.
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
----------- ------ -------- -----
Light and Wonder
International, Inc. LT IDR BB Affirmed BB
senior unsecured LT BB Affirmed RR4 BB
senior secured LT BBB- Affirmed RR1 BBB-
Light & Wonder, Inc. LT IDR BB Affirmed BB
LOVING KINDNESS: In-Home Care Service Provider in Chapter 11
------------------------------------------------------------
Loving Kindness Healthcare Systems LLC filed Chapter 11 protection
in the Western District of Pennsylvania. According to court
documents, the Debtor reports between $1 million and $10 million in
debt owed to 1 and 49 creditors.
The Debtor is an in-home healthcare service provider that has a
principal place of business located at 155 North Craig Street,
Suite 160, Pittsburgh, Pennsylvania 15213. The Debtor leases the
office space from which the business operates.
Presently, the Debtor's employees solely provide in-home care
services. Although the Debtor may be licensed to operate an
in-patient facility, it has not and does not operate a facility.
The Debtor was formed in 2007 and became a Medicaid provider in
2009. The
business is owned by three members, Copa Davis and Kim Davis, who
hold a majority of the member interests as well as Scott Taylor.
About Loving Kindness Healthcare Systems
Loving Kindness Healthcare Systems LLC is a state-licensed Home
Health Care Agency.
Loving Kindness Healthcare Systems LLC sought relief under Chapter
11 of the U.S. Bankruptcy Code (Bankr. W.D. Pa. Case No. 24-22610)
on Oct. 25, 2024. In the petition filed by Copa Davis, as member,
the Debtor estimated assets up to $50,000 and liabilities between
$1 million and $10 million.
The Debtor is represented by:
Robert S. Bernstein, Esq.
BERNSTEIN-BURKLEY, P.C.
601 Grant Street 9th Floor
Pittsburgh, PA 15219
Tel: 412-456-8100
Email: rbernstein@bernsteinlaw.com
LUCKY NUMBER: Seeks to Coldwell Banker as Real Estate Broker
------------------------------------------------------------
Lucky Number Seven, Inc. seeks approval from the U.S. Bankruptcy
Court for the Central District of California to employ Ramona
Rodriguez Mendez of Coldwell Banker Top Team as real estate
broker.
The broker will list, market and assist and provide real estate
brokerage services for the Debtor in selling the real property of
the estate commonly known as 188 West Base Line Street, San
Bernardino, CA 92410.
The broker will receive a commission in the amount of $5,220.
As disclosed in the court filings, the broker and the staff at
Coldwell Banker Top Team are disinterested parties as that term is
defined in section 101(14) of the Bankruptcy Code and possess no
adverse interest to that of Debtor.
The firm can be reached through:
Ramona Rodriguez Mendez
Coldwell Banker Top Team
15348 Central Ave.
Chino, CA 91710
Phone: (909) 287-2222
Email: rrm@coldwellbankertopteam.com
About Lucky Number Seven
Lucky Number Seven, Inc. owns two properties in Bernardino, CA
having a total comparable sale value of $1.07 million.
Lucky Number Seven, Inc. filed its voluntary petition for relief
under Chapter 11 of the Bankruptcy Code (Bankr. C.D. Cal. Case No.
24-15263) on July 2, 2024. In the petition signed by Micaiah James
Ernest Barber, chief executive officer, the Debtor disclosed up to
$10 million in assets and up to $1 million in liabilities.
Anthony O. Egbase, Esq., at A.O.E. Law & Associates, APC serves as
the Debtor's bankruptcy counsel.
LUDLOW HOSPITALITY: Case Summary & Seven Unsecured Creditors
------------------------------------------------------------
Debtor: Ludlow Hospitality, LLC
6001 Hughes Crossing
Suite 150
Franklin, TN 37064
Business Description: The Debtor is a locally owned & operated
restaurant & Lounge serving modern Americana
Cuisine, USDA Prime Steaks, Fresh Seafood,
Oysters, Gumbo & many other everyday
favorites.
Chapter 11 Petition Date: November 6, 2024
Court: United States Bankruptcy Court
Middle District of Tennessee
Case No.: 24-04309
Judge: Hon. Randal S Mashburn
Debtor's Counsel: Keith D. Slocum, Esq.
SLOCUM LAW
370 Mallory Station Road Suite 504
Franklin, TN 37067
Tel: (615) 656-3344
Email: keith@keithslocum.com
Total Assets: $384,055
Total Liabilities: $2,493,829
The petition was signed by Timothy Kohler as member.
A full-text copy of the petition containing, among other items, a
list of the Debtor's seven unsecured creditors is available for
free at PacerMonitor.com at:
https://www.pacermonitor.com/view/ET5XMHQ/Ludlow_Hospitality_LLC__tnmbke-24-04309__0001.0.pdf?mcid=tGE4TAMA
LUMIO HOLDINGS: Zeo Energy Offers $4 Million for Assets
-------------------------------------------------------
James Nani of Bloomberg Law reports that bankrupt residential solar
company Lumio Holdings Inc. has struck a new agreement to sell its
assets to Zeo Energy Corp. after a proposed $100 million credit bid
from White Oak Global Advisors LLC collapsed.
Zeo Energy, a public solar company based in Florida, has offered $4
million for Lumio's assets, along with the assumption of specific
liabilities. Additionally, Zeo will transfer over 6.2 million
shares, valued at approximately $9 million, to White Oak, Lumio's
attorney, Robert J. Dehney of Morris, Nichols, Arsht & Tunnell LLP,
informed the US Bankruptcy Court for the District of Delaware
during a Monday, October 28, 2024, hearing.
About Lumio Holdings
Lumio Holdings, Inc., is a privately-held residential solar
provider in Lehi, Utah, which is fully vertically integrated with a
full suite of photovoltaic solar system sales, installation and
operations.
Lumio Holdings and Lumio HX, Inc. filed Chapter 11 petitions
(Bankr. D. Del. Lead Case No. 24-11916) on Sept. 3, 2024. Jeffrey
T. Varsalone, chief restructuring officer, signed the petitions.
At the time of the filing, the Debtors reported $100 million to
$500 million in both assets and liabilities.
Judge J. Kate Stickles oversees the cases.
The Debtors tapped Morris, Nichols, Arsht & Tunnell, LLP, Houlihan
Lokey Capital, Inc. and C Street Advisory Group as legal counsel,
investment Banker and strategic communications advisor,
respectively. Stretto, Inc., is the claims and noticing agent and
administrative advisor.
MAGNERA CORP: Moody's Ups Rating on $500MM Sr. Secured Notes to B1
------------------------------------------------------------------
Moody's Ratings upgraded Magnera Corporation's $500 million 4.75%
senior secured notes due November 2029 to B1 from Caa1. These notes
were initially issued by Glatfelter Corporation in 2021 and are now
part of Magnera Corporation's capital structure, following the
closure of the reorganization. Magnera's B1 corporate family rating
and all other ratings remain unchanged. The outlook is stable.
At the same time, Moody's withdrew Glatfelter Corporation's
existing B3 corporate family rating (CFR, under review for
upgrade), B3-PD probability of default rating (PDR), SGL-3
Speculative Grade Liquidity Rating and Ba3 rating on the senior
secured first lien revolving credit facility.
The rating action was prompted by the closing of the merger and
spin-off that created Magnera. Glatfelter combined its business
with Berry Global Group Inc.'s (Ba1 stable) health, hygiene and
specialties nonwovens and films (HHNF) and changed its name to
Magnera Corporation. The deal closed on November 4, 2024.
The upgrade of the $500 million 4.75% senior secured notes due
November 2029 reflects the added security to the senior unsecured
notes, originally issued by Glatfelter.
"With the added security, these notes originally issued by
Glatfelter are now pari passu to Magnera's $785 million senior
secured first lien term loan due 2031 and $800 million senior
secured first lien notes due 2031," said Motoki Yanase, VP - Senior
Credit Officer at Moody's Ratings.
RATINGS RATIONALE
Magnera Corporation's B1 CFR reflects the company's leading market
position for polymer and fiber-based products for hygiene, health
care and specialty end markets; geographic diversity with
operations in the Americas, Europe and Asia; long history and
strong R&D partnership with global blue chip consumer packaged
goods companies; and positive free cash flow that Moody's expect
will largely go to debt reduction.
These credit strengths are counterbalanced with the rating
constraints, including elevated financial leverage, which Moody's
expect to trend around 5x debt/EBITDA for the next 12-18 months
after the merger; lower sales for health care products from their
peak during the pandemic with reduced capacity utilization at the
moment; execution risk to integrate Glatfelter's business and
improve profitability; and intense competition in the end markets
in a fragmented industry.
The B1 ratings on Magnera's first lien senior secured notes and its
first lien senior secured term loan, on par with the CFR, reflect
the largest portion of debt in Magnera's debt capital structure.
The senior secured notes and the senior secured term loan are
secured by a first-priority lien on the company's fixed assets, and
a second-priority lien on the security interest in all of the ABL's
collateral. However, the first-lien facilities are only guaranteed
by the company's wholly-owned domestic subsidiaries, which account
for about half of Magnera's total assets.
The stable outlook reflects Moody's expectation that Magnera will
continue to restrain its capital spending to generate free cash
flow, and focus on improving profitability and financial leverage
over the next 12-18 months.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
Moody's could upgrade Magnera's ratings if the company integrates
both companies' businesses, realizes the planned synergies, and
improves profitability and pays down debt. Specifically, Moody's
could upgrade the ratings if debt/EBITDA leverage is sustained
below 4x, EBITDA/interest expense is above 4x, and free cash
flow/debt improves to above 5%.
Moody's could downgrade the ratings if the company loses its
customers and fails to expand its business, leading to weaker
credit metrics and liquidity. Specifically, Moody's could downgrade
the ratings if debt/EBITDA remains above 5x, EBITDA/interest is
below 3x, and free cash flow remains negative.
The principal methodology used in these ratings was Packaging
Manufacturers: Metal, Glass and Plastic Containers published in
December 2021.
Magnera Corporation is a manufacturer of specialty materials based
on nonwoven fibers and films. Its major products include sanitary
wipes, diapers for babies and adults, feminine hygiene products,
food and beverage filtration papers, facial masks and filtration
media, medical gowns and drapes, surgical towels, and wall cover.
The company also manufactures specialty products for industrial
usage such as flexible intermediate bulk container (FIBC) bags,
geotextiles and cable wrap. Moody's expect the company to be listed
on the New York Stock Exchange. Pro forma revenue for the combined
business for the 12 months that ended June 2024 was about $3.5
billion.
MBMG HOLDING: U.S. Trustee Unable to Appoint Committee
------------------------------------------------------
The U.S. Trustee for Region 21, until further notice, will not
appoint an official committee of unsecured creditors in the Chapter
11 case of MBMG Holding, LLC, according to court dockets.
About MBMG Holding
MBMG Holding, LLC and its affiliates are an independent primary
care and integrated physician group focused on value-based,
multi-specialty healthcare services. The Debtors deliver health and
wellness services to approximately 35,000 patients across 26
primary care centers in Florida, with half of those centers being
in Miami-Dade County. In addition to primary care services, the
Debtors provide several in-house and ancillary support services to
patients, including dental, vision, in-home, telehealth, case
management, podiatry, chiropractic, pain management, lab, x-ray,
and transportation services, and operate wellness centers that
provide meal support and social activities.
MBMG Holding, LLC and its affiliates commenced voluntary Chapter 11
proceedings (Bankr. S.D. Fla. Lead Case No. 24-20576) on Oct. 13,
2024. In the petitions signed by Nicholas K. Campbell, chief
restructuring officer, MBMG Holding disclosed up to $50,000 in
assets and up to $500 million in liabilities.
Judge Corali Lopez-Castro oversees the cases.
The Debtors tapped Berger Singerman LLP as legal counsel; Meru, LLC
as restructuring advisor; and Oppenheimer & Co. Inc. as investment
banker. Epiq Corporate Restructuring, LLC is the claims agent.
MDM RESTORATION: Kicks Off Subchapter V Bankruptcy Proceeding
-------------------------------------------------------------
MDM Restoration Inc. filed Chapter 11 protection in the Eastern
District of Virginia. According to court filing, the Debtor reports
$1,075,612 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 22, 2024 at 2:00 p.m. at Alexandria division (11): Office
of the U.S. Trustee, Telephonic meeting.
About MDM Restoration Inc.
MDM Restoration Inc. helps those who need disaster recovery and
building restoration services, whether with fire damage and smoke
removal or storm and wind damage.
MDM Restoration Inc. sought relief under Subchapter V of Chapter 11
of the U.S. Bankruptcy Code (Bankr. E.D. Va. Case No. 24-11984) on
October 25, 2024. In the petition filed by Roberto Antonio Fuenttes
Ventura, as director/owner, the Debtor reports total assets of
$72,179 and total liabilities of $1,075,612.
The Debtor is represented by:
Richard G. Hall, Esq.
RICHARD HALL
601 King Street
Suite 301
Alexandria, VA 22314
Tel: (703) 256-7159
E-mail: richard.hall33@verizon.net
MEDEX LLC: Claims to be Paid From Consulting Income
---------------------------------------------------
MedEx LLC filed with the U.S. Bankruptcy Court for the Northern
District of Mississippi a Subchapter V Plan of Reorganization dated
September 19, 2024.
The primary function of the Debtor is as a consultant and operating
entity for urgent care clinics that have been operated by related
entities for a number of years.
The Debtor is part of a larger network of operating urgent care
clinics and related support entities, all of which are owned,
managed and/or operated by John and/or Samantha Logan (husband and
wife). In addition, there is a somewhat related entity that has
also filed Chapter 11. The entity is MedPlus Urgent Clinic, LLC and
it has been assigned Case Number 24-11163-SDM.
The only regular source of income, currently, for the Debtor is
consulting fees it receives for consulting and managing the related
operations at Starkville and New Albany and the urgent care clinics
located in those cities.
The Debtor is optimistic that its consulting income will increase,
substantially, once it obtains possession and management of the
Fulton urgent care facility, but, as previously stated, that has
not yet occurred and apparently will require some additional
litigation to effect what the Debtor understands to be the
appellate court's order requiring possession and operation of that
facility to be returned to the Debtor.
The Debtor is relatively confident that confirmation in this case
will not occur for some period of time in the future, pending all
of these other developments with respect to the return of the
Fulton clinic, or not, to the Debtor. Accordingly, it does not have
an extensive analysis of its projected disposable income because
that will change significantly if it receives possession and
management of the Fulton urgent care clinic.
Class 4 consists of General, Unsecured Creditors. General,
Unsecured Creditors will receive the Debtor's projected disposable
income over the life of the Plan.
The Debtor's equity security holder will maintain his ownership of
the Debtor.
The Plan will be funded from consulting fees for the Starkville and
New Albany urgent care facilities and consulting and management
fees for the Fulton clinic, if the Debtor receives it back.
A full-text copy of the Subchapter V Plan dated September 19, 2024
is available at https://urlcurt.com/u?l=N0duVp from
PacerMonitor.com at no charge.
Counsel to the Debtor:
Craig M. Ceno
Law Offices of Craig M. Ceno, PLLC
587 Highland Colony Parkway
Ridgeland, MC 39157
Tel: (601) 427-0048
Fax: (601) 427-0050
Email: cmgeno@cmgenolaw.com
About Medex LLC
MedEx, LLC, a company in Saltillo, Miss., filed its voluntary
petition for Chapter 11 protection (Bankr. N.D. Miss. Case No.
24-11781) on June 21, 2024, listing as much as $1 million to $10
million in both assets and liabilities. John Logan, managing
member, signed the petition.
The Law Offices of Craig M. GenoENO, PLLC serve as the Debtor's
bankruptcy counsel.
MEGNA PACIFIC: Unsecured Creditors to be Paid in Full in Plan
-------------------------------------------------------------
Megna Pacific Dreams at Oxnard Shores, Inc., filed with the U.S.
Bankruptcy Court for the Central District of California a
Disclosure Statement describing Chapter 11 Plan dated September 20,
2024.
The Debtor is a California corporation formed on January 2, 2020.
It is 100% owned by Mahmud Ulkarim ("Mr. Ulkarim"). Debtor owns
real property located at 860 Mandalay Beach Road, Oxnard, CA 93035
(the "Property").
The Property was scheduled at a value of $2,500,000, with other
assets of the estate consisting of cash. The principal liability of
the estate secured by the Property is a note in favor of
Wilmington. Wilmington filed a Proof of Claim on July 2, 2024,
stating a claim of $2,174,168.95 secured by the Property. The other
liabilities of the estate consist of taxes to the FTB of $5,072.68
(pursuant to Proof of Claim filed May 31, 2024).
Class 4 consists of general unsecured claims (claims that are not
entitled to priority under the Bankruptcy Code and that are not
secured by collateral). No unsecured claim was scheduled. The FTB
filed a proof of claim for $700.35 (Claim 3). This claim will be
paid in full by Debtor on the Effective Date or as soon thereafter
as practical. This claim is unimpaired, and is therefore not
entitled to vote on the Plan.
Class 5 consists of Interest Holders. Debtor is a corporation;
therefore, "interests" means corporate stock. 100% of the interests
in Debtor are owned by Mahmud Ulkarim. No distribution to or change
to that interest is provided by the Plan. Accordingly, the Class 5
interest holder is unimpaired and not entitled to vote on the
Plan.
This Plan will be funded by payments to Debtor from future net
income derived from its ongoing short-term property rental business
as well as capital infusions from Debtor's principal for any months
that Debtor's net income is not sufficient to cover payments
required by the Plan.
The Debtor previously rented out the Property on a short-term basis
through Airbnb, but stopped doing so to be able to market the
Property for sale. However, the Property has not sold. Debtor has
determined that by reverting to its prior business model,
short-term rentals, Debtor will be able to generate sufficient cash
flow to be able to make the payments to Wilmington (a total of
$17,175 per month) and pay the expenses of operating the Property.
To the extent that the Property does not generate sufficient
revenue in any month to be able to make the monthly payments, the
shortfall will be contributed by Mr. Ulkarim.
The Debtor will also seek a suitable buyer for a post-confirmation
sale of the Property, for an amount sufficient to satisfy all
allowed claims. If by the end of the repayment term to Wilmington
(five years after the Effective Date) Debtor has not sold the
Property, Debtor will refinance it.
A full-text copy of the Disclosure Statement dated September 20,
2024 is available at https://urlcurt.com/u?l=wtHta3 from
PacerMonitor.com at no charge.
Counsel for the Debtor:
Mark T. Young, Esq.
Young & Williams LLP
25152 Springfield Court, Suite 345
Valencia, CA 91355-1081
Telephone: (661) 259-9000
Facsimile: (661) 554-7088
E-mail: myoung@dywlaw.com
About Megna
Megna Pacific Dreams at Oxnard Shores, Inc. owns a single family
residence located at 860 Mandalay Beach Road, Oxnard, Calif.
Megna filed Chapter 11 petition (Bankr. C.D. Calif. Case No.
24-10647) on April 22, 2024, with $1 million to $10 million in both
assets and liabilities.
Judge Martin R. Barash oversees the case.
Young & Williams, LLP is the Debtor's legal counsel.
MEGNA REAL ESTATE: Amends Unsecured Claims Pay Details
------------------------------------------------------
Megna Real Estate Investments, Inc., submitted a First Amended
Disclosure Statement describing Chapter 11 Plan dated September 20,
2024.
The Debtor believes that the Plan is feasible because Debtor has
sufficient cash to make all distributions due on the Effective
Date.
Class 4 consist of unsecured claims (that are not entitled to
priority under the Bankruptcy Code). One unsecured claim was
scheduled: Mike Corrales for $2,175.00. Two proofs of claim for
general unsecured claims were filed: the FTB for $208.93 and Lynn
Arthur for $165,264.66.
These three claims will be paid partially on a pro rata basis on
the Effective Date or soon thereafter as practical as follows; Mike
Corrales will be paid a total of $354.56, the FTB will be paid
$27.27, and Lynn Arthur will be paid a total of $26,892.03. These
claims are impaired and therefore entitled to vote on the plan.
Class 5 consists of Interest Holder. Debtor is a corporation;
therefore, "interests" means corporate stock. 100% of the interests
in Debtor are owned by Mahmud Ulkarim. No distribution to or change
to that interest is provided by the Plan. Accordingly, the Class 5
interest holder is unimpaired and not entitled to vote on the Plan.
Because all allowed claims will be paid on the Effective Date, Mr.
Ulkarim will be entitled to maintain his interest in MREI.
The Debtor has cash on deposit in debtor-in-possession ("DIP")
accounts as of May 31, 2024, as follows: Wells Fargo (Main DIP
Account) of $28,200.87 and Wells Fargo (Sale Proceeds DIP Account)
of $484,309.06.
Payments under the Plan will be made out of such cash on hand.
Additional payments on administrative expenses which have not yet
been approved will be paid after the Effective Date upon Court
approval.
A full-text copy of the First Amended Disclosure Statement dated
September 20, 2024 is available at https://urlcurt.com/u?l=dIzruv
from PacerMonitor.com at no charge.
Counsel to the Debtor:
Mark T. Young, Esq.
Taylor F. Williams, Esq.
Young & Williams LLP
25152 Springfield Court, Suite 345
Valencia, CA 91355-1081
Telephone: (661) 259-9000
Facsimile: (661) 554-7088
Email: myoung@dywlaw.com
twilliams@dywlaw.com
About Megna Real Estate
Megna Real Estate Investments, Inc. owns a single-family residence
located at 705 Yarmouth Road, Palos Verdes, Estates, Calif., valued
at $2.5 million.
Megna Real Estate Investments filed a Chapter 11 petition (Bankr.
C.D. Calif. Case No. 23-10809) on June 12, 2023, with $2,509,232 in
assets and $6,625,582 in liabilities. John-Patrick Fritz has been
appointed as Subchapter V trustee.
Judge Martin R. Barash oversees the case.
Donahoe Young & Williams, LLP is the Debtor's legal counsel.
MIGHTY MOVE Seeks Chapter 7 Liquidation
---------------------------------------
Kirk O'Neill of The Street reports that Illinois shipping company
Mighty Move Transportation, previously operating with 70 power
units and 75 drivers, filed for Chapter 7 liquidation on October
24, 2024, in the U.S. Bankruptcy Court for the Northern District of
Illinois, marking its official closure.
According to The Street, the Dolton, Illinois-based debtor did not
disclose a reason for its Chapter 7 filing but is facing two breach
of contract lawsuits, one initiated by Apollo Funding in September
and another by DMKA LLC, also known as The Smarter Merchant, in
October, as reported by FreightWaves. All lawsuits against the
company are currently under an automatic stay.
Mighty Move Transportation, which began operations five years ago,
specialized in hauling general freight, beverages, paper products,
as well as liquids and gases. In addition to its Dolton
headquarters, the company operated a facility in Fort Wayne,
Indiana, reports The Street.
The debtor reported assets totaling up to $50,000 and liabilities
between $500,000 and $1 million, including around $194,000 owed to
RTR Recovery in New York, over $113,000 to The Fundworks in Salt
Lake City, and upwards of $102,000 to Apollo Funding in East
Rochester, New York. Between January 1 and October 24, Mighty Move
Transportation generated about $2.3 million in revenue, following
$4.5 million in 2023 and $4.7 million in 2022, the report relays.
About Mighty Move Transportation
Mighty Move Transportation is an Illinois shipping company.
Mighty Move Transportation sought relief under Chapter 7 of the
U.S. Bankruptcy Code (Bankr. N.D. Ill. Case No. 24-15976) on
October 24, 2024.
Bankruptcy Judge Calendar Abg handles the case.
The Debtor's counsel is Charles L. Magerski of Clm Law Group, P.C.
MILAN SAI: Case Summary & Seven Unsecured Creditors
---------------------------------------------------
Debtor: Milan Sai Joint Venture, LLC
d/b/a Super 8
3432 IH-20
Stanton TX 79782
Business Description: The Debtor is part of the traveler
accommodation industry.
Chapter 11 Petition Date: November 4, 2024
Court: United States Bankruptcy Court
Northern District of Texas
Case No.: 24-33560
Judge: Hon. Michelle V Larson
Debtor's Counsel: Joyce W. Lindauer, Esq.
JOYCE W. LINDAUER ATTORNEY, PLLC
1412 Main Street, Suite 500
Dallas TX 75202
Tel: (972) 503-4033
Email: joyce@joycelindauer.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Sunil Kumar Patel as managing member.
A copy of the Debtor's list of seven unsecured creditors is
available for free at PacerMonitor.com at:
https://www.pacermonitor.com/view/L5FTSYI/Milan_Sai_Joint_Venture_LLC__txnbke-24-33560__0002.0.pdf?mcid=tGE4TAMA
A full-text copy of the petition is available for free at
PacerMonitor.com at:
https://www.pacermonitor.com/view/LTV4SNY/Milan_Sai_Joint_Venture_LLC__txnbke-24-33560__0001.0.pdf?mcid=tGE4TAMA
MIMS AND SON: Taps William G. Haeberle CPA as Accountant
--------------------------------------------------------
Mims and Son Construction, LLC seeks approval from the U.S.
Bankruptcy Court for the Middle District of Florida to employ
William G. Haeberle, CPA, LLC.
The Debtor requires an accountant to prepare its monthly operating
reports and provide other services.
The firm will be paid $200 per month for the monthly operating
reports and a retainer fee of $1,500.
As disclosed in court filings, William G. Haeberle, CPA is a
"disinterested person" within the meaning of Section 101(14) of the
Bankruptcy Code.
The firm can be reached through:
William G. Haeberle, CPA
William G. Haeberle, CPA, LLC
4446-1A Hendricks Ave. #245
Jacksonville, FL 32207
About Mims and Son Construction, LLC
Mims and Son Construction, LLC, filed a Chapter 11 bankruptcy
petition (Bankr. M.D. Fla. Case No. 24-02800) on Sept. 13, 2024,
disclosing under $1 million in both assets and liabilities. The
Debtor is represented by LAW OFFICES OF MICKER & MICKLER, LLP.
MIRACLE RESTAURANT: Gets OK to Use Cash Collateral Until Nov. 20
----------------------------------------------------------------
Miracle Restaurant Group, LLC received fifth interim approval from
the U.S. Bankruptcy Court for the Eastern District of Louisiana to
use cash collateral until Nov. 20.
The company can use funds in its bank account and cash from
operations based on its projected budget, with a 15% flexibility
per line item.
Creditors with a security interest in cash collateral were granted
replacement liens on the company's assets, including inventory,
accounts receivable and employee retention tax credit claims, to
the same extent and with the same validity and priority as their
pre-bankruptcy liens.
Secured creditors were also granted a superpriority administrative
claim to protect against any loss in value of their collateral.
Meanwhile, First Franchise Capital Corporation, one of the secured
creditors, will receive a monthly payment of $14,062, as set forth
in the budget.
A final hearing on the motion is scheduled for Nov. 19.
About Miracle Restaurant Group
Miracle Restaurant Group, LLC owns and operates a fast-food
restaurant in Covington, La.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. E.D. La. Case No. 24-11158) on June 20,
2024, with $1 million to $10 million in both assets and
liabilities. Dwayne Murray, Esq., at Murray & Murray, LLC, serves
as Subchapter V trustee.
Judge Meredith S. Grabill presides over the case.
The Debtor tapped Douglas S. Draper, Esq., at Heller, Draper &
Horn, LLC as legal counsel and Peak Franchise Capital, LLC as
financial advisor.
MODE MOBILE: Financial Strain Raises Going Concern Doubt
--------------------------------------------------------
Mode Mobile, Inc. disclosed in its Form 1-SA filed with the U.S.
Securities and Exchange Commission for the fiscal semiannual period
ended June 30, 2024, that substantial doubt exists about its
ability to continue as a going concern.
According to the Company, it has net cash used in operating
activities of $1,799,987 and $1,853,871 for the six months ended
June 30, 2024, and 2023, respectively, and reported a net loss of
1,936,620 and 2,130,934 for the six months ended June 30, 2024, and
2023, respectively. As of June 30, 2024, the Company had an
accumulated deficit of $6,255,100. These factors, among others,
raise substantial doubt about the Company's ability to continue as
a going concern.
The Company's ability to continue as a going concern for the next
12 months is dependent upon its ability to generate sufficient cash
flows from operations to meet its obligations, which it has not
been able to accomplish to date, and/or to obtain additional
capital financing. No assurance can be given that the Company will
be successful in these efforts.
A full-text copy of the Company's Form 1-SA is available at:
https://tinyurl.com/ytm8pbk4
About Mode Mobile, Inc.
Mode Mobile, Inc. is a technology company that operates the Mode
EarnOS enabling users the ability to earn rewards on a single
platform for interacting with digital content on their smartphones.
The Company also offers the Mode EarnPhone, a smartphone embedded
with the Company's EarnOS software for a more integrated and
enhanced earnings experience.
As of June 30, 2024, the Company has $5,259,234 in total assets,
$2,128,169 in total liabilities, and $3,131,065 in total
stockholders' equity.
MOORE MEDICAL: Gets Interim Approval to Use Cash Collateral
-----------------------------------------------------------
Moore Medical Group, Inc. received interim approval from the U.S.
Bankruptcy Court for the Middle District of Florida, Orlando
Division to use the cash collateral of its secured creditors.
The interim order authorized Moore Medical Group to use cash
collateral for necessary expenses, including payments to the
Subchapter V trustee, operating expenses set forth in its projected
budget, and additional amount not to exceed 10% per line item.
The U.S. Small Business Administration and other secured creditors
will have post-petition lien on cash collateral to the same extent
and with the same validity and priority as their pre-bankruptcy
lien.
The next hearing is scheduled for Nov. 14.
About Moore Medical Group
Moore Medical Group, Inc., a company in Lake Mary, Fla., filed a
petition under Chapter 11, Subchapter V of the Bankruptcy Code
(Bankr. M.D. Fla. Case No. 24-05162) on Sept. 24, 2024, listing
$481,336 in assets and $2,762,511 in liabilities. L. Todd Budgen,
Esq., a practicing attorney in Longwood, Fla., serves as Subchapter
V trustee.
Judge Grace E. Robson oversees the case.
David Jennis, PA serves as the Debtor's legal counsel.
MSHINGES.COM: Seeks to Hire Larson & Zirzow as Bankruptcy Counsel
-----------------------------------------------------------------
MSHINGES.COM seeks approval from the U.S. Bankruptcy Court for the
District of Nevada to hire Larson & Zirzow, LLC as its bankruptcy
counsel.
The firm's services include:
(a) prepare on behalf of the Debtor all necessary or
appropriate legal papers in connection with the administration of
its bankruptcy estate;
(b) take all necessary or appropriate actions in connection
with a plan of reorganization and all related documents, and such
further actions as may be required in connection with the
administration of the Debtor's estate;
(c) take all necessary actions to protect and preserve the
Debtor's estate; and
(d) perform all other necessary legal services in connection
with the prosecution of the Chapter 11 case.
The firm will be paid at these hourly rates:
Matthew Zirzow, Principal $650
Benjamin Chamblis, Associate Attorney $450
Patricia Huelsman, Paralegal $295
In addition, the firm will seek reimbursement for expenses
incurred.
The firm received a total pre-petition retainer in the amount of
$40,000.
Mr. Zirzow disclosed in a court filing that the firm is a
"disinterested person" as the term is defined in Section 101(14) of
the Bankruptcy Code.
The firm can be reached through:
Matthew C. Zirzow, Esq.
Larson & Zirzow, LLC
850 E. Bonneville Ave.
Las Vegas, NV 89101
Telephone: (702) 382-1170
Facsimile: (702) 382-1169
Email: mzirzow@lzlawnv.com
About MSHINGES.COM
MSHINGES.COM -- https://www.mshinges.com -- doing business as
Aerospace Machine & Supply, is an aerospace company in Nevada.
MSHINGES.COM sought relief under Chapter 11 of the U.S. Bankruptcy
Code (Bankr. D. Nev. Case No. 24-15588) on October 25, 2024. In the
petition filed by Douglas B. Silva, as president, the Debtor
reports estimated assets and liabilities between $1 million and $10
million each.
Bankruptcy Judge August B. Landis handles the case.
The Debtor is represented by Matthew C. Zirzow, Esq. at LARSON AND
ZIRZOW, LLC.
NS8 INC: Trustee Wants $173-Mil. from Former Exec. for Fraud
------------------------------------------------------------
Clara Geoghegan of Law360 Bankruptcy Authority reports that the
litigation trustee for NS8 Inc.'s Chapter 11 estate has requested
that the Delaware bankruptcy court require the company's co-founder
and former CEO to return nearly $23 million he received from the
now-defunct cybersecurity firm and pay $150 million in damages.
This action is due to years of alleged fraudulent activities that
ultimately drove the company into bankruptcy.
About NS8 Inc.
Las Vegas-based NS8 Inc. -- https://www.ns8.com/ -- is a developer
of a comprehensive fraud prevention platform that combines
behavioral analytics, real-time scoring, and global monitoring to
help businesses minimize risk.
NS8 sought Chapter 11 protection (Bankr. D. Del. Case No. 20-12702)
on Oct. 27, 2020. The petition was signed by Daniel P. Wikel, the
chief restructuring officer.
The Debtor was estimated to have $10 million to $50 million in
assets and $100 million to $500 million in liabilities at the time
of the filing.
The Hon. Christopher S. Sontchi is the case judge.
The Debtor tapped Blank Rome LLP and Cooley LLP as its legal
counsel, and FTI Consulting Inc. as its financial advisor. Stretto
is the claims agent.
* * *
The company changed its name to Cyber Litigation after it sold
substantially all of its assets to Codium Software LLC in December
2020. In March 2022, Cyber Litigation won approval of its plan to
pay a total of at least $38 million to defrauded investors.
NUZEE INC: Changes Name to CIMG Inc., Trading Symbol to IMG
-----------------------------------------------------------
NUZEE, INC. announced on October 28, 2024, that the Company has
filed with the Secretary of State of the State of Nevada a
Certificate of Amendment to its Articles of Incorporation to change
its corporate name from Nuzee, Inc. to CIMG Inc., effective October
31, 2024. In addition, the Company will change its trading symbol
from "NUZE" to "IMG," effective October 31, 2024.
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.
Nuzee reported a net loss of $8.75 million for the year ended Sept.
30, 2023, compared to a net loss of $11.80 million for the year
ended Sept. 30, 2022. As of June 30, 2024, Nuzee had $2.75 million
in total assets, $2.94 million in total liabilities, and a total
stockholders' deficit of $193,613.
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. The Company's continued existence is
dependent upon management's ability to develop profitable
operations and to raise additional capital for the further
development and marketing of the Company's products and business."
OAKLAND DIOCESE: Submits Over $117M Abuse Settlement Proposal
-------------------------------------------------------------
Jakob Rodgers of The Mercury News reports that the Diocese of
Oakland has put forward a settlement proposal of more than $117
million for clergy sex abuse cases, but victims' attorneys have
criticized it, calling it "a scam and a sham."
The Diocese of Oakland has proposed a trust worth over $117 million
to settle hundreds of lawsuits involving allegations of clergy
sexual abuse spanning decades. Filed as part of a reorganization
plan late Friday, the proposal seeks to facilitate the diocese's
exit from Chapter 11 bankruptcy and address around 350 lawsuits.
The trust would be funded gradually and include the title to a
Livermore property, which could add tens of millions to the
victims' compensation fund.
Victims' attorneys criticized the proposal, calling it "a scam and
a sham" and accusing the diocese of downplaying its assets to limit
payouts. If accepted, the payout would be significantly lower than
the $880 million settlement the Archdiocese of Los Angeles reached
with more than 1,350 plaintiffs last month.
Attorney Rick Simons, representing numerous victims, described the
proposal as a "cram-down plan," arguing the diocese is trying to
enforce terms without survivors' agreement. "This is a clear
attempt to shield their assets and reduce their liabilities,"
Simons said, calling the proposed amounts "pathetic."
The Diocese of Oakland responded on its website, stating the plan
provides "just and equitable compensation," with an estimated
increase in trust value by $43 million to $81 million from the
Livermore property. The diocese also offered to transfer all rights
to its insurance policies to the trust, potentially enabling
victims to pursue additional compensation from its insurers.
"We understand that no financial sum can fully make up for the
suffering of survivors," stated Bishop Michael C. Barber in the
diocese's announcement. "With this in mind, we believe the plan
provides fair and just compensation to survivors and enables the
Diocese of Oakland to move forward in spreading the Gospel and
supporting both the faithful and the poor."
This proposed settlement comes in response to a recent wave of
lawsuits, made possible by a now-closed, three-year window allowing
cases that had previously expired due to the statute of
limitations. Many lawsuits allege abuse dating back decades by
priests who were reportedly allowed to continue harming
parishioners unchecked.
Several months after the special filing window closed in late 2023,
the diocese filed for Chapter 11 bankruptcy protection, drawing
immediate criticism from abuse survivors and their attorneys. This
move temporarily halted the lawsuits as a bankruptcy judge reviewed
the diocese's financial situation and assets.
Dan McNevin, a survivor from Alameda County, referred to the
bankruptcy filing as "another form of cover-up." His lawsuit,
settled around 20 years ago for an average of $1 million—far
higher than the diocese's current offer when adjusted for
inflation—was one of 56 cases resolved at that time.
In its filing on Friday, November 8, 2024, the diocese proposed the
creation of a "Survivor’s Trust," which would consist of $103
million from the diocese, $14.25 million from the Roman Catholic
Welfare Corporation/Schools, and the title to a Livermore property,
transferred "as-is." The property, originally designated for a high
school, remains unused.
The trust would be funded over several years, starting with an
initial payment of $65 million and adding $10 million to $13
million annually. The plan was submitted on the final day the
diocese could file a reorganization plan exclusively. The diocese
said it would raise the necessary funds through loans, cash, and
property sales, although it provided few details.
In an October message to parishioners, Bishop Barber expressed hope
that survivors would recognize the diocese's efforts to provide
"fair and equitable" compensation.
However, victim attorneys argued that delaying full funding of the
trust could diminish its value due to inflation, potentially
shortchanging those harmed by the church. They also questioned the
diocese's financial transparency.
The attorneys also suggested the diocese sell off more of its
valuable real estate holdings, which greatly exceed the proposed
settlement. Jeff Anderson, representing over 100 victims, proposed
starting with parishes that no longer have priests.
"They are putting their own interests ahead of those they’ve
hurt," said Jennifer Stein, an attorney for several survivors.
"They have the resources to pay much more but continue to
prioritize their own needs over the victims they should be
supporting."
About Roman Catholic Bishop Of Oakland
The Roman Catholic Bishop of Oakland, a tax-exempt religious
organization, sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. N.D. Cal. Case No. 23-40523) on May 8,
2023. In the petition signed by Bishop Michael Charles Barber, the
Debtor disclosed $100 million to $500 million in both assets and
liabilities.
Judge William J. Lafferty oversees the case.
The Debtor tapped Foley & Lardner LLP as legal counsel and Alvarez
& Marsal North America, LLC as restructuring advisor. Kurtzman
Carson Consultants LLC is the Debtors' claims and noticing agent
and administrative advisor.
The U.S. Trustee for Region 17 appointed an official committee to
represent unsecured creditors in the Debtor's Chapter 11 case. The
committee tapped Lowenstein Sandler, LLP as bankruptcy counsel;
Burns Bair LLP as special insurance counsel; and Berkeley Research
Group, LLC as financial advisor.
OCEANWIDE PLAZA: Hires Littler Mendelson as Employment Counsel
--------------------------------------------------------------
Oceanwide Plaza LLC seeks approval from the U.S. Bankruptcy Court
for the Central District of California to employ Littler Mendelson
P.C. as special employment counsel.
The firm's services include:
(a) representing the Debtor in connection with the existing
employment and benefit issues; and
(b) representing the Debtor in connection with any future
employment and benefit issues.
Littler's current hourly rates are:
Attorneys $195 to $785
Non-Attorneys $40 to $425
The firm will also be reimbursed for reasonable out-of-pocket
expenses incurred.
David Maoz, Esq., a partner at Littler Mendelson, disclosed in a
court filing that the firm is a "disinterested person" as the term
is defined in Section 101(14) of the Bankruptcy Code.
The firm can be reached at:
David S. Maoz, Esq.
Littler Mendelson P.C.
2049 Century Park East, 5th Floor
Los Angeles, CA 90067
Telephone: (310) 553-0308
Facsimile: (310) 553-5583
Email: dmaoz@littler.com
About Oceanwide Plaza LLC
An involuntary bankruptcy petition against Oceanwide Plaza LLC in
Los Angeles CA, for Chapter 11 protection (Bankr. C.D. Cal. Case
No. 24-11057) on February 13, 2024.
Judge Deborah J Saltzman oversees the case.
Bryan Cave Leighton Paisner, LLP as counsel to the Debtor. Bradley
D. Sharp as chief restructuring officer. GlassRatner Advisory &
Capital Group LLC, dba B. Riley Advisory Services as financial
advisor and expert witness.
ODI OLDCO: Hires Plante & Moran PLLC as Plan Auditor
----------------------------------------------------
ODI Oldco, Inc. and its affiliates seek approval from the U.S.
Bankruptcy Court for the Northern District of Illinois to employ
Plante & Moran, PLLC as plan auditor.
The firm will perform an Employee Retirement Income Security Act of
1974 Section 103(a)(3)(C) audit of the following employee benefit
plan financial statements and supplemental schedules, if any, as of
and for the year ended December 31, 2023 as permitted under 29 CFR
2520.103-8 of the Department of Labor's Rules and Regulations for
Reporting and Disclosure under ERISA.
The firm's rates are:
-- 2023 Audit will range from $25,000 to $30,000, plus all
reasonable and necessary travel and out-of-pocket costs incurred.
-- 2024 Audit will range from $22,000 to $27,000, plus all
reasonable and necessary travel and out-of-pocket costs incurred.
Jennifer A. Kalina, CPA, a partner at Plante & Moran, PLLC,
disclosed in a court filing that the firm is a "disinterested
person" as the term is defined in Section 101(14) of the Bankruptcy
Code.
The firm can be reached at:
Jennifer A. Kalina, CPA
Plante & Moran, PLLC
10 South Riverside Plaza 9th Floor
Chicago, IL 60606
Tel: (312) 207-1040
Fax: (312) 207-1066
About ODI Oldco
Oberweis Dairy, Inc. is a dairy product manufacturing business in
North Aurora, Ill.
Oberweis Dairy and its affiliates filed voluntary petitions for
relief under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Ill.
Lead Case No. 24-05385) on April 12, 2024. In the petition signed
by Adam Kraber, president, Oberweis Dairy disclosed up to $50
million in both assets and liabilities.
Judge David D. Cleary oversees the cases.
The Debtors tapped Howard L. Adelman, Esq., at Adelman &
Gettleman,Ltd. as legal counsel and CPT Group, Inc. as noticing,
claims, and solicitation agent.
OMNIQ CORP: Secures $1.4 Million Contract Renewal
-------------------------------------------------
OMNIQ Corp. announced a $1.4 million contract renewal with a
top-tier transportation and logistics company. This substantial
order, part of an ongoing purchasing agreement, underscores the
trust omniQ has earned through nearly 20 years of supporting this
Fortune 500 customer's high-demand seasons.
Under the renewed agreement, omniQ will supply advanced
Android-based rugged IoT devices, along with software subscriptions
and robust maintenance services, across multiple locations
nationwide. This 3PL giant, with annual revenues exceeding $11
billion and a workforce of over 15,000, depends on omniQ's
technology to streamline operations and elevate service delivery
during critical periods.
This renewal follows omniQ's recent achievements, including the
deployment of smart kiosks for Israel's leading fast-food chain,
Burger Ranch, and omniQ's award as a top provider of smart city
solutions in 2024. These successes reflect omniQ's growth strategy
and dedication to providing reliable, innovative, and scalable AI
and IoT solutions.
CEO Shai Lustgarten commented, "This renewal is a testament to our
client's confidence in omniQ's technological capabilities and our
commitment to operational excellence. We look forward to
continuing to enhance their logistics network with our
state-of-the-art solutions, ensuring resilience and efficiency in
today's demanding market."
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.
ONESOURCE COMMUNITY: Starts Subchapter V Case
---------------------------------------------
OneSource Community Mental Health Services of Virginia Inc. filed
Chapter 11 protection in the Eastern District of Virginia.
According to court documents, the Debtor reports $1,022,631 in debt
owed to 100 and 199 creditors. The petition states that funds will
be available to unsecured creditors.
The meeting of creditors under 11 U.S.C. Sec. 341(a) is slated to
be held on Nov. 21, 2024, at 1:00 PM at Richmond Division (11):
Office of the U.S. Trustee, Telephonic meeting. Proof of Claims
are due by Jan. 2, 2025.
About OneSource Community Mental Health
OneSource Community Mental Health Services of Virginia Inc. is a
Health Care Business (as defined in 11 U.S.C. Sec. 101(27A)).
OneSource Community Mental Health Services of Virginia Inc. sought
relief under Subchapter V of Chapter 11 of the U.S. Bankruptcy Code
(Bankr. E.D. Va. Case No. 24-34038) on October 24, 2024. In the
petition filed by Stephen A. Parson, Jr., as CEO, the Debtor
reports total assets of $936,948 and total liabilities of
$1,022,631.
The Debtor is represented by:
Christopher M. Winslow, Esq.
WINSLOW, MCCURRY & MACCORMAC, PLLC
1324 Sycamore Square
Midlothian, VA 23113
Tel: 804-423-1382
Fax: 804-423-1383
Email: chris@wmmlegal.com
ONYX SITE: To Sell Asphalt Plant to Viale Industries for $315K
--------------------------------------------------------------
Onyx Site Services, LLC, seeks approval from the U.S. Bankruptcy
Court for the Middle District of Florida, Jacksonville Division, to
sell its Barber Greene asphalt plant for $315,000, free and clear
of all liens, encumbrances, and interests.
The Debtor is a a construction site developer that concentrates on
full site development, including but not limited to site
development for road construction, sidewalks, curbs, and
underground utilities. The Debtor describes itself as a
"site-ready" development contractor who customarily operates a
general contractor on significant projects.
The Debtor leases its premises located at 771 North Moody Road,
Palatka, Florida. Apex Holdings, LLC is the Debtor's landlord.
Apex has entered into a Commercial Real Estate Purchase Agreement
with Viale Industries, LLC, to sell its real property located at
771 and 765 N. Moody Road, Palatka, Florida, and 3887 Reid St.,
Palatka, Florida.
Included in the sale is a Barber Greene asphalt plant owned by the
Debtor, which intends to pay the net sale proceeds attributed to
the value of the property to one or more secured creditors.
The Debtor submits that the sale is the highest and best offer
expected to be received based on the portion of the appraisal that
sets forth the value of the property.
The Debtor says Apex intends on infusing a portion of the net sale
proceeds it expects to receive into the Debtor’s operations to
ensure viability of the Debtor pending confirmation of the
Debtor’s amended plan to be filed.
All fees, closing costs, settlement costs, and taxes including
county taxes, recording, transfer, and tax stamps will be paid at
closing.
The Debtor and the Buyer expect to close the sale on or before
November 20, 2024.
The lienholders of the personal property include U.S. Small
Business Administration, Vystar Credit Union, American Contractors
Indemnity Company, and Quick Bridge Funding, LLC.
The Debtor discloses that one of the Buyer’s owners, Anthony
Tisci, is its employee. However, the Debtor submits that the sale
price is fair and reasonable and that it will be sufficient to
allow at minimum a substantial payment to the secured creditors
with claims secured by the Personal Property.
About Onyx Site Services, LLC
Onyx Site Services is a a construction site developer that
concentrates on full site development, including but not limited to
site development for road construction, sidewalks, curbs, and
underground utilities headquartered in Palatka, Florida.
Onyx Site Services, sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. M.D. Fla. Case No. 24-01656) on June 11,
2024, with up to $50,000 in assets and up to $10 million in
liabilities. The petition was signed by Joseph A. Silas as managing
member.
Judge Jacob A. Brown presides over the case.
Robert C. Bruner, Esq., at Bruner Wright, P.A. serves as the legal
counsel of the Debtor
OPEN ARMS HEALTH: Seeks Cash Collateral Access Thru Feb 2025
------------------------------------------------------------
Open Arms Health Systems LLC asks the U.S. Bankruptcy Court for the
Southern District of Ohio, Eastern Division, for authority to use
cash collateral and provide adequate protection, through February
28, 2025.
The company experienced financial difficulties due to the COVID-19
pandemic. The shutdown caused a significant loss of revenue and
increased operational costs.
Despite the challenges, the company identified an opportunity for
expansion by purchasing a new building. However, unexpected cost
increases and financial constraints prevented the completion of the
renovation project. This, coupled with declining revenue and
increasing expenses, led to the company's inability to meet its
financial obligations, resulting in the bankruptcy filing.
The following creditors hold claims that are secured by cash,
accounts, AR and other assets that might create cash collateral.
A. Byline Bank -- The majority of the Debtor's personal property
and motor vehicles are subject to the first security interest of
Byline Bank perfected either by a filed UCC Financing Statement or
a lien recorded on the Certificate of Title to the motor vehicle.
The Byline Bank UCC was filed on October 15, 2019, and was
continued on May 15, 2024. Byline Bank is owed approximately
$553,800.
B. The US Small Business Administration made an Economic Income
Disaster Loan to the Debtor in the original amount of $150,000. The
SBA filed a UCC Financing Statement with the Ohio Secretary of
State on May 22, 2020 asserting a blanket lien in the assets of the
Debtor. The SBA lien is junior to the lien of Byline Bank and the
SBA's claim is completely unsecured pursuant to 11 USC section 506.
C. Loan Builder is owed approximately $55,077 on a loan which is
purportedly secured by a blanket lien on the Debtor's assets. Loan
Builder filed a UCC Financing Statement on October 20, 2021. The
Loan Builder lien is junior to the lien of Byline Bank and Loan
Builder's claim is completely unsecured pursuant to 11 USC section
506.
D. OnDeck is owed on two loans. The balance on one is approximately
$67,600. The balance on the second is approximately $143,200. Both
loans are purportedly secured by a blanket lien on the Debtor's
assets.
E. Silverline/Zachter PLLC -- Silverline is owed a loan with an
approximate balance of $5083. The loan is purportedly secured by a
blanket lien on the Debtor's assets. Silverline filed a UCC
Financing Statement on September 19, 2022. The Silverline lien is
junior to the lien of Byline Bank and Silverline's claim is
completely unsecured pursuant to 11 USC section 506.
F. Premium Merchant Financing -- Premium Merchant Financing is owed
a loan with an approximate balance of $65,400. The loan is
purportedly secured by a blanket lien on the Debtor's assets.
Premium Merchant Financing filed a UCC Financing Statement on July
19, 2023. The Premium Merchant Financing lien is junior to the lien
of Byline Bank and Premium Merchant Financing's claim is completely
unsecured pursuant to 11 USC section 506.
The Debtor requests authority to provide adequate protection to
Byline Bank on an interim basis and on a final basis as follows:
A. The Debtor will re-grant Byline Bank all prepetition security
interests or liens existing pursuant to the claim of Byline,
including the certificate of judgment filed in Richland County OH
regarding the real property owned by the Debtor in that county, in
the same manner and priority as these interests existed on the date
of the filing of the Case without any requirement of re-filing any
UCC Financing Statement, the Certificate of Judgment or any other
public document.
B. Except as modified by the Cash Collateral Order or by operation
of the Bankruptcy Code, all terms and conditions of the loan
documents for the Byline claim will remain fully in effect and will
not be altered.
C. The Debtor will pay Byline Bank the sum of $2500 per month
during the Interim Cash Collateral Period and during the Final Cash
Collateral Period.
These events constitute an "Event of Default":
A. The Debtor fails to pay any Adequate Protection Payment to
Byline Bank within 20 days of its due date.
B. The Debtor uses cash collateral for any category of payment not
identified in its budget or in the Interim Order or the Final
Order.
C. The Debtor expends cash collateral for any category of expense
in an amount this is more than 10% of the projected amount for the
expense during any 30 day period.
D. The entry of an order by the Court dismissing the Case or
converting the Case to one under chapter 7 of the Bankruptcy Code.
E. The entry of an order by the Court pursuant to removing the
Debtor as Debtor-in-Possession in the Case or appointing a Trustee
other than the Subchapter V Trustee.
A copy of the motion is available at https://urlcurt.com/u?l=9sI6ZP
from PacerMonitor.com.
About Open Arms Health Systems LLC
Open Arms Health Systems LLC -- https://www.oaohio.com -- is a
Health Care Business (as defined in 11 U.S.C. Sec. 101(27A)).
Open Arms Health Systems LLC sought relief under Subchapter V of
Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Ohio. Case No.
24-54305) on October 25, 2024.
In the petition signed by Christopher W. Allison, as member, the
Debtor reports estimated assets between $500,000 and $1 million and
estimated liabilities between $1 million and $10 million.
The Debtor is represented by David M. Whittaker, Esq. at Isaac
Wiles.
ORIGINAL MOWBRAY'S TREE: Gets Interim OK to Use Cash Collateral
---------------------------------------------------------------
The U.S. Bankruptcy Court for the Central District of California,
Santa Ana Division granted Original Mowbray's Tree Service, Inc.
authorization to use cash collateral on an interim basis through
Nov. 19.
The interim order authorized the company to use cash collateral in
accordance with its projected budget, with a 15% variance per
budget line item and a 10% cumulative variance on disbursements.
PNC Bank will be granted a replacement lien on the company's
post-petition assets to the same extent and with the same validity
and priority as its pre-bankruptcy lien in the event of any
diminution in value of its collateral.
In addition, PNC Bank and other secured creditors will receive
monthly payments from Original Mowbray's as provided in the
budget.
The final hearing is scheduled for Nov. 19.
About Original Mowbray's Tree Service
Original Mowbray's Tree Service Inc., doing business as Mowbray's
Tree Service, is a family owned and operated business committed to
providing its client-partners with solution to their vegetation
management needs. It offers hazard tree mitigation, integrated
vegetation management, mechanized tree removal, emergency response,
crane services, and green waste & debris management.
Original Mowbray's Tree Service sought relief under Chapter 11 of
the U.S. Bankruptcy Code (Bankr. C.D. Calif. Case No. 24-12674) on
Oct. 18, 2024, with $10 million to $50 million in both assets and
liabilities. Brian Weiss, chief restructuring officer, signed the
petition.
Judge Theodor Albert oversees the case.
The Debtor tapped Raines Feldman Littrell, LLP as general
bankruptcy counsel; Force Ten Partners, LLC as restructuring
advisor; and Grobstein Teeple, LLP as financial advisor.
PACE ROSEWOOD: Gets Court Nod to Use Cash Collateral Until Dec. 7
-----------------------------------------------------------------
Pace Rosewood Association, Inc. got the green light from the U.S.
Bankruptcy Court for the District of Arizona to use the cash
collateral of Western Alliance Bank to pay its operating expenses.
The order authorized the use of cash collateral for the period from
Oct. 20 to Dec. 7 in accordance with Pace Rosewood's projected
budget, with a 10% variance.
To protect Western Alliance, the court order granted the bank
replacement liens on Pace Rosewood's assets.
As of the petition date, the condominium management association
owes Western Alliance $823,575.93, which stemmed from its
pre-bankruptcy loan agreement with the bank.
Western Alliance holds a first-position lien on the association's
cash and assets, which provides the bank with security in the event
of any defaults.
About Pace Rosewood Association
Pace Rosewood Association, Inc. is a condominium management
association in Phoenix, Ariz.
The Debtor filed a petition under Chapter 11, Subchapter V of the
Bankruptcy Code (Bankr. D. Ariz. Case No. 24-04588) on June 7,
2024, with $100,000 to $500,000 in assets and $1 million to $10
million in liabilities. James Cross, Esq., at Cross Law Firm, PLC
serves as Subchapter V trustee.
Judge Paul Sala oversees the case.
Chad P. Miesen, Esq., at CHDB Law, LLP represents the Debtor as
bankruptcy counsel.
PARK 28: Seeks Court OK to Sell Condominium Unit
------------------------------------------------
Park 28 Partners LLC seeks permission from the U.S. Bankruptcy
Court for the District of New Jersey to sell its property, free and
clear of liens, claims, encumbrances, and other interests.
The Property commonly known as Unit Comm in the condominium
building located at 31 East 28th Street, New York, New York 10016
is subject to higher or better offers.
The Debtor obtained two loans from CPIF Lending LLC described as
the Park 28 Loans in the principal amount of $3,860,191.00, and the
Mezzanine Loan, known as the Park 28 Mezzanine Loan Agreement, from
CPIF Lending in the original principal amount of $5,149,176.00.
CPIF Lending is the owner and holder of the subject first mortgage
line on the Property.
The CPIF Lending alleges that the Debtor defaulted on the Park 28
Loans by failing to repay the indebtedness on or prior to the
maturity date.
The Debtor and CPIF Lending employ Cushman Wakefield as its real
estate broker, who has been actively marketing the Property.
The debtor wishes to receive the greatest value for the Property
and proposes the bidding procedure to be consistent with its
objective of promoting active bidding that will result in the
highest and best offer in the marketplace.
The provisions of the bidding procedure include:
Bidding deadline on December 19, 2024 at 3:00 pm ET
Qualifying deposit of 10% due on or before Bid Deadline
Auction will be held at the offices of A.Y. Strauss LLC at 290 West
Mount Pleasant Avenue, Suite 3260, Livingston, New Jersey, on
December 20, 2024 at 10:00 a.m.(ET).
Additional deposit within 2 business days after the Auction
increase the deposit as necessary to an amount equal to 10% of its
final bid at the auction.
Broker's fee is 4%. Buyer's premium is 4%
Only authorized representatives and respective counsel of each of
the Qualified Bidders, and the Debtor shall be permitted to attend
and participate at the Auction.
The Auction shall continue until there is only one offer that the
Debtor determines, subject to Bankruptcy Court approval, is the
highest and best offer submitted at the Auction from among the
Qualified Bidders. The bidder(s) which submitted such Successful
Bid shall become the Successful Bidder.
At the end of the Auction, the Debtor shall also announce and name
the Successful Bidder, as well as, if applicable, the next highest
and otherwise best offer after the Successful Bid and the Qualified
Bidders that submitted such bids, the Backup Bidder.
Deposits submitted by the Qualified Bidders who do not become the
Successful Bidder shall be returned by the Debtor within five
business days after the Sale is consummated with the Successful
Bidder.
The Debtor is required to highlight any extraordinary provisions
such as Sale Free and Clear, Tax Exemption, Requested Findings as
to Fraudulent Conveyance, and Successor Liability.
The Debtor proposes that the Auction be held approximate 60 days
following the date of the entry and service of the Bidding
Procedures Order.
The Notice of Auction and Sale Hearing sets forth all the
information a potential bidder and any other party in interest of
the bidding process.
About Park 28 Partners LLC
Park 28 Partners LLC filed its voluntary petition for relief under
Chapter 11 of the Bankruptcy Code (Bankr. D.N.J. Case No. 24-17234)
on July 19, 2024, listing $1 million to $10 million in both assets
and liabilities. The petition was signed by David Goldwasser as VP
restructuring.
Judge Michael B Kaplan presides over the case.
Eric H. Horn, Esq., at A.Y. STRAUSS LLC, represents the Debtor as
its counsel.
PATRIOT LINEN: Gets Final OK to Use Cash Collateral
---------------------------------------------------
Patriot Linen Services, LLC received final approval from the U.S.
Bankruptcy Court for the Central District of California to use cash
collateral.
The final order approved the use of cash collateral to pay the
company's expenses for the period from Nov. 2, 2024, to March 15,
2025, in accordance with the company's projected budget.
Patriot Linen Services can deviate from the amounts set forth in
the budget by as much as 20% in any category where the projected
weekly spending is under $2,000 and by as much as 15% in other
categories.
The order granted Capital Credit Incorporation, a senior priority
lienholder, a replacement lien on the company's assets to the
extent and with the same validity and priority as its
pre-bankruptcy lien.
About Patriot Linen Services
Patriot Linen Services, LLC offers linen cleaning services in
Compton, Calif.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. C.D. Calif. Case No. 24-12114) on March 19,
2024, with $3,219,381 in assets and $2,343,094 in liabilities. Mark
Sharf serves as Subchapter V trustee.
Judge Neil W. Bason presides over the case.
David Tran, Esq., at Prosperous Law Group, and Steven R. Fox, Esq.,
at The Fox Law Corporation, represent the Debtor as bankruptcy
counsel. Steven N. Kurtz, Esq., at Levinson, Arshonsky Kurtz &
Komsky, LLP, represents the lender, Capital Credit Incorporated.
PEACEFUL HOUSE: Voluntary Chapter 11 Case SummaryPEACEFUL HOUSE: Vo
-------------------------------------------------------------------
Debtor: Peaceful House on the Hill LLC
25 1st Street, NW
Paris, TX 75460
Case No.: 24-11397
Business Description: The Debtor is engaged in activities related
to real estate.
Chapter 11 Petition Date: November 5, 2024
Court: United States Bankruptcy Court
Western District of Texas
Judge: Hon. Shad Robinson
Debtor's Counsel: James Q. Pope, Esq.
THE POPE LAW FIRM
6161 Savoy Drive 1125
Houston TX 77036
Tel: (713) 449-4481
Email: jamesp@thepopelawfirm.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by David J. Alarid as managing member.
The Debtor filed an empty list of its 20 largest unsecured
creditors.
A full-text copy of the petition is available for free at
PacerMonitor.com at:
https://www.pacermonitor.com/view/IIVRO4Y/Peaceful_House_on_the_Hill_LLC__txwbke-24-11397__0001.0.pdf?mcid=tGE4TAMA
PLAZA MARIACHI: Seeks to Use Cash Collateral
--------------------------------------------
Plaza Mariachi, LLC, asks the U.S. Bankruptcy Court for the Middle
District of Tennessee for authority to use cash collateral and
provide adequate protection.
The Debtor requires the use of cash collateral generated from
property rentals to cover operational costs and debt obligations.
First Financial Bank (FFB) and Capital One are the Debtor's primary
secured creditors.
FFB and Capital One consent to the Debtor's use of cash collateral
in accordance with the budget, through January 31, 2025, including
the monthly carve-out of $20,500 to pay estate professional fees
and expenses.
As adequate protection, the Debtor proposes to grant the secured
creditors a postpetition replacement lien on the property.
A hearing on the matter is set for November 20, 2024 at 11 a.m.
A copy of the motion is available at https://urlcurt.com/u?l=wYTrTW
from PacerMonitor.com.
About Plaza Mariachi LLC
Plaza Mariachi is a Single Asset Real Estate debtor (as defined in
11 U.S.C. Section 101(51B)).
Plaza Mariachi LLC filed its voluntary petition for relief under
Chapter 11 of the Bankruptcy Code (Bankr. M.D. Tenn. Case No.
24-02441) on July 1, 2024, listing $10 million to $50 million in
both assets and liabilities. The petition was signed by Mahan Mark
Janbakhsh, member/manager.
Judge Charles M. Walker oversees the case.
Sean C. Wlodarczyk, Esq. at Evans, Jones & Reynolds, PC represents
the Debtor as counsel.
PORCHLIGHT HOLDINGS: Selling Business at Auction
------------------------------------------------
Porchlight Holdings, LLC and its subsidiary, Porchlight Louisville,
LLC, seek permission from the U.S. Bankruptcy Court for the Western
District of Kentucky, Louisville Division, to sell property at an
auction, free and clear of liens, interests, claims, and
encumbrances.
The Debtors received an offer from Wes Walker, who is Brian
Sampson's second-in-command. After providing the Debtors with a
letter of intent and negotiating certain terms through counsel, Mr.
Walker tendered to the Debtors the Stalking Horse asset purchase
agreement, which calls for the sale of some, but not all, of the
Assets in exchange for the gross price of $240,000.
Mr. Walker is a salaried employee of the Debtors and not a member,
officer, or director. He has not promised the Debtors or Mr.
Sampson -- whose association with the Debtors' business will
conclude upon the closing of the Sale -- any consideration other
than that set forth in the Stalking Horse APA.
The Debtors are limited liability companies organized in 2018 under
the laws of the Commonwealth of Kentucky, with their principal
offices located in Louisville. Mr. Sampson manages the Debtors and
is the sole member of Holdings.
Holdings is doing business under the name ServiceMaster Cleaning
and Restoration by Trifecta as a franchisee of ServiceMaster
Clean/Restore SPE LLC. It serves customers in the greater
Louisville and Lexington areas, providing restoration and cleaning
services such as fire remediation, mold mitigation, and weather
damage repair.
Holdings supports Porchlight Louisville but has no independent
operations. However, some of the Assets used in Porchlight
Louisville's operations and proposed to be auctioned are held by
Holdings.
Holdings acquired Commercial Cleaning Solutions, Inc., an existing
ServiceMaster franchise, and Porchlight Louisville acquired its
first ServiceMaster license.
The acquisitions and much of the Debtors' working capital was
financed by The Huntington National Bank. Another Holdings
subsidiary, Porchlight Nashville, LLC, faced persistent operational
challenges and sustained significant losses, requiring financial
support from Porchlight Louisville, leading to cash-flow issues
that the Debtors tried to address through merchant cash advance
loans.
Huntington serves as the primary lender for the Debtors, holding
first priority liens on many of the Assets to be sold including the
Owned Vehicles and all the Assets on which a lien can be perfected
by the filing of a financing statement, subject to one purchase
money security interest.
The Debtors have submitted Porchlight Louisville's income statement
indicating that it offers a better view of the business for Sale
than would a consolidated income statement, because a buyer of the
Assets would likely manage the business itself, either as an
owner-operator or as part of a larger group of ServiceMaster
franchises, and so would not have the salary expense for Mr.
Sampson and Holdings' controller, whose roles only made sense when
PH managed significantly more business than what remains in
Porchlight Louisville.
Approximately, 95% of Porchlight Louisville's revenue is derived
from insurance claims. Porchlight Louisville earns approximately
55% of its income from restoration services and 45% of its income
from construction services, which are generally provided to
restoration customers.
The Debtors' Assets included in the sale are:
- Six vehicles titled in Porchlight Louisville;
- Licenses;
- Certain Master Lease Agreement with Enterprise FM Trust, under
which Holdings leases 21 vehicles, including some wrapped in the
Debtor's logo;
- An iS4200 Esporta Wash System and accessories;
- Other machinery and equipment with an estimated replacement
value of $195,000 and a significantly lower liquidation value;
- Office furniture and equipment with an estimated replacement
value of $12,000 and a significantly lower liquidation value;
- Inventory consisting of consumables used in operations, with a
total cost between $5,000 and $15,000;
- Executory contracts with the Debtors' customers and related
rights to payment; and
- Goodwill
Excluded in the sale are cash and cash equivalents, all receivables
other than those earned from the Incomplete Jobs, and claims
arising under chapter 5 of the Bankruptcy Code.
Certain liabilities of the Debtors to be assumed by the buyer of
the Assets are the amount, if any, necessary to cure the Debtors'
obligations to ServiceMaster, if the buyer acquires the Licenses;
the amount, if any, necessary to cure the Debtors' obligations to
Enterprise under the Enterprise Lease for each of the Enterprise
Vehicles of which the buyer assumes the Enterprise Lease; and all
trade payables and obligations to customers, materialmen, and
subcontractors related to the Incomplete Jobs.
The lienholders of the Property include Huntington Bank, Arvest
Bank, and the MCA Lenders.
According to the Debtors, more value will be captured for their
bankruptcy estates and their creditors if an asset sale is pursued
and the business can continue operating and essential relationships
with employees and customers can be preserved.
Under the Stalking Horse APA, Mr. Walker or his designee would
acquire all the Debtors' Assets but for the Licenses, interior and
exterior signs, promotional materials used by the Debtors,
intellectual property including the business name and domains, the
Debtors' rights in their real estate leases.
The Proposed Purchaser will allocates $15,0000 of the proposed
purchase price to the Esporta and the remainder of the proposed
purchase price to the remaining Assets. Holdings would assume and
assign to the Proposed Purchaser the Enterprise Lease in full in
full or in part, to be determined prior to the closing of the Sale.
Porchlight Louisville would assume and assign to the Proposed
Purchaser the Blankenbaker Access Lease. The Licenses would be
excluded from the Sale and the Proposed Purchaser will not be
affiliated with ServiceMaster; if the Debtors believe they can
realize value from the Licenses or any other assets that are not
purchased at the Sale, the Debtors will seek to sell them in a
subsequent transaction upon further Court order. Most important,
the Proposed Purchaser would retain all or nearly all the Debtors'
employees and complete the Incomplete Jobs, ensuring that the
Debtors’ customers receive the services they expect and do not
multiply the rolls of the Debtors' unsecured creditors.
The Bid Protections include a break-up fee of $11,250, which will
be payable to the Proposed Purchaser if the Proposed Purchaser is
overbid and the Sale closes on the terms of an overbid, and bid
increments equal to the sum of the Break-Up Fee, any ServiceMaster
Cure Payment, to the extent applicable, and any Enterprise Cure
Payment.
If no Qualified Bid other than the Stalking Horse APA is received
prior to the deadline, the Debtors shall close the Sale to the
Prospective Purchaser immediately thereafter, without further
action by the Court or notice to parties-in-interest.
If the Debtors receive a Qualified Bid other than the Stalking
Horse APA, the Debtors, in consultation with Huntington, shall
conduct the Auction from the Debtors' counsel's office via
Microsoft Teams on December 10, 2024.
On December 11, 2024, the day after the Auction, the Debtor will
move the Court for an order approving a Sale pursuant to the
Prevailing Bid.
Any party who participates in the Auction, who has standing to
object to its results, and who objects to the Debtor's conduct
thereof or designation of the Prevailing Bidder shall have until
December 16, 2024, to file an objection to the proposed Sale,
affording such objector three business days plus the weekend to
prepare and to propound such objection.
In the absence of objection to the results of the Auction, the
Court may enter an order approving the Sale as early as Tuesday,
December 17, with the Sale to the winning bidder to close
immediately.
The Debtors intend to publish notice of the Sale, and specifically
to solicit interest from the parties with whom they previously have
negotiated. The Debtors remain hopeful that ServiceMaster will
identify multiple prospective buyers who want to operate as a
ServiceMaster franchise within PL’s territories, and that they
will bid at the Auction.
The Debtors believe that the Break-Up Fee is fair and reasonable in
light of the due diligence and negotiation undertaken by the
Proposed Purchaser in connection with the Sale and the likelihood
that the Proposed Purchaser's efforts have increased the Debtors’
chances to receive the highest and best offer for the Assets.
About Porchlight Holdings
Porchlight Holdings, LLC and Porchlight Louisville, LLC sought
relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. W.D.
Ky. Lead Case No. 24-32056) on Aug. 20, 2024.
Holdings is doing business under the name ServiceMaster Cleaning
and Restoration by Trifecta as a franchisee of ServiceMaster
Clean/Restore SPE LLC. It serves customers in the greater
Louisville and Lexington areas, providing restoration and cleaning
services such as fire remediation, mold mitigation, and weather
damage repair.
Holdings supports Porchlight Louisville but has no independent
operations. However, some of the Assets used in Porchlight
Louisville's operations and proposed to be auctioned are held by
Holdings.
At the time of the filing, Porchlight Holdings reported $100,001 to
$500,000 in assets and $1 million to $10 million in liabilities
while Porchlight Louisville reported $1 million to $10 million in
both assets and liabilities.
Judge Charles R Merrill presides over the case.
Niel C. Bordy, Esq., at Seiller Waterman, LLC serves as the
Debtors' counsel.
PROFESSIONAL DIVERSITY: Files Form S-3 for $25M Securities Offering
-------------------------------------------------------------------
Professional Diversity Network, Inc. filed a registration statement
on Form S-3 Report with the U.S. Securities and Exchange Commission
relating to:
* a base prospectus, which covers the offering, issuance and
sale by the Company of up to $25,000,000 of the Company's
securities; and
* a prospectus supplement covering the issuance and sale by
the Company of up to a maximum aggregate price of $2,171,758 of its
common stock that may be issued and sold after the effective date
of this registration statement under its purchase agreement with
Tumim Stone Capital LLC.
"We may offer and sell from time to time, in one or more offerings,
together or separately, any combination of the securities described
in this prospectus. The aggregate offering price of the securities
will not exceed $25,000,000. This prospectus describes some of the
general terms that may apply to the securities and the general
manner in which they may be offered. We will describe the specific
terms of the securities that we offer, and the specific manner in
which they may be offered, in one or more supplements to this
prospectus at the time of each offering and sale," Professional
Diversity said.
"We may offer and sell the securities described in this prospectus
and any prospectus supplement to or through one or more
underwriters, dealers and agents, or directly to purchasers, or
through a combination of these methods. If any underwriters,
dealers or agents are involved in the sale of any of the
securities, their names and any applicable purchase price, fee,
commission or discount arrangement between or among them will be
set forth, or will be calculable from the information set forth, in
the applicable prospectus supplement," the Company said.
PROSPECTUS SUPPLEMENT:
The prospectus supplement relates to the offer and sale of up to
$2,171,758 of shares of Professional Diversity's common stock,
that it may elect, in its sole discretion, to issue and sell to
Tumim Stone Capital LLC, or Tumim Stone, from time to time after
the date of this prospectus supplement pursuant to the common stock
purchase agreement, dated as of June 30, 2023, entered into with
Tumim Stone.
"We previously filed a registration statement on Form S-3 (File No.
333-260316) with the Securities and Exchange Commission on October
18, 2021, which was declared effective on October 18, 2021 (the
"Prior Registration Statement"). We filed a prospectus supplement
relating to the Prior Registration Statement on June 30. 2023, to
register thereunder 176,222 Commitment Shares and up to $12,775,000
of Purchase Shares that have been or may be issued pursuant to the
Purchase Agreement, of which $2,846,017 of Purchase Shares were
sold under the Prior Registration Statement. As a result of the
limitations discussed below and the current public float of our
common stock, and in accordance with the terms of the Purchase
Agreement, we may offer and sell shares of our common stock having
an aggregate offering price of up to $2,171,758 from time to time
to Tumim Stone under this prospectus supplement after the date
hereof," Professional Diversity said.
The prospectus supplement and the accompanying prospectus also
cover the resale of these shares by Tumim Stone to the public.
Tumim Stone is an "underwriter" within the meaning of Section
2(a)(11) of the Securities Act of 1933, as amended.
"The purchase prices to be paid by Tumim Stone for Purchase Shares
that we may elect to sell to Tumim Stone pursuant to the Purchase
Agreement will be determined by reference to the volume weighted
average prices of our common stock at the time of sale, calculated
in accordance with the Purchase Agreement. We will pay the expenses
incurred in connection with the registration of the shares of our
common stock that may be offered for sale under this prospectus
supplement, including legal and accounting fees," the Company
said.
Maxim Group LLC is acting as placement agent in connection with the
transactions contemplated by the Purchase Agreement. The Placement
Agent received a cash fee of $100,000 upon the closing of the
initial purchase under the Purchase Agreement on June 30, 2023, a
cash fee of 1.5% of the Company's gross proceeds from the sale of
additional Purchase Sales thereafter through the date of this
prospectus supplement. The Placement Agent will receive 1.5% of
gross proceeds from any additional sales of Purchase Shares that
the Company elects, in its sole discretion, to make to Tumim Stone,
if any, from time to time in the future under the Purchase
Agreement.
Professional Diversity's common stock is listed on The Nasdaq
Capital Market, or Nasdaq, under the symbol "IPDN." On October 22,
2024, the last reported sale price of its common stock on Nasdaq
was $0.90 per share.
The aggregate market value of its outstanding common stock held by
non-affiliates, or the Company's public float, is approximately
$9,053,325, which was calculated based upon 9,053,325 shares of its
outstanding common stock held by non-affiliates at a price of $1.00
per share, the closing price of the Company's common stock on
October 3, 2024. Pursuant to General Instruction I.B.6 of Form S-3,
in no event will the Company sells its securities in a public
primary offering with a value exceeding more than one-third of its
public float in any 12-month period so long as its public float
remains below $75 million. During the 12 calendar months prior to
the date of this prospectus supplement, the Company offered and
sold $846,017 in securities pursuant to General Instruction I.B.6
of Form S-3.
A full-text copy of the Form S-3 is available at:
https://tinyurl.com/y29u2t7v
About Professional Diversity
Headquartered in Chicago, Illinois, Professional Diversity Network,
Inc. -- https://www.prodivnet.com/ -- is a global developer and
operator of online and in-person networks that provides access to
networking, training, educational, and employment opportunities for
diverse professionals. The Company operates subsidiaries in the
United States, including National Association of Professional Women
(NAPW) and its brand, International Association of Women (IAW),
which is one of the largest, most recognized networking
organizations of professional women in the country, spanning more
than 200 industries and professions. Through an online platform and
its relationship recruitment affinity groups, the Company provides
its employer clients a means to identify and acquire diverse talent
and assist them with their efforts to comply with the Equal
Employment Opportunity Office of Federal Contract Compliance
Program. The Company's mission is to utilize the collective
strength of its affiliate companies, members, partners, and unique
proprietary platform to be the standard in business diversity
recruiting, networking, and professional development for women,
minorities, veterans, LGBTQ+, and disabled persons globally.
Oak Brook, Illinois-based Sassetti LLC, the Company's auditor since
2022, issued a "going concern" qualification in its report dated
March 29, 2024, citing that the Company has incurred recurring
operating losses, has a significant accumulated deficit, and will
need to raise additional funds to meet its obligations and the
costs of its operations. These conditions raise substantial doubt
about the Company's ability to continue as a going concern.
Professional Diversity Network reported a net loss attributable to
the company of $4.31 million for the year ended Dec. 31, 2023,
compared to a net loss attributable to the company for the year
ended Dec. 31, 2022. As of June 30, 2024, Professional Diversity
Network had $5,798,852 in total assets, $3,789,707 in total
liabilities, and $2,009,145 in total stockholders' equity.
PROVIDENT GROUP: S&P Affirms 'BB' Rating on Senior Debt
-------------------------------------------------------
S&P Global Ratings affirmed the 'BB' issue-level rating on
Provident Group Falcon Properties LLC's (PGFP) senior debt, issued
through the Phoenix Industrial Development Authority.
S&P said, "The stable outlook reflects that the project is on track
to be completed and open in November 2024. We plan to meet with the
management team in the near term and revisit our forecast relative
to our base case assumption, if warranted based on the hotel's
initial performance metrics and market dynamics. Currently, we
expect the project to generate revenue per available room (RevPAR)
of $147 in its opening year and a minimum senior DSCR of 1.35x in
2025 and median of 1.44x, and to maintain the current liquidity
level as it starts operations."
PGFP owns the U.S. Air Force Academy hotel that will be an
independently branded 375-key, nine-story conference event center
hotel. Under the operating agreement, CoralTree Hospitality will
operate the hotel, which is expected to open by the fourth quarter
of 2024. The hotel will be located at the north entrance to the Air
Force Academy north of Colorado Springs, Colo. PGFP has entered
into a contract with Matthews Southwest Hospitality Colorado
Springs LLC as project developer, BLUR Workshop as architect, and
GE Johnson as the design builder (construction contractor).
-- GE Johnson, an experienced and creditworthy constructor, has a
good track record of completing the projects within planned
schedules. In addition, interest on each lien is capitalized six
months after the estimated opening date, which provides cushion for
construction delays. PGFP has access to pre-funded reserves for
delays, such as an operating reserve and construction delay
contingency reserve. This allows the PGFP to cover unavoidable
project management costs for more than six months, beyond the
six-month capitalized interest after the opening date.
-- There is substantial liquidity to cover lodging market
volatility or cost pressure during operations. The project will
benefit from a pre-funded working capital account, operating
reserve, and 12 months senior debt service reserve account (DSRA),
plus another 12 months of supplemental DSRA (to be funded by
operational cash flow). In total, the project currently has
liquidity to cover about two years of debt service. The structure
has a closed-loop indenture, in which the funds will be kept in the
structure and can only be released to cover costs and debt service
or fund reserves if there is a shortfall or to pre-pay subordinated
or junior debt.
-- Compared with other rated hotels, the construction contract has
a low degree of risk transfer. S&P said, "Even though there is a
design build agreement with GE Johnson, we believe incentives to
perform are low. The liquidated damages in the contract are capped
at 50% of the design builder's fee, which represents less than 2%
of the guaranteed maximum price under the contract. In addition,
retainage will decrease to 2.5% from 5% after 50% of the works are
completed. We capture this under our risk allocation assessment."
-- Fundamental dependency on group and business meetings and
exposure to demand volatility of local lodging market pose a risk
to the project's performance during operations. S&P said, "However,
we expect the lodging industry would be fully recovered by 2024,
when the hotel will be operational. Our base case forecast reflects
our view of the hotel's expected ramp-up period and stabilization.
With the presence of the hotel, we expect a loyal customer base
could come from military-related activities and the academy's
graduations, conferences, weddings, reunions, and sport events."
S&P said, "As part of our review of the project's creditworthiness,
we determined that S&P Global Ratings had previously misapplied
criteria in assigning a 'moderate' resiliency score to PGFP.
"To correct this error, we are no longer applying a 'moderate'
resiliency score but instead score resiliency 'modest'. This leads
to one notch uplift for resiliency when we previously had two
notches of uplift for a moderate score. At the same time, we
applied the '+1' positive holistic adjustment to reflect the
strength of the project's current liquidity levels, which cover
about two years of senior debt service combined with strong
reserving mechanism that keeps revenue within the structure, as
well as the strength of this project's location, which is
consistent with its current rating level, leading to no change in
the senior debt rating of 'BB'.
"Our downside scenario includes a stress on occupancy and daily
rate based on a cycle like that seen in the worst performing of the
top 25 markets during the global financial crisis of 2007-2009,
together with an increase in operating costs. Under this scenario,
project DSCRs are mostly below 1.0x through the debt term (we
consider from 2025 to the end of debt repayment to be the downside
stress period). The project's liquidity is sufficient to cover a
debt service shortfall for at least five years. However, under our
criteria, if the DSCRs during the stress period are mostly below
1.0x, then resilience for the project does not reach the threshold
for a moderate outcome regardless of liquidity levels. The
liquidity allows the project to survive at least three years, and
this means the project resilience does meet the requirements for a
modest outcome, which provides one notch uplift to operations phase
stand-alone credit profile (SACP).
"We also applied a '+1' positive holistic adjustment. It reflects
sufficient liquidity cushion to support the project rating at the
'BB' level, with a fully funded 12-month DSRA ($9.33 million) and a
$3.76 million operating reserve. The total of these reserves is
about $13.08 million, all of which can be used to cover debt
service shortfall if needed (equivalent to around two years of debt
service). In addition, the project has around $2.8 million in its
operating account to cover expenses in advance of revenues being
deposited. The project also has a closed-loop cash flow waterfall,
in which the money will be kept in the structure and can only be
released to pay costs and debt service payments or fund reserves if
there is shortfall first, then prepay subordinated or junior debt
as early redemption. We view this reserving mechanism to trap cash
within the project's structure as positive compared with a
structure that distributes excess cash. The '+1' positive holistic
adjustment provides another one notch uplift to operations phase
SACP.
"With a minimum DSCR of 1.35x and operations phase business
assessment of '9', the preliminary operations phase SACP maps to
'b+'. The modest resiliency provides one notch uplift and the
positive holistic adjustment provides another one notch uplift to
operations phase SACP. Without any further adjustment, the final
operations phase SACP remains at 'bb', which caps the project
rating at 'BB'.
"The stable outlook reflects that the project is on track to be
completed and open in November 2024. We plan to meet with the
management team in the near term and revisit our forecast relative
to our base case assumption, if warranted based on the hotel's
initial performance metrics and market dynamics. Currently, we
expect the project to generate revenue per available room (RevPAR)
of $147 in its opening year and a minimum senior DSCR of 1.35x in
2025 and median of 1.44x, and to maintain the current liquidity
level as it starts operations.
"We could lower the rating if we expect that the project is likely
unable to attract sufficient demand either due to increased
competition or economic slowdown, or that operating costs could
potentially increase significantly, resulting in a projected
minimum DSCR below 1.30x-1.35x or liquidity dropping materially
below the current level.
"An upgrade is very unlikely during the construction because the
operations phase SACP caps the rating, and we generally would not
raise our base case forecast before the hotel opens. During
operations, a higher rating can be contemplated if the hotel
demonstrates a track record of DSCR consistently approaching 2.5x
and outperforms our forecast while maintaining liquidity and
resilience level under our operations downside scenario."
PROVISION BREAD: Seeks Cash Collateral Access to Pay Retainer
-------------------------------------------------------------
Mark David Dennis, the Trustee of Provision Bread & Bakery, LLC,
seeks approval from the U.S. Bankruptcy Court for the District of
Colorado to use cash collateral to pay the court-approved Retainer
for Trustee.
The Trustee requested a retainer payment from Debtor in the amount
of $2,500, to be held as security pending Bankruptcy Court approval
of Subchapter V Trustee fee application(s). No objections were
filed, and the Court entered its order approving $2,500 Retainer
for Trustee on September 12, 2024.
The Trustee asserts that no Notice is necessary for the motion,
since no party objected to the Trustee Retainer request.
A copy of the motion is available at https://urlcurt.com/u?l=46jnfO
from PacerMonitor.com.
About Provision Bread & Bakery
Provision Bread & Bakery, LLC filed a petition under Chapter 11,
Subchapter V of the Bankruptcy Code (Bankr. D. Colo. Case No.
24-14823) on Aug. 19, 2024, with as much as $1 million in both
assets and liabilities.
Judge Michael E. Romero oversees the case.
Aaron A. Garber, Esq., at Wadsworth Garber Warner Conrardy, PC
serves as the Debtor's legal counsel.
PUERTO RICO: Court Extends PREPA Bankruptcy Litigation Stay
-----------------------------------------------------------
Michelle Kaske of Bloomberg News reports that a group of lenders
for the bankrupt hardware wholesaler True Value Co. has announced
they will not approve the planned sale of nearly all of its assets
to Do it Best Corp., according to court documents filed Tuesday,
October 29, 2024.
The lenders stated that the current sale proposal lacks projections
of future profitability and would instead result in losses
exceeding $100 million for the lenders.
They also refuse to allow their cash collateral to be used to pay
professionals involved in the sale. Without lender support, the
sale process is "doomed to fail" and merely "a bridge to nowhere,"
they argued.
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.
PURDUE PHARMA: Creditors OK'd to Sue Sacklers If Deal Talks Falters
-------------------------------------------------------------------
Jonathan Randles of Bloomberg News reports that a primary committee
representing opioid victims and other Purdue Pharma LP creditors
has been granted permission by a bankruptcy court to pursue a
potential civil lawsuit against Sackler family members if
settlement discussions fall through.
According to Bloomberg News, Judge Sean Lane ruled on Tuesday to
grant Purdue's official committee of unsecured creditors the sole
authority to initiate civil claims against the Sackler family.
The committee has suggested it may attempt to recover around $10
billion that was moved out of Purdue during the decade leading up
to its Chapter 11 bankruptcy in 2019, the report relays.
About Purdue Pharma LP
Purdue Pharma L.P. and its subsidiaries --
http://www.purduepharma.com/-- develop and provide prescription
medicines and consumer products that meet the evolving needs of
healthcare professionals, patients, consumers and caregivers.
Purdue's subsidiaries include Adlon Therapeutics L.P., focused on
treatment for Attention-Deficit/Hyperactivity Disorder (ADHD) and
related disorders; Avrio Health L.P., a consumer health products
company that champions an improved quality of life for people in
the United States through the reimagining of innovative product
solutions; Imbrium Therapeutics L.P., established to further
advance the emerging portfolio and develop the pipeline in the
areas of CNS, non-opioid pain medicines, and select oncology
through internal research, strategic collaborations and
partnerships; and Greenfield Bioventures L.P., an investment
vehicle focused on value-inflection in early stages of clinical
development.
Opioid makers in the U.S. are facing pressure from a crackdown on
the addictive drug in the wake of the opioid crisis and as state
attorneys general file lawsuits against manufacturers. More than
2,000 states, counties, municipalities and Native American
governments have sued Purdue Pharma and other pharmaceutical
companies for their role in the opioid crisis in the U.S., which
has contributed to the more than 700,000 drug overdose deaths in
the U.S. since 1999.
OxyContin, Purdue Pharma's most prominent pain medication, has been
the target of over 2,600 civil actions pending in various state and
federal courts and other fora across the United States and its
territories.
On Sept. 15 and 16, 2019, Purdue Pharma L.P. and 23 affiliated
debtors each filed a voluntary petition for relief under Chapter 11
of the U.S. Bankruptcy Code (Bankr. S.D.N.Y. Lead Case No.
19-23649), after reaching terms of a preliminary agreement for
settling the massive opioid litigation. The Debtors' consolidated
balance sheet as of Aug. 31, 2019, showed $1.972 billion in assets
and $562 million in liabilities.
U.S. Bankruptcy Judge Robert Drain oversees the cases.
The Debtors tapped Davis Polk & Wardwell, LLP and Dechert, LLP, as
legal counsels; PJT Partners as investment banker; AlixPartners as
financial advisor; and Grant Thornton, LLP as tax structuring
consultant. Prime Clerk, LLC, is the claims agent.
Akin Gump Strauss Hauer & Feld LLP and Bayard, P.A., represent the
official committee of unsecured creditors appointed in the Debtors'
bankruptcy cases.
David M. Klauder, Esq., is the fee examiner appointed in the
Debtors' cases. The fee examiner is represented by Bielli &
Klauder, LLC.
* * *
U.S. Bankruptcy Judge Robert Drain in early September 2021 approved
a plan to turn Purdue into a new company (Knoa Pharma LLC) no
longer owned by members of the Sackler family, with its profits
going to fight the opioid epidemic. The Sackler family agreed to
pay $4.3 billion over nine years to the states and private
plaintiffs and in exchange for a lifetime legal immunity. The deal
resolves some 3,000 lawsuits filed by state and local governments,
Native American tribes, unions, hospitals and others who claimed
the company's marketing of prescription opioids helped spark and
continue an overdose epidemic.
Separate appeals to approval of the Plan have already been filed by
the U.S. Bankruptcy Trustee, California, Connecticut, the District
of Columbia, Maryland, Rhode Island and Washington state, plus some
Canadian local governments and other Canadian entities.
In early March 2022, Purdue Pharma reached a nationwide settlement
over its role in the opioid crisis, with the Sackler family members
boosting their cash contribution to as much as $6 billion. The
settlement was hammered out with attorneys general from the eight
states -- California, Connecticut, Delaware, Maryland, Oregon,
Rhode Island, Vermont and Washington -- and D.C. who had opposed
the previous settlement.
QUICK SERVE: Seeks to Use $333K of Cash Collateral
--------------------------------------------------
Quick Serve, LLC, asks the U.S. Bankruptcy Court for the District
of New Hampshire for authority to use up to $333,420 of cash
collateral and provide adequate protection.
The Debtor requires the use of cash collateral to pay the costs and
expenses incurred in the ordinary course of business to the extent
provided for in the budget, during the period December 1, 2024,
through January 31, 2025.
The Debtor owes money to several creditors, including Rockingham
County Economic Development Corporation, CHTD Company, Corporation
Service Company, NHDRA Collection Division, Ace Funding Source, and
CT Corporation System. Some of these creditors have filed liens
against the Debtor's assets, including its cash. The company
believes that some of these liens may not be valid and is
challenging their validity.
The entry of the order granting the Motion will require the Debtor
to pay REDC the sum of $500 on account of its claimed, first
priority Record Lien on general intangibles, inventory, accounts
receivable and proceeds thereof, beginning on December 1, 2024, and
on the same date of each month thereafter during the Use Term.
With the Debtor's consent, the entry of the order granting the
Motion will require the Debtor to pay Enterprise Bank and Trust Co.
the sum of $666 per month on account of its claimed first priority
Record Lien on all or substantially all of the Debtor's restaurant
furniture, furnishings, fixtures, and other equipment, beginning on
December 1, 2024 and on the same date of each month thereafter
during the term of the Order.
The United States Small Business Administration will also be paid
the sum of $444 per month on account of its claimed second priority
Record Lien on all or substantially all of the Debtor's restaurant
furniture, furnishings, fixtures, and other equipment, beginning on
December 1, 2024 and on the same date of each month thereafter
during the term of the Order. Although the Debtor doubts that SBA
will be allowed a secured claim, the Pending Plan offers SBA a
small secured claim which is the reason that Debtor proposed this
small, interim payment.
As adequate protection, the Debtors are required to grant Record
Lienholders are replacement liens as security for any loss or
diminution in the value of the collateral held by a Record
Lienholder due to the Debtor's use thereof, which will have and
enjoy the same preference and priority as the Record Lien enjoyed
under applicable state law on the Petition Date vis-a-vis the
Debtor and other Record Lienholders and their Record Liens.
The Debtor is also required to pay the premiums on and keep in full
force and effect the policies of insurance delivered to the UST
that provide the Debtor and estate with coverage against loss or
damage to or the destruction of collateral as their interests may
appear.
The Debtor's right to use cash collateral expires automatically on
January 31, 2025, subject to an earlier termination or expiration
of the order granting the Motion or the extension thereof by an
order of the Court.
A copy of the motion is available at https://urlcurt.com/u?l=e3y4Mt
from PacerMonitor.com.
About Quick Serve
Quick Serve, LLC -- https://www.thebeachplum.net/reviews -- doing
business as The Beach Plum, is a seasonal store located in The Old
Firehouse on the historic village green of Fishers Island, New
York.
Quick Serve sought relief under Subchapter V of Chapter 11 of the
U.S. Bankruptcy Code (Bankr. D.N.H. Case No. 24-10518) on July 30,
2024, with up to $50,000 in assets and up to $1 million in
liabilities. Robert Lee, member and manager, signed the petition.
Judge Kimberly Bacher oversees the case.
The Debtor is represented by William S. Gannon, Esq., at William S.
Gannon, PLLC.
R&N EASLEY: Unsecured Creditors Will Get 100% of Claims in Plan
---------------------------------------------------------------
R&N Easley, LLC filed with the U.S. Bankruptcy Court for the
District of South Carolina a Disclosure Statement describing
Chapter 11 Plan dated September 22, 2024.
The Debtor very simply consists of land and a building, which is
leased to a "car wash" business, known as Premier Car Wash Easley,
LLC. It is owned and operated by its two principals, Ronald and
Nadyne Jennings.
In its chapter 11 proposed plan, the Debtor intends to continue
paying the current "adequate protection" payments to Countybank
toward its mortgage at the sum of $9,800 per month with a fixed
rate of interest as set forth in the "schedule of payments to
creditors." The Debtor will accept the unexpired lease in which
Premier Car Wash Easley, LLC, pays it the sum of $12,200 per month
to lease the Debtor's property.
As to the guarantee of the Countybank mortgage by Premier Car Wash
Easley, LLC, Premier Car Wash Seneca, LLC, and R&N Seneca, LLC,
those will continue to be guarantors of the R&N Easley, LLC debt.
The Debtor proposes to pay 100% of each general unsecured debt over
a period of months/years. The length of repayment depends on the
amount of the debt. Lower debts will ne paid over a lower amount of
months/years, and higher debts will be paid over a longer period of
month/years.
Class 6 consists of General Unsecured Creditors. The Class 6
general unsecured creditors will receive a one hundred percent
payout of their allowed claims over a period of months with no
interest.
The Debtor's chapter 11 plan of reorganization was filed on June
20, 2023. Therefore, the first monthly operating report only
included 10 days. The sole income this Debtor receives is the
$12,200 per month lease payment from its tenant Premier Car Wash
Easley, LLC, which was not paid in June or July 2024, while
negotiating as to cash collateral were in process.
The Debtor's Plan of Reorganization is based upon the Debtor's
principals' belief that the present forced liquidation net value of
its principal assets is less than the proposed payout to creditors
under its chapter 11 plan.
A full-text copy of the Disclosure Statement dated September 22,
2024 is available at https://urlcurt.com/u?l=und5t7 from
PacerMonitor.com at no charge.
Counsel to the Debtor:
Robert H. Cooper, Esq.
The Cooper Law Firm
150 Milestone Way, Ste B
Greenville, SC 29615
Tel: (864) 271-9911
Fax: (864) 232-5236
Email: rhcooper@thecooperlawfirm.com
About R&N Easley
R&N Easley, LLC, a company in Easley, S.C., filed a petition under
Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. D.S.C. Case
No. 24-02223) on June 20, 2024, with up to $50,000 in assets and up
to $10 million in liabilities. Ronald B. Jennings Jr., managing
member, signed the petition.
Judge Helen E. Burris presides over the case.
Robert H. Cooper, Esq., at The Cooper Law Firm represents the
Debtor as bankruptcy counsel.
RAYMOND L BOLT: Unsecureds Will Get 0% of Claims in Plan
--------------------------------------------------------
Raymond L. Bolt, D.M.D., PC, filed with the U.S. Bankruptcy Court
for the Middle District of Alabama a Plan of Reorganization for
Small Business dated September 19, 2024.
The Debtor is a Professional Corporation that was incorporated on
or around January 4, 1988, in Montgomery County, Alabama. The
Debtor operates a general family dentistry practice from a leased
facility located at Flint's Crossing in Opelika, Lee County,
Alabama.
The leased facility is owned by RECS Flint's Crossing, LLC. The
stock of the Debtor is owned exclusively and solely by Raymond L.
Bolt. Dr. Bolt is the managing member of the Debtor. The registered
agent for the Debtor is Dr. Bolt.
The Debtor experienced financial hardship related, at least in
part, to the following: a) the negative economic impact of the
COVID-19 Pandemic and/or the malingering effects thereof; b) the
increased costs associated with payroll and related taxes; and c)
an increase in receivables due to disallowance or rejection by one
or more benefit-providers and/or insurers. The Debtor defaulted on
one or more secured and/or unsecured obligations including certain
taxes. The aforesaid events precipitated the filing of this
bankruptcy case. The Debtor believes that it can successfully
reorganize and/or restructure its debts and liabilities such that
it can continue to operate its business upon exiting this case.
This Plan, under Subchapter V, Chapter 11 of the Bankruptcy Code
proposes to pay certain creditors of the Debtor, through cash from
future earnings. The Debtor intends to keep all assets as disclosed
within its bankruptcy schedules, unless otherwise abandoned and/or
surrendered as more so set forth herein. The Debtor does not intend
to liquidate or dispose of any property; however, if disposition or
liquidation of property becomes necessary for a successful
reorganization, the Debtor will undertake such necessary
disposition or liquidation.
As set forth in the Plan and unless stated otherwise, a secured
creditor's claim will be treated as secured to the extent of the
value of the creditor's interest in the estate's interest in the
subject property and as unsecured to the extent that the value of
the creditor's interest is less than the amount of the allowed
claim. A secured creditor will retain its lien on the collateral
under the Plan, to the extent of the secured value of the claim,
unless there is an express provision herein that states otherwise.
A secured creditor will receive payment on its secured claim, as
set forth in the Plan, out of the Debtor's future earnings on the
terms set forth herein the Plan. The Plan provides for payment to
creditors holding administrative and priority unsecured claims. The
Plan provides for a 0% distribution to creditors holding allowed
non-priority unsecured claims.
Class 3 consists of Non-priority Unsecured Creditors. The allowed
non priority unsecured claims total $197,961.97. Upon confirmation
of this Plan, the creditors holding the aforesaid non-priority
unsecured claims will be paid a total distribution of 0% of the
amount of each respective unsecured claim.
Class 4 consists of Equity Interests of the Debtor. The equity
interest in this Class is the stock held Dr. Bolt (100%) who
retains said interests within the Plan. Dr. Bolt will remain in the
position of management of the reorganized debtor.
The Debtor will retain its personal property (excepting the
abandoned and/or surrendered collateral identified herein), subject
to the encumbrances and liens thereon as provided herein, which
will allow the Debtor to operate its business and pay its creditors
from future earnings derived from such operations.
As applicable, necessary and provided in the Plan, the Debtor will
submit, to the supervision and control of the Trustee, all or such
required portion of its future earnings or other future income as
is necessary to effectuate execution of this Plan. The Debtor's
monthly operating reports support feasibility.
A full-text copy of the Plan of Reorganization dated September 19,
2024 is available at https://urlcurt.com/u?l=ZMhtnN from
PacerMonitor.com at no charge.
Counsel for the Debtor:
Anthony B. Bush, Esq.
The Bush Law Firm, LLC
Parliament Place Professional Center
3198 Parliament Circle 302
Montgomery, AL 36116
Telephone: (334) 263-7733
Facsimile: (334) 832-4390
Email: anthonybbush@yahoo.com
About Raymond L. Bolt
Raymond L. Bolt, D.M.D., PC is a Professional Corporation that was
incorporated on or around January 4, 1988, in Montgomery County,
Alabama.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. M.D. Ala. Case No. 24-80737) on June 21,
2024. In the petition signed by Raymond L. Bolt, DMD, president,
the Debtor disclosed up to $100,000 in assets and up to $1 million
in liabilities.
Judge Bess M. Parrish Creswell oversees the case.
The Debtor tapped Anthony B. Bush, Esq., at The Bush Law Firm, LLC
as counsel and Marcus E. Garrett, CPA, at JF Shirley, Inc. as
accountant.
REBORN COFFEE: All Three Proposals Approved at Annual Meeting
-------------------------------------------------------------
Reborn Coffee, Inc. held its annual meeting of stockholders for its
fiscal year ended December 31, 2024. As of September 23, 2024, the
record date for the Annual Meeting, 2,683,490 shares of the
Company's common stock, par value $0.0001 per share, were
outstanding, entitled to 2,683,490 votes at the Annual Meeting.
Holders of 1,798,335 shares of the Company's Common Stock were
present in person or by proxy at the Annual Meeting, representing
67.01% of the total outstanding shares of Common Stock,
constituting a quorum pursuant to the Company's bylaws. At the
Annual Meeting, three proposals were submitted to and were approved
by the Company's stockholders:
* Proposal No. 1
The Company's stockholders elected Farooq M. Arjomand, Jay Kim,
Dennis R. Egidi, Sehan Kim, Andy Nasim and Jennifer Tan to the
Company's Board of Directors, to hold office until the 2025 annual
meeting of stockholders or until such director's respective
successors are elected or appointed and qualified or until any such
director's earlier resignation or removal.
* Proposal No. 2
The Company's stockholders ratified the appointment of BCRG Group
as the Company's independent registered public accounting firm for
the fiscal year ending December 31, 2024.
* Proposal No. 3
The Company's stockholders approved the issuance of shares of the
Company's Common Stock to YA II PN, LTD. pursuant to the
Convertible Promissory Note and related warrant issued on May 20,
2024, in excess of the Exchange Cap in accordance with Nasdaq
Listing Rule 5635(d).
About Reborn Coffee
Brea, Calif.-based Reborn Coffee, Inc. (NASDAQ: REBN) is focused on
serving high quality, specialty-roasted coffee at retail locations,
kiosks, and cafes. Reborn is an innovative company that strives for
constant improvement in the coffee experience through exploration
of new technology and premier service, guided by traditional
brewing techniques. Reborn believes they differentiate themselves
from other coffee roasters through innovative techniques, including
sourcing, washing, roasting, and brewing their coffee beans with a
balance of precision and craft. For more information, please visit
www.reborncoffee.com.
Going Concern
The Company cautioned in its Form 10-Q Report filed with the U.S.
Securities and Exchange Commission for the quarterly period ended
March 31, 2024, that substantial doubt exists about its ability to
continue as a going concern. According to the Company, it had
incurred a net comprehensive loss of $990,544 during the three
months ended March 31, 2024, and has an accumulated deficit of
$17,747,468 as of March 31, 2024.
As of June 30, 2024, Reborn Coffee had $10,529,006 in total assets,
$7,986,318 in total liabilities, and $2,542,688 in total
stockholders' equity.
RED RIVER: Wants to Let Clients to Change Prepack Plan Votes
------------------------------------------------------------
HarrisMartin report that Red River Talc has petitioned the
bankruptcy court overseeing its Chapter 11 case to permit certain
clients of Morelli Law to revise their votes, as over 1,500 clients
now wish to endorse the prepackaged plan.
In an October 25 motion filed in the U.S. Bankruptcy Court for the
Southern District of Texas, Red River indicated that these clients
decided to change their votes following an increase of $1.1 billion
to the proposed settlement total, the report states.
About J&J Talc Units
LLT Management, LLC (formerly known as LTL Management LLC) was a
subsidiary of Johnson & Johnson that was formed to manage and
defend thousands of talc-related claims and oversee the operations
of Royalty A&M. Royalty A&M owns a portfolio of royalty revenue
streams, including royalty revenue streams based on third-party
sales of LACTAID, MYLANTA/MYLICON and ROGAINE products.
LTL Management first filed a petition for Chapter 11 protection
(Bankr. W.D.N.C. Case No. 21-30589) on Oct. 14, 2021. The case was
transferred to New Jersey (Bankr. D.N.J. Case No. 21-30589) on Nov.
16, 2021. The Hon. Michael B. Kaplan is the case judge. At the time
of the filing, the Debtor was estimated to have $1 billion to $10
billion in both assets and liabilities.
In the 2021 case, LTL Management tapped Jones Day and Rayburn
Cooper & Durham, P.A., as bankruptcy counsel; King & Spalding, LLP
and Shook, Hardy & Bacon LLP as special counsel; McCarter &
English, LLP as litigation consultant; Bates White, LLC as
financial consultant; and AlixPartners, LLP as restructuring
advisor. Epiq Corporate Restructuring, LLC, served as the claims
agent.
On Dec. 24, 2021, the U.S. Trustee for Regions 3 and 9
reconstituted the talc claimants' committee and appointed two
separate committees: (i) the official committee of talc claimants
I, which represents ovarian cancer claimants, and (ii) the official
committee of talc claimants II, which represents mesothelioma
claimants.
The official committee of talc claimants I tapped Genova Burns LLC,
Brown Rudnick LLP, Otterbourg PC and Parkins Lee & Rubio LLP as its
legal counsel. Meanwhile, the official committee of talc claimants
II is represented by the law firms of Cooley LLP, Bailey Glasser
LLP, Waldrep Wall Babcock & Bailey PLLC, Massey & Gail LLP, and
Sherman Silverstein Kohl Rose & Podolsky P.A.
Re-Filing of Chapter 11 Petition
On Jan. 30, 2023, a panel of the Third Circuit issued an opinion
directing this Court to dismiss the 2021 Chapter 11 Case on the
basis that it was not filed in good faith. Although the Third
Circuit panel recognized that the Debtor "inherited massive
liabilities" and faced "thousands" of future claims, it concluded
that the Debtor was not in financial distress before the filing.
On March 22, 2023, the Third Circuit entered an order denying the
Debtor's petition for rehearing. The Third Circuit entered an order
denying LTL's stay motion on March 31, 2023, and, on the dame day,
issued its mandate directing the Bankruptcy Court to dismiss the
2021 Chapter 11 Case.
The Bankruptcy Court entered an order dismissing the 2021 Case on
April 4, 2023.
Johnson & Johnson on April 4, 2023, announced that its subsidiary
LTL Management LLC (LTL) has re-filed for voluntary Chapter 11
bankruptcy protection (Bankr. D.N.J. Case No. 23-12825) to obtain
approval of a reorganization plan that will equitably and
efficiently resolve all claims arising from cosmetic talc
litigation against the Company and its affiliates in North
America.
In the new filing, J&J said it has agreed to contribute up to a
present value of $8.9 billion, payable over 25 years, to resolve
all the current and future talc claims, which is an increase of
$6.9 billion over the $2 billion previously committed in connection
with LTL's initial bankruptcy filing in October 2021. LTL also has
secured commitments from over 60,000 current claimants to support a
global resolution on these terms.
In August 2023, U.S. Bankruptcy Judge Michael Kaplan in Trenton,
New Jersey, ruled that the second bankruptcy case should be
dismissed.
3rd Try
In May 2024, J&J announced its subsidiary LLT Management LLC is
soliciting support for a consensual prepackaged bankruptcy plan to
resolve its talc-related liabilities. Under the terms of the plan,
a trust would be funded with over $5.4 billion in the first three
years and more than $8 billion over the course of 25 years, which
J&J calculates to have a net present value of $6.475 billion.
Claimants must cast their vote to accept or reject the Plan by 4:00
p.m. (Central Time) on July 26, 2024. A solicitation package may be
requested at www.OfficialTalcClaims.com or by calling
1-888-431-4056. If the Plan is accepted by at least 75% of voters,
a bankruptcy may be filed under the case name In re: Red River Talc
LLC in a bankruptcy court in Texas or in the bankruptcy court of
another jurisdiction. Epiq Corporate Restructuring, LLC is serving
as balloting and solicitation agent for LLT.
On Sept. 20, 2024, Red River Talc LLC filed a Chapter 11 bankruptcy
petition (Bankr. S.D. Tex. Case No. 24-90505).
Porter Hedges LLP and Jones Day serve as counsel in the new Chapter
11 case. Epiq is the claims agent.
Paul Hastings LLP is counsel to the Ad Hoc Committee of Supporting
Counsel. Randi S. Ellis is the proposed prepetition legal
representative of future claimants.
REMARK HOLDINGS: Issues 150K Series A Preferred Shares to CEO
-------------------------------------------------------------
Remark Holdings, Inc. disclosed in a Form 8-K filed with the
Securities and Exchange Commission that on Oct. 31, 2024, it
entered into a stock purchase agreement pursuant to which it issued
150,000 shares of its Series A Redeemable Voting Preferred Stock to
Remark's Chief Executive Officer, Kai-Shing Tao.
Also on Oct. 31, 2024, the Company entered into a voting agreement
with Mr. Tao pursuant to which Mr. Tao agreed to vote the shares of
Series A Preferred Stock only in accordance with the
recommendations of the Company's Board of Directors with respect to
the Voting Proposals.
On Oct. 31, 2024, the Company filed a Certificate of Designations
with the Secretary of State of Delaware designating the rights,
preferences and limitations of a new series of preferred stock with
150,000 shares designated as Series A Preferred Stock.
Bylaws Amendment
On Oct. 30, 2024, the Board of Directors of Remark approved an
amendment to Section 2.06 of Remark's Amended and Restated Bylaws
to specify that the quorum for the transaction of business at all
meetings of stockholders, whether annual or special, shall be
33.33% of the voting power of the shares outstanding entitled to
vote, present in person or by proxy. The amendment became
effective immediately.
About Remark Holdings
Remark Holdings, Inc. (NASDAQ: MARK) --
http://www.remarkholdings.com-- is a U.S.-based company that
developed and sells the AI-powered analytics platform that brings
valuable insights to the video feeds provided by current cameras
and computer vision solutions through its integrated suite of AI
tools that help organizations understand their customer behavior
and demographics while providing real-time alerts to predetermined
inspection and security parameters. Remark's international team of
sector-experienced professionals has created award-winning
GDPR-compliant and CCPA-compliant video analytics solutions that
service the government agencies, hospitality, public safety,
retail, and transportation sectors. The Company's headquarters are
in Las Vegas, Nevada, USA, with operational offices in New York and
international offices in London, England.
Los Angeles, California-based Weinberg & Company, P.A., the
Company's auditor since 2020, issued a "going concern"
qualification in its report dated April 15, 2024, citing that the
Company has suffered recurring losses from operations and negative
cash flows from operating activities and has a negative working
capital and a stockholders' deficit that raise substantial doubt
about its ability to continue as a going concern.
RICEBRAN TECHNOLOGIES: Secures $1.5-Mil. Note With Funicular Funds
------------------------------------------------------------------
RiceBran Technologies disclosed in a Form 8-K Report filed with the
U.S. Securities and Exchange Commission that the Company and
Funicular Funds, LP, a Delaware limited partnership, entered into a
Secured Promissory Note, dated as of October 9, 2024, by and among
the Company, Funicular, as holder, Golden Ridge Rice Mills, Inc.,
as guarantor, and MGI Grain Incorporated, as guarantor.
The New Funicular Note increases the initial and delayed draw
amount under the previously disclosed Secured Promissory Note,
dated as of September 16, 2024, by and among the Company,
Funicular, as holder, Golden Ridge, as guarantor, and MGI Grain, as
guarantor from $1.1 million to $1.5 million. The New Funicular Note
contains substantially the same terms and conditions as the
Funicular Note, which were previously disclosed on a Form 8-K filed
by the Company on September 23, 2024.
To date, $1.3 million has now been advanced to and borrowed by the
Company under the Funicular Note.
About RiceBran
RiceBran Technologies is a specialty ingredient company focused on
the development, production, and marketing of products derived from
traditional and ancient small grains. The Company creates and
produces products utilizing proprietary processes to deliver
improved nutrition, ease of use, and extended shelf-life, while
addressing consumer demand for all natural, non-GMO and organic
products.
Whippany, New Jersey-based WithumSmith+Brown, PC, the Company's
auditor since 2023, issued a "going concern" qualification in its
report dated March 29, 2024, citing that the Company has an
accumulated deficit at Dec. 31, 2023 and, since inception, has
suffered significant operating losses and negative cash flows from
operations that raise substantial doubt about its ability to
continue as a going concern.
As of March 31, 2024, RiceBran had $5.05 million in total assets,
$9.74 million in total liabilities, and a total stockholders'
deficit of $4.73 million.
RICEBRAN TECHNOLOGIES: WithumSmith+Brown Steps Down as Auditor
--------------------------------------------------------------
RiceBran Technologies disclosed in a Form 8-K Report filed with the
U.S. Securities and Exchange Commission that WithumSmith+Brown, PC
notified the Company that it was resigning as the Company's
independent registered public accounting firm. Withum had served as
the Company's independent registered public accounting firm since
2023.
During the Company's two most recent fiscal years ended December
31, 2023 and 2022, and the subsequent interim period through
October 10, 2024, there were no disagreements (as defined in Item
304(a)(1)(iv) of Regulation S-K and the related instructions)
between the Company and Withum and RSM on any matter of accounting
principles or practices, financial statement disclosure, or
auditing scope or procedure which, if not resolved to the
independent registered public accounting firm's satisfaction, would
have caused the independent registered public accounting firm to
make reference to the subject matter of the disagreement in
connection with audited reports on the Company's consolidated
financial statements for the fiscal years ended December 31, 2023
and 2022.
During the Company's two most recent fiscal years ended December
31, 2023 and 2022, and the subsequent interim period through
October 10, 2024, there were no "reportable events" (as defined in
Item 304(a)(1)(v) of Regulation S-K and the related instructions).
Withum's reports on the Company's consolidated financial statements
for the most recent fiscal year ended December 31, 2023 did not
contain any adverse opinion or disclaimer of opinion and were not
qualified or modified as to uncertainty, audit scope or accounting
principles, except for Withum's most recent report, which contained
an explanatory paragraph regarding substantial doubt about the
Company's ability to continue as a going concern.
About RiceBran
RiceBran Technologies is a specialty ingredient company focused on
the development, production, and marketing of products derived from
traditional and ancient small grains. The Company creates and
produces products utilizing proprietary processes to deliver
improved nutrition, ease of use, and extended shelf-life, while
addressing consumer demand for all natural, non-GMO and organic
products.
Whippany, New Jersey-based WithumSmith+Brown, PC, the Company's
auditor since 2023, issued a "going concern" qualification in its
report dated March 29, 2024, citing that the Company has an
accumulated deficit at Dec. 31, 2023 and, since inception, has
suffered significant operating losses and negative cash flows from
operations that raise substantial doubt about its ability to
continue as a going concern.
As of March 31, 2024, RiceBran had $5.05 million in total assets,
$9.74 million in total liabilities, and a total stockholders'
deficit of $4.73 million.
RINCHEM COMPANY: Moody's Alters Outlook on 'B3' CFR to Negative
---------------------------------------------------------------
Moody's Ratings has changed Rinchem Company, LLC's outlook to
negative from stable. At the same time, Moody's have affirmed the
company's B3 Corporate Family Rating, a B3-PD Probability of
Default Rating and B3 ratings on the company's senior secured bank
credit facilities.
RATINGS RATIONALE
The negative outlook reflects Rinchem's weak business fundamentals
as evidenced by the still lackluster demand from semiconductor
customers and weaker than expected earnings which result in a high
debt leverage and cash consumption. The company has a focus on cost
savings given the persistently high transportation costs and
limited visibility of demand improvement. Rinchem's adequate
liquidity and its sponsor's willingness to provide financial aid
are key considerations for the rating affirmation.
For 2024, Moody's expect the company's EBITDA won't be enough to
cover its interest expenses, restructuring expenses and capital
expenditure. Timing of a demand recovery from its major
semiconductor customers remains elusive, given their underutilized
fabs and soft end markets. Domestic trucking business remains
hampered by general market softness, while the Red Sea disruption
continues to impact freight forwarding business.
Rinchem has an adequate liquidity profile, which reflects $23
million cash on hand and undrawn $35 million revolver. The company
freed up its revolver capacity through a sales lease back
transaction in Taiwan that provided $35 million proceeds in May
2024. Moody's expect the company will carefully manage capital
expenditures to safeguard liquidity and resort to its sponsor for
additional financial means.
The $35 million revolving credit facility due in March 2027 is
sufficient to cover business contingencies, as Rinchem only manages
the supply chain without taking the ownership of inventory. The
revolver has a springing financial covenant— a maximum First Lien
Net Leverage Ratio of 9.0x, which will be tested if the outstanding
amount exceeds the greater of $14 million and 40% of the revolver's
principal. The calculation of this covenant allows the addition of
run-rate cost savings and EBITDA projected for new contracts.
Rinchem's rating is supported by its long-term contracts with
blue-chip customers and growth potential in supply chain solutions
to semiconductor manufacturers. Accounts receivable risk is low
given the investment-grade ratings of its major customers.
Long-term demand looks promising, as major semiconductor
manufacturers including Intel, Samsung and TSMC will invest in new
chip manufacturing facilities in the US, despite recent delays.
Rinchem's rating is constrained by its small business scale,
concentrated customer base, as well as potentially large capital
expenditures. The company is focused on specialty chemicals' supply
chain solutions and generates about 75% of its sales from top 10
customers. Its ambition to grow its warehouses and logistic
networks to serve semiconductor customers will entail large capital
expenditure with operational challenges.
ESG CONSIDERATIONS
The rating has factored in environmental, social and governance
considerations but is not a key driver of the rating action.
Rinchem's credit impact score of CIS-4 mainly reflects its
governance risks including private equity ownership, limited
financial disclosure and elevated debt level. Environmental and
social factors include the handling of hazardous specialty
chemicals and gases in its warehouses and during transportation.
Investment in semiconductor industry will improve business outlook
for Rinchem and also require more sophisticated risk management
given its sales concentration on a few large semiconductor
customers and its plan to expand warehouses and logistics
services.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
Moody's could downgrade the rating, if the company fails to grow
its earnings or increases its financial leverage or to accelerate
growth. Debt leverage above 6 times, negative free cash flow, or a
deterioration in liquidity would also result in a downgrade.
Moody's could upgrade the rating, if the company successfully
implements its investment strategy, grows its business scale,
customer base and business diversity. A rating upgrade would also
require debt leverage consistently below 5 times, positive free
cash flow generation, and a track record of managing business risks
at a much larger scale.
Rinchem is a specialized supply chain solutions provider to
semiconductor manufacturing, pharmaceuticals and biotechnology. It
warehouses and transports high-value, high purity chemicals and
specialty gases for the complex semiconductor manufacturing
process. The company is owned by investment vehicles affiliated
with Stonepeak Infrastructure Partners.
The principal methodology used in these ratings was Chemicals
published in October 2023.
ROCKY MOUNTAIN: Bradley Radoff Lowers Stake to 6% as of Oct. 23
---------------------------------------------------------------
The Radoff Family Foundation and Bradley L. Radoff disclosed in a
Schedule 13D/A Report filed with the U.S. Securities and Exchange
Commission that as of October 23, 2024, they beneficially owned
shares of Rocky Mountain Chocolate Factory, Inc.'s common stock.
As of October 23, the Radoff Foundation has direct beneficial
ownership of 290,000 Shares representing approximately 3.8% of the
shares outstanding. Meanwhile, Mr. Radoff has direct beneficial
ownership of 162,548 Shares, representing approximately 6% of the
shares outstanding. As a director of the Radoff Foundation, Mr.
Radoff may be deemed to beneficially own the 290,000 Shares owned
by the Radoff Foundation.
The aggregate percentage of Shares reported owned by each person is
based upon 7,597,819 Shares outstanding as of October 10, 2024,
which is the total number of Shares outstanding as reported in
Rocky Mountain's Quarterly Report on Form 10-Q filed with the
Securities and Exchange Commission on October 15, 2024.
A full-text copy of the SEC Report is available at:
https://tinyurl.com/h3jzt8vf
About Rocky Mountain Chocolate Factory
Durango, Colo.-based Rocky Mountain Chocolate Factory, Inc. is an
international franchisor, confectionery producer, and retail
operator. Founded in 1981, the Company produces an extensive line
of premium chocolate candies and other confectionery products.
New York, N.Y.-based CohnReznick LLP, the Company's auditor since
2024, issued a "going concern" qualification in its report dated
June 13, 2024, citing that the Company has incurred recurring
losses and negative cash flows from operations in recent years and
is dependent on debt financing to fund its operations, all of which
raise substantial doubt about the Company's ability to continue as
a going concern.
As of August 31, 2024, Rocky Mountain had $21.1 million in total
assets, $10.6 million in total liabilities, and $10.5 million in
total shareholders' equity.
ROCKY MOUNTAIN: Global Value Holds 23.99% Stake as of Oct. 23
-------------------------------------------------------------
Global Value Investment Corp., GVP 2021-A, L.P., GVP 2021-A,
L.L.C., Jeffrey R. Geygan, James P. Geygan, Stacy A. Wilke,
Kathleen M. Geygan, and Shawn G. Rice disclosed in a Schedule 13G
filed with the U.S. Securities and Exchange Commission that as of
October 23, 2024, they beneficially owned 1,822,766 shares of
Common Stock, representing approximately 23.99% of the 7,597,819
shares of Common Stock outstanding as of October 10, 2024, as
reported in the Form 10-Q for the fiscal quarter ended August 31,
2024, of the Issuer.
* Global Value Investment Corp.: 1,822,766 shares (23.99%).
* GVP 2021-A, L.P.: 135,820 shares (1.79%).
* GVP 2021-A, L.L.C.: 135,820 shares (1.79%).
* Jeffrey R. Geygan: 1,822,766 shares (23.99%).
* James P. Geygan: 11,822,766 shares (23.99%).
* Stacy A. Wilke: 2,465 shares (less than 1%).
* Kathleen M. Geygan: 45,108 shares (less than 1%).
* Shawn G. Rice: 5,325 shares (less than 1%).
A full-text copy of Global Value's SEC Report is available at:
https://tinyurl.com/3uadtb3n
About Rocky Mountain Chocolate Factory
Durango, Colo.-based Rocky Mountain Chocolate Factory, Inc. is an
international franchisor, confectionery producer, and retail
operator. Founded in 1981, the Company produces an extensive line
of premium chocolate candies and other confectionery products.
New York, N.Y.-based CohnReznick LLP, the Company's auditor since
2024, issued a "going concern" qualification in its report dated
June 13, 2024, citing that the Company has incurred recurring
losses and negative cash flows from operations in recent years and
is dependent on debt financing to fund its operations, all of which
raise substantial doubt about the Company's ability to continue as
a going concern.
As of August 31, 2024, Rocky Mountain had $21.1 million in total
assets, $10.6 million in total liabilities, and $10.5 million in
total shareholders' equity.
S&W SEED: Incurs $30.06 Million Net Loss in FY Ended June 30
------------------------------------------------------------
S&W Seed Company filed with the Securities and Exchange Commission
its Annual Report on Form 10-K reporting a net loss of $30.06
million on $60.44 million of revenue for the year ended June 30,
2024, compared to net income of $14.44 million on $73.52 million of
revenue for the year ended June 30, 2023.
As of June 30, 2024, the Company had $120.73 million in total
assets, $75.69 million in total liabilities, $5.77 million in total
mezzanine equity, and $39.26 million in total stockholders'
equity.
Denver, Colorado-based Grant Thornton LLP, the Company's auditor
since 2024, issued a "going concern" qualification in its report
dated Nov. 1, 2024, citing that the Company has incurred a net loss
of $30.1 million and cash used in operating activities was $5.6
million for the year ended June 30, 2024, and as of that date, the
Company's current liabilities exceeded its current assets by $5.9
million and had an accumulated deficit of $122.1 million. In
addition, the Company's subsidiary, S&W Australia, entered into
voluntary administration on July 24, 2024, and is no longer under
the Company's control. S&W Australia's entry into voluntary
administration also resulted in an event of default under the
Company's Amended CIBC Loan Agreement. On Aug. 5, 2024, the
Company received a waiver for the event of default from CIBC, which
contained conditions that are not within the Company's control.
Effective Sept. 16, 2024, the Company was not in compliance with
the amended terms per the Third Amendment of the Company's Amended
CIBC Loan Agreement, which constitutes an additional event of
default, and through the date of this report has not been able to
regain compliance. These conditions and uncertainties as to
whether the Company can mitigate the impact of the voluntary
administration, along with other matters, raise substantial doubt
about the Company's ability to continue as a going concern.
Management Discussion
"Since taking over as CEO in July 2023, my focus has been to define
our business strategies to optimize results centered around
best-in-class operational effectiveness of our broader sorghum
technology program and forage operations," commented S&W Seed
Company's CEO, Mark Herrmann. "Within our Americas operations,
which is led by our proprietary, high-value sorghum Double Team
trait technology, we enacted a number of strategies to increase
adoption of Double Team while improving operational efficiencies.
This resulted in Double Team revenue increasing by 68.1% during
fiscal 2024, which was a lead driver in boosting our company-wide
gross margins increase of 640 basis points to 26.2% in fiscal 2024,
up from 19.8% in the previous year. On a dollar basis, gross
profit dollars increased to $15.8 million in fiscal 2024 compared
to $14.5 million in the year ago period. Our commercial launch of
Double Team has gone exceedingly well, with expectations for the
proprietary, high-value sorghum trait technology to be planted on
approximately 10% of all sorghum acres in the United States in
2024. As total revenue in the future continues to shift more
towards our robust sorghum technology portfolio which carries gross
margins in excess of 60%, including product line extensions and new
technology offerings planned over the next year, we expect to see
operational improvement in support of our near-term goal of
profitability."
"While the Americas operations continue to improve and meet our
expectations, we have experienced challenges to our international
operations. As a reminder, in early 2023, we communicated that we
were working on the possibility of a strategic transaction
involving our international operations, headquartered in Australia.
Upon further evaluation of the changes within our international
commercial footprint, among other factors, we announced that one of
our subsidiaries, S&W Australia, had entered Voluntary
Administration, or VA, under applicable Australian law effective
July 24, 2024. This decision was made after careful consideration
of S&W Australia's financial position and ongoing challenges in the
current market environment. These challenges include the lack of
viable strategic alternatives to Saudi Arabia's recent
discontinuation of import permits for alfalfa seed and all forages,
and the increased risk that S&W Australia would be unable to meet
its debt obligations. VA is a process designed to assess a
company's financial situation and operations and explore options to
provide a better return for creditors. The VA process is expected
to conclude in the fourth quarter of calendar year 2024."
"As we look to the remainder of fiscal 2025, we are laser focused
on the continued growth and expansion of our Double Team operations
in the Americas, while working toward resolve the VA process
involving a significant portion of our international operations.
We intend to provide a detailed outlook for our go forward
operations as part of the release of our first quarter fiscal 2025
financial results in mid-November 2024," Herrmann concluded.
A full-text copy of the Form 10-K is available for free at:
https://www.sec.gov/ix?doc=/Archives/edgar/data/1477246/000095017024120144/sanw-20240630.htm
About S&W Seed
Founded in 1980 and headquartered in Longmont, CO, S&W --
www.swseedco.com -- is a global multi-crop, middle-market
agricultural company headquartered in Longmont, Colorado. S&W's
vision is to be the world's preferred proprietary seed company
which supplies a range of sorghum, forage and specialty crop
products that supports the growing global demand for animal
proteins and healthier consumer diets. S&W is a global leader in
proprietary alfalfa and sorghum seeds with significant research and
development, production and distribution capabilities. S&W also has
a commercial presence in pasture and sunflower seeds, and through a
partnership, is focused on sustainable biofuel feedstocks primarily
within camelina.
SAND LANE: Unsecured Creditors to be Paid in Full in Plan
---------------------------------------------------------
Sand Lane Development Corp. filed with the U.S. Bankruptcy Court
for the Eastern District of New York a Plan of Reorganization dated
September 23, 2024.
The treatment to be provided for Allowed Claims or Interests
pursuant to this Plan and the consideration provided for herein
shall be in full and final satisfaction, settlement, release and
discharge of such respective Claims or Interests.
Class 2 shall consist of Allowed General Unsecured Claims. The
General Unsecured Claim is $18,646.83. The holders of Class 2
Claims shall be paid in full in Cash of Allowed Amount within 30
days of the funding of the plan. The Class 2 Claim is Unimpaired
and not entitled to vote to accept or reject the Plan.
Class 3 shall consist of the holders of Allowed Interests, the
Debtor. Except for distributions under the Plan to holders of
Allowed Claims, the Debtor will retain his Interests as the
Reorganized Debtor. Class 3 Interest holders are unimpaired and are
not entitled to vote to accept or reject the Plan.
The Plan will be funded upon the sale of 900 Hylan Boulevard Staten
Island New York 10305 after closure of Case 0805460 brought by the
New York State Department of Envioronmental Conservation. It is
estimated that the Debtor will require approximately nine months of
the Effective Date to obtain sign off and closure of the
environmental spill case from the New York State Department of
Environmental Conservation and to market and sell the property to
satisfy its obligations under the Plan. The Plan will be funded
fully by the sale of 900 Hylan Boulevard Staten Island New York
10305.
The Debtor intends the Plan will be fully funded from the sale of
900 Hylan Boulevard Staten Island New York 10305 to pay all
creditors, both secured, administrative and general unsecured in
full.
A full-text copy of the Plan of Reorganization dated Sept. 23, 2024
is available at https://urlcurt.com/u?l=0QgP4Y from
PacerMonitor.com at no charge.
Counsel to the Debtor:
Gregory A Flood, Esq.
Law Offices of Gregory A. Flood
900 South Avenue, Ste 300,
Staten Island, NY 10314-3428
Tel: (718) 568-3678
Email: floodlaw@gmail.com
About Sand Lane Development Corp.
Sand Lane Development Corp is a Single Asset Real Estate (as
defined in 11 U.S.C. Section 101(51B)). The Debtor is the owner of
real property located at 900 Hylan Blvd, Staten Island, NY 10305,
valued at $3.2 million.
Sand Lane Development Corp sought relief under Subchapter V of
Chapter 11 of the U.S. Bankruptcy Code (Bankr. E.D.N.Y. Case No.
24-40092) on Jan. 9, 2024. In the petition filed by Domenic
Tomasselo, secretary, the Debtor disclosed $3,204,520 in total
assets and $2,690,452 in total liabilities.
Judge Nancy Hershey Lord oversees the case.
The Debtor tapped Gregory A. Flood, Esq., as bankruptcy counsel and
Menicucci Villa Panzella Climi PLLC as its environmental and
landlord tenant attorneys.
SANDVINE CORP: Begins CCAA & Ch. 15 Proceedings for Restructuring
-----------------------------------------------------------------
Sandvine Corporation and certain of its affiliates and subsidiaries
announced that it has commenced proceedings under the Companies'
Creditors Arrangement Act in the Ontario Superior Court of Justice
(Commercial List) and is in the process of commencing a companion
recognition proceeding under Chapter 15 of Title 11 of the United
States Code in the United States Bankruptcy Court for the Northern
District of Texas (Dallas Division) in order to implement a
comprehensive restructuring transaction.
On October 2, 2024, the Company entered into a Restructuring
Support Agreement with over 97% of its secured lenders, who are
also current shareholders of the Company, to implement a
transaction that would result in, among other things, the
conversion of the Company's legacy funded debt obligations into
equity and the funding of the Company through a new super senior
loan facility under which the Investors provide new money
commitment in the amount of US$45 million. The Investor Transaction
provides a foundation for the Company's long-term continuation as a
market leader in the global telecommunications industry.
In connection with the CCAA proceedings, the Company will seek
approval of a sales and investment solicitation process pursuant to
which the Investor Transaction will serve as the stalking horse bid
and interested parties will be invited to submit superior offers.
Consummation of the Investor Transaction or a superior proposal
will be subject to court approval and other customary closing
conditions. The Company will also seek court approval to convert
the unfunded US$30 million commitments under the Investor
Transaction into a debtor-in-possession facility to provide the
Company with access to sufficient liquidity to meet its financial
obligations during the duration of the restructuring proceedings.
The decision to enter into the RSA and commence restructuring
proceedings was made after careful evaluation of the Company's
financial situation following business disruptions caused by the
Company's placement on the U.S. Department of Commerce's Entity
List following allegations of misuse of the Company's products by
certain customers. The Company is undergoing a comprehensive
transformation and has taken significant steps to realign its
operations and business model, commit to new leadership, and shift
to exclusively serving customers, including many of the world's
largest telecommunications companies, in democratic jurisdictions.
These restructuring proceedings are an important component of the
Company's ongoing business realignment, which seeks to position the
business for long-term success.
The restructuring proceedings provide the Company with an
opportunity to restructure its debt obligations in a protected and
managed environment while ensuring an uninterrupted continuation of
its operations, especially its customer support services, laying
the foundation for Sandvine to further build on its position as a
technology and market leader in the telecommunications industry.
The overwhelming support from Sandvine's existing Investors is
indicative of the optimism regarding Sandvine's future.
Sandvine leadership will remain responsible for ensuring continued
day-to-day operations of the Company during the restructuring
process, under the general oversight of the CCAA court-appointed
monitor, KSV Restructuring Inc. Information about Sandvine's CCAA
and Chapter 15 proceedings can be found at the Monitor's website
at: https://www.ksvadvisory.com/experience/case/sandvine.
The Company is committed to working closely with its stakeholders
to minimize the impact of the restructuring process and to ensure
that its creditors are treated fairly.
Advisors
GLC Advisors & Co., LLC and GLC Securities, LLC is acting as
investment banker, and Paul, Weiss, Rifkind, Wharton & Garrison LLP
and Osler, Hoskin & Harcourt LLP are acting as United States and
Canadian legal advisors to the Company, respectively.
About Sandvine Corporation
Sandvine Corporation, headquartered in Waterloo, Ontario, Canada,
and owned by funds affiliated with Francisco Partners, provides
network and application intelligence solutions to mobile, fixed,
cable, satellite and Wi-Fi service providers, and governments
globally.
SB CONTRACTORS: Sec. 341(a) Meeting of Creditors on Dec. 2
----------------------------------------------------------
SB Contractors LLC filed Chapter 11 protection in the Western
District of Texas. According to court documents, the Debtor reports
between $1 million and $10 million in debt owed to 1 and 49
creditors. The petition states that funds will be available to
unsecured creditors.
A meeting of creditors under 11 U.S.C. Sec. 341(a) is set for Dec.
2, 2024 at 10:00 AM via Via Phone: (866)909-2905; Code: 5519921#.
Proofs of claim are due Jan. 3, 2025.
About SB Contractors
SB Contractors LLC is a Texas based general contractor specializing
in heavy highway and commercial services.
SB Contractors LLC sought relief under Subchapter V of Chapter 11
of the U.S. Bankruptcy (Bankr. W.D. Tex. Case No. 24-52121) on Oct.
25, 2024. In the petition filed by William Simpson, as authorized
signatory, the Debtor estimated assets and liabilities between $1
million and $10 million each.
Michael G. Colvard has been appointed as Subchapter V trustee.
The Debtor is represented by:
Todd Headden, Esq.
HAYWARD PLLC
7600 Burnett Road, Suite 530
Austin, TX 78757
Tel: (737) 881-7100
Email: theadden@haywardfirm.com
SEDONA VINEYARDS: Sec. 341(a) Meeting of Creditors on Nov. 26
-------------------------------------------------------------
Sedona Vineyards LLC filed Chapter 11 protection in the District of
Arizona. According to court filing, the Debtor reports between $1
million and $10 million in debt owed to 1 and 49 creditors. The
petition states funds will be available to unsecured creditors.
A meeting of creditors under 11 U.S.C. Section 341(a) is slated for
Nov. 26, 2024 at 9:45 a.m. in Room Telephonically.
About Sedona Vineyards
Sedona Vineyards LLC owns and operates the Sedona Vineyards Resort,
a planned 50 room luxury boutique hotel plus 57 wine villas in
modern farmhouse style lining the vineyards and the lake, wine
tasting room and general store.
Sedona Vineyards LLC sought relief under Subchapter V of Chapter 11
of the U.S. Bankruptcy Code (Bankr. D. Ariz. Case No. 24-09126) on
October 25, 2024. In the petition filed by Douglas Edgelaw, as
manager, the Debtor reports estimated assets and liabilities
between $1 million and $10 million each.
The Debtor is represented by:
Ronald J. Ellett, Esq.
ELLETT LAW OFFICES, P.C.
2999 North 44th Street
Suite 330
Phoenix, AZ 85008
Tel: 602-235-9510
Email: rjellett@ellettlaw.com
SHARP SERVICES: Moody's Affirms B3 CFR & Alters Outlook to Positive
-------------------------------------------------------------------
Moody's Ratings affirmed the ratings of Sharp Services, LLC,
including its B3 corporate family rating, B3-PD probability of
default rating and the B3 rating of the senior secured bank credit
facility. The outlook was revised to positive from stable.
The affirmation and positive outlook reflect Moody's expectation
that debt-to-EBITDA will decline below 5.5x, over the next 12 to 18
months. Moody's expect that Sharp's deleveraging will be supported
by mid-to-high single-digit revenue and EBITDA growth with solid
demand for the company's packaging services. Moody's expect EBITDA
margins will modestly improve over the next 12 to 18 months, driven
by favorable product mix and operating efficiencies. Additionally,
Moody's expect Sharp will maintain good liquidity over the next 12
to 18 months, underpinned by positive free cash flow.
RATINGS RATIONALE
Sharp's B3 CFR reflects high but improving financial leverage below
5.5x, with gross debt-to-EBITDA of 6.1x for the twelve months ended
September 30, 2024. Sharp's rating is also constrained by its
modest, albeit growing scale, both on an absolute basis and
relative to several much larger competitors. The rating also
reflects the risk of the potential for revenue losses due to
selective in-sourcing by customers.
Conversely, Sharp's ratings benefit from its good market position
among contract packaging services companies, a relatively well
diversified customer base consisting largely of blue-chip
pharmaceutical clients, and relatively good visibility into the
company's revenue streams. Moody's expect the company's growth will
continue to be supported by favorable industry tailwinds, as the
pharmaceutical industry will continue to increase its reliance on
outsourced service providers.
The first lien senior secured credit facility includes a $130
million revolver expiring in 2026 and a $850 million term loan due
2028. The B3 ratings on the senior secured first lien revolver and
term loan match the B3 CFR, as these instruments represent the
preponderance of debt in the capital structure.
Moody's expect Sharp to maintain good liquidity over the next 12
months. Cash balances were approximately $34 million as of
September 30, 2024. Moody's expect that the company's annual free
cash flow will be approximately $30 million over the next 12
months, which will be sufficient to cover the company's basic
obligations and mandatory term loan amortization. Sharp's liquidity
is supported by its $130 million revolving credit facility, which
expires in 2026, and was undrawn as of September 30, 2024. The
revolver has a springing first lien net leverage ratio covenant,
set at 8.75x (with no step-downs), when the revolver draw exceeds
40% of the total commitment. Moody's expect that Sharp will
maintain sufficient covenant cushion if triggered.
The positive outlook reflects Moody's expectation of Sharp's
ongoing revenue and profitability growth, underpinned by favorable
product mix, volume growth, and focus on operating efficiencies.
Moody's forecast that Sharp's financial leverage will approach 5.0x
and that the company will maintain good liquidity supported by
positive free cash flow, over the next 12 to 18 months.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
The ratings could be upgraded if Sharp can profitably grow in scale
while maintaining good liquidity, reflected in consistently
positive free cash flow. Debt/EBITDA sustained below 6.0x would
support an upgrade.
The ratings could be downgraded if Sharp were to experience
operating disruptions, a loss of a major contract or if financial
policies became more aggressive. A downgrade could also occur if
the company's liquidity profile were to erode, such that free cash
flow was to turn negative on a sustained basis, or EBITA/interest
coverage falls below 1x.
The principal methodology used in these ratings was Business and
Consumer Services published in November 2021.
Sharp Services LLC ("Sharp"), headquartered in Allentown,
Pennsylvania, is a contract packaging organization, providing
outsourced primary and secondary packaging solutions, primary fill
finish through ownership of Berkshire Sterile Manufacturing, and
cold chain storage, as well as clinical services. Sharp generated
revenues of approximately $581 million for the LTM period ending
September 30, 2024. Sharp's parent firm and issuer of the audited
financial statements, Sharp Services LLC is controlled by private
equity firm Clayton Dubilier & Rice, along with minority stakes by
the management team.
SHIFTPIXY INC: Gets Interim OK to Use Cash Collateral Until Nov. 21
-------------------------------------------------------------------
Shiftpixy Inc. and its affiliates received interim approval from
the U.S. Bankruptcy Court for the Southern District of Florida,
Miami Division, to use cash collateral through Nov. 21.
The companies require the use of cash collateral to pay
administrative and operating expenses set forth in their projected
budget, with a 10% variance.
As adequate protection, Balanced Management, LLC was granted a
replacement lien to the same extent as any pre-bankruptcy lien
without prejudice to the rights of the companies to seek to void
the lien.
Balanced Management may have a lien on the cash collateral of the
companies by virtue of their business loan and security agreement
dated July 2 and a series of UCC-1 filings against each of the
companies filed on Oct. 18 with the Wyoming Secretary of State.
The next hearing is scheduled for Nov. 21.
About ShiftPixy Inc.
ShiftPixy, Inc. is a human capital services enterprise in Miami,
Fla.
ShiftPixy sought protection under Chapter 11 of the U.S. Bankruptcy
Code (Bankr. S.D. Fla. Case No. 24-21209) on October 28, 2024,
with up to $500,000 in assets and up to $10 million in liabilities.
Jonathan Feldman, chief restructuring officer, signed the
petition.
Judge Laurel M. Isicoff oversees the case.
Isaac Marcushamer, Esq., at DGIM Law, PLLC, represents the Debtor
as bankruptcy counsel.
SHINECO INC: Streeterville Capital, 2 Others Hold 9.99% Stake
-------------------------------------------------------------
Streeterville Capital LLC, Streeterville Management LLC, and John
M. Fife disclosed in a Schedule 13G/A Report filed with the U.S.
Securities and Exchange Commission that as of October 25, 2024,
they beneficially owned 3,275,966 shares of Shineco, Inc.'s common
stock, representing 9.99% of the 32,792,456 shares outstanding on
September 16, 2024.
A full-text copy of Streeterville's SEC Report is available at:
https://tinyurl.com/2j7kt6a3
About Shineco
Headquartered in Beijing, People's Republic of China, Shineco, Inc.
aims to 'care for a healthy life and improve the quality of life'
by providing health and medical products and services to society.
Shineco, operating through subsidiaries, has researched and
developed 33 vitro diagnostic reagents and related medical devices
to date, and the Company also produces and sells healthy and
nutritious foods.
Singapore-based AssentSure PAC, the Company's auditor since 2021,
issued a "going concern" qualification in its report dated Sept.
30, 2024, citing that the Company had net losses of approximately
US$$24.3 million and US$14.0 million, and cash outflow of US$3.9
million and US$5.4 million from operating activities for the years
ended June 30, 2024 and 2023, respectively. As of June 30, 2024
and 2023, the Company had accumulated deficit of US$54.3 million
and US$31.7 million, respectively, and as of June 30, 2024 and
2023, the Company had negative working capital of US$6.7 million
and US28.9 million, respectively. These conditions raise
substantial doubt about the Company's ability to continue as a
going concern.
As of June 30, 2024, Shineco had $84.18 million in total assets,
$47.60 million in total liabilities, and $36.58 million in total
equity.
SHIRER FAMILY: Hires Evan Park Howell III as Bankruptcy Counsel
---------------------------------------------------------------
Shirer Family Casket Company, LLC seeks approval from the U.S.
Bankruptcy Court for the Eastern District of Louisiana to hire Evan
Park Howell III, Attorney at Law, as bankruptcy counsel.
The firm will provide these services:
a) take all necessary action to protect and preserve the
Debtor's estate, including the prosecution of actions on the
Debtor's behalf, the defense of any actions commenced against the
Debtor, the negotiation of disputes in which the Debtor is
involved, and the preparation of objections to claims filed against
the Debtor's estate;
b) prepare on behalf of the Debtor, as debtor in possession,
all necessary motions, applications, answers, orders, reports, and
other papers in connection with the administration of the Debtor's
estate;
c) take all necessary actions in connection with a chapter 11
plan and related disclosure statement and all related documents,
and such further actions as may be required in connection with the
administration of the Debtor's estate; and
d) perform all other necessary legal services in connection
with the prosecution of this Chapter 11 Case.
The firm will be paid at these hourly rates:
Evan Park Howell III, Esq. $400
Contact Research Counse $325
Other Contract Lawyers $250
Law Clerks $85
The firm will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Evan Park Howell III assured the Court that the firm is a
"disinterested person" as the term is defined in Section 101(14) of
the Bankruptcy Code and does not represent any interest adverse to
the Debtor and its estates.
Evan Park Howell III can be reached at:
Evan Park Howell III, Esq.
Attorney at Law
1 Galleria Boulevard, Suite 1900
Metairie, LA 70001
Tel: (504) 343-4346
Fax: (504) 613-6733
E-mail: ehowell@ephlaw.com
About Shirer Family Casket Company
Shirer Family Casket Company, LLC sought protection under Chapter
11 of the U.S. Bankruptcy Code (Bankr. E.D. La. Case No. 24-11860)
on September 25, 2024, with $100,001 to $500,000 in assets and
$500,001 to $1 million in liabilities.
Judge Meredith S. Grabill presides over the case.
Evan Park Howell, III, Esq. at the Law Office of Evan Howell
represents the Debtor as bankruptcy counsel.
SIDHU TRANSPORTS: Case Summary & Two Unsecured Creditors
--------------------------------------------------------
Debtor: Sidhu Transports LLC
6109 Shallow Creek Lane
Indianapolis, IN 46237
Case No.: 24-06022
Chapter 11 Petition Date: November 6, 2024
Court: United States Bankruptcy Court
Southern District of Indiana
Judge: Hon. Jeffrey J Graham
Debtor's Counsel: Harley K. Means, Esq.
KROGER, GARDIS & REGAS, LLP
111 Monument Circle
Suite 900
Indianapolis, IN 46204
Tel: 317-692-9000
Estimated Assets: $0 to $50,000
Estimated Liabilities: $1 million to $10 million
The petition was signed by Sukhdev Singh as owner.
A full-text copy of the petition containing, among other items, a
list of the Debtor's two unsecured creditors is available for free
at PacerMonitor.com at:
https://www.pacermonitor.com/view/ZSLGY4A/Sidhu_Transports_LLC__insbke-24-06022__0001.0.pdf?mcid=tGE4TAMA
SILVER CREEK: To Sell Dallas Property to Proxy Properties
---------------------------------------------------------
Silver Creek Investments, LLC, seeks approval from the U.S.
Bankruptcy Court for the Northern District of Texas, Dallas
Division, to sell its Property, located at 4478 S. Marsalis Avenue
and 710 E. Ann Arbor Avenue, in Dallas, Texas, free and clear of
liens, claims, and encumbrances.
The Debtor received a commercial contract of sale for the purchase
of the Property for $1,850,000 from Proxy Properties LLC.
The Debtor says it has thoroughly marketed the Property for sale by
hiring a real estate broker, advertising, placing a sign on the
property, and negotiating with prospective buyers. Patterson Real
Estate Services, LLC, will receive a commission of 6% of the gross
sales price if the sale closes.
According to the Debtor, the sale of the Property will generate a
net sale proceeds sufficient to pay all claims herein, including
the first lien claim asserted by Resources Assistants Corporation.
The sale is also subject to any higher or better offer the Debtor
may receive.
The Debtor asserts that it has adequately marketed the Property and
that the proposed Purchase Price is fair and reasonable. Delay may
result in loss of the Buyer, or further reduction in value
received, and will result in additional ongoing expenses to the
Debtor and its estate, the Debtor tells the Court.
About Silver Creek Investments, LLC
Silver Creek Investments LLC, doing business as Glendale Shopping
Center and Glendale Shopping Mall, is primarily engaged in renting
and leasing real estate properties.
Silver Creek Investments LLC sought relief under Chapter 11 of the
U.S. Bankruptcy Code (Bankr. N.D. Tex. Case No. 24-32328) on August
5, 2024. In the petition filed by Alfred Herron, owner, the Debtor
disclosed estimated assets and liabilities between $1 million and
$10 million each.
The Honorable Bankruptcy Judge Michelle V. Larson handles the
case.
The Debtor is represented by Joyce Lindauer, Esq. at Joyce W.
Lindauer Attorney, PLLC.
SK MOHAWK: S&P Upgrades ICR to 'CCC+' on Debt Restructuring Deal
----------------------------------------------------------------
S&P Global Ratings raised its issuer credit rating on SK Mohawk
Holdings S.a.r.l. (d/b/a SI Group) to 'CCC+' from 'D'.
S&P said, "We also assigned our 'CCC+' issue-level and '4' recovery
ratings to the new first-lien, second-out (FLSO) term loans. We
upgraded our issue-level rating on the remaining legacy senior
unsecured notes to 'CCC' from 'D', in line with a '5' recovery
rating on the unsecured debt.
"We withdrew our issue-level rating of 'D' on the legacy senior
secured term loan and revolving credit facility because they no
longer exist.
"The negative outlook reflects our expectation that despite an
improvement in liquidity and debt maturity schedule, continued free
operating cash flow (FOCF) deficits will hamper SI Group's
liquidity over the coming quarters."
SI Group recently completed its previously announced debt
restructuring transaction. Its subsidiaries, Polar US Borrower LLC
and Schenectady International Group Inc. (coborrowers), issued
multiple tranches of priority debt. Except for exchanging
noteholders, all creditors were offered to exchange their existing
debt at par for a combination of longer dated first- and second-out
tranches within this debt class. Nearly all existing creditors
ultimately exchanged their instruments, with $33 million of legacy
notes still outstanding and coming due in May 2026. These notes now
rank junior in priority to all new debt issued in this transaction.
Following the transaction close, the company has a new first-lien,
first-out (FLFO) revolver of $218 million, a FLSO term loan of $1.4
billion (split into two tranches), and a first-lien, third-out
(FLTO) term loan by the sponsor of about $183 million. The new debt
also includes a portion of interest structured as payment-in-kind
(PIK) interest.
We have withdrawn our 'D' ratings on the old revolving credit
facility maturing in 2027 and the old first-lien term loan maturing
in 2025 because they no longer exist.
SI Group's debt maturity profile and liquidity have benefited from
the exchange and have strengthened our issuer credit rating
post-transaction. The debt maturities of three pre-exchange debt
classes have been extended to the second half of 2028. With no
mandatory quarterly amortization on the FLSO term loan, there are
no significant debt maturities in 2025. The new revolver has lower
total commitments compared with the previous facility. S&P said,
"However, we expect the new financial covenant will allow the
company to increase its revolver borrowings to finance FOCF
deficits over the next 12 months with a covenant breach being
unlikely (absent an unforeseen material decline in EBITDA). We
estimate SI Group's liquidity sources will be at least 1.2x its
uses over the next 12 months but continue to deteriorate in this
period due to sizeable debt servicing costs partially offset by
higher EBITDA."
S&P said, "We expect SI Group's S&P Global Ratings-adjusted EBITDA
to improve over the next 12 months, primarily due to cost-saving
measures. Competitive pressures in the industry still persist, and
a weaker price/mix effect continue to hamper revenue and earnings
growth for the company, with some uptick in revenues forecast in
2025. In this muted demand environment, the company has continued
to curtail nondiscretionary spending and has been taking steps to
improve its overall cost structure, optimize operations, and
improve its working capital management to support profitability and
conserve liquidity.
"We anticipate the company's S&P Global Ratings-adjusted EBITDA in
2025 will be meaningfully higher than 2024, primarily from a
reduction in costs incurred to achieve aforementioned structural
improvements, as well as the full-year realized benefit of such
improvements. We forecast the company's S&P Global Ratings-adjusted
debt to EBITDA will be about 12x on a weighted-average basis over
the next 12 months, with a gradual improvement each year going
forward from an improving macroeconomic environment and cost
structure. On a weighted-average basis, we expect its EBITDA to
interest expense coverage to be slightly below 1x, which also
reflects noncash PIK interest."
SI Group's business risk profile reflects its weaker overall
profitability relative to the specialty chemicals sector but also
the benefits from having good geographic and end-market diversity.
Many of the company's performance additives products are critical
to its customers' products and only make up a small portion of raw
material spending, leading to customer loyalty. It is well
diversified with no material concentration in a single end market,
exposure to consumer-facing industries, and low geographic
concentration--it generates about half of its revenues from outside
North America. While solid geographic diversity is a relative
strength under better industry operating conditions, foreign
earnings remain challenged given unfavorable demand and supply
dynamics in Asia and high energy costs in Europe.
S&P said, "Our business risk assessment also incorporates certain
offsetting factors such as moderate customer concentration,
relatively limited overall market share in combined additives,
intermediates, and health and wellness addressable markets, and
exposure to volatile key raw materials including phenol and
isobutylene. While the company has multiple suppliers for these key
raw materials, volatility in pricing could pressure its earnings.
"The negative outlook on SI Group reflects our expectations for
continued weakness in the operating environment through at least
early 2025 and high debt servicing costs resulting in continued
FOCF deficits over the next 12 months. We expect ongoing cost
optimization measures coupled with the recent debt restructuring
will result in earnings growth during this time frame. However, we
anticipate its liquidity will be pressured in 2025. We expect
weighted-average debt to EBITDA will remain about 12.5x and EBITDA
to interest coverage will remain below 1x, which we view as
unsustainable. We believe the company will remain compliant with
its new financial covenant over the next 12 months."
S&P could take a negative rating action on SI Group over the next
few quarters if:
-- EBITDA is weaker than we expect as a result of persistent
softness in demand across key end markets because of a prolonged
slowdown in the global economic recovery;
-- FOCF remains negative and liquidity sources fall below 1.0x
uses;
-- It trips its net FLFO revolving credit facility leverage
covenant;
-- It skips an interest payment; or
-- It conducts a debt buyback or exchange, which S&P would likely
view as distressed (given current debt trading levels.
S&P could take a positive action in the next 12 months if:
-- Volumes rebound faster than we anticipate and profitability
improves more than expected on the back of sufficient savings from
cost-saving measures and favorable pricing; and
-- EBITDA margins improve about 400 basis points relative to S&P's
base case such that S&P Global Ratings-adjusted debt to EBITDA
approaches 8x and EBITDA interest coverage remains comfortably
above 1x.
SLANG WORLDWIDE: Finalizes Wind-Down Plan, Faces Bankruptcy
-----------------------------------------------------------
SLANG Worldwide Inc. announced that it has finalized a wind-down
plan for the Company and its assets and subsidiaries with its
secured lenders under the Company's credit and guaranty agreement
dated November 15, 2021, as amended, given that the Company does
not anticipate being able to repay amounts owing under the Credit
Agreement at the upcoming maturity date of November 15, 2024.
As part of the wind-down plan, it is anticipated that the following
steps will be undertaken by the Company and its subsidiaries in the
near term:
(i) the disposition of the Company's assets in Colorado by way of a
Colorado receivership proceeding involving the Company's Colorado
subsidiaries;
(ii) an assignment into bankruptcy of the Company pursuant to
Canada's Bankruptcy and Insolvency Act; and
(iii) a possible sale by the Company's Vermont subsidiaries of
their respective assets, followed by an assignment for the benefit
of creditors in respect of any remaining assets, all subject to
local Vermont regulatory approval.
Despite the best efforts of the Company, it has been unable to
attract a viable transaction to restructure its debts and/or seek
any sales of the Company or of its assets in the normal course. The
difficult decision to approve and enter into the wind-down plan was
made after careful consideration of the current financial condition
of the Company and its subsidiaries, the Company's inability to pay
its liabilities as they become due, and negotiations between the
Company and the Lenders. The Company anticipates that B. Riley
Farber Inc. will be appointed as the trustee under the Bankruptcy
Proceedings.
About SLANG Worldwide Inc.
SLANG Worldwide Inc. is an industry leader in branded cannabis
consumer packaged goods, with a diversified portfolio of five
distinct brands and products distributed across the U.S. Operating
in 13 legal cannabis markets nationwide. Learn more at slangww.com.
SMITH MICRO: Registers Up to 8.5M Shares for Possible Resale
------------------------------------------------------------
Smith Micro Software, Inc. filed a preliminary prospectus on Form
S-1 with the U.S. Securities and Exchange Commission relating to
the resale or other disposition from time to time by the selling
stockholders -- Roy L. Rogers 2020 Dynasty Trust, Roy and Ruth
Rogers Unitrust, UTD 9/29/89, Roy L. Rogers Survivor's Trust, Mary
M. Olson 2020 Dynasty Trust, Howard Miller and Barbara J. Miller,
Joint Ten., Joseph W. and Patricia G. Abrams Family Trust dated
3/15/95, Brian and Suzanne Swift TTEE Brian G. Swift and Suzanne B.
Swift Rev Liv Trust U/A OTD 3/13/91, Mel S. Lavitt Revocable Trust,
Iroquois Master Fund Ltd., Iroquois Capital Investment Group LLC,
John P. Gutfreund, Newtown Road 130 Holdings LLC, Unterberg Legacy
Capital, LLC, Anson Investments Master Fund LP, William W. Smith,
Jr. and Dieva L. Smith, as Co-Trustees UA 11/30/2021, Smith Living
Trust, and Roth Capital Partners, LLC. -- or their pledgees,
assignees, distributes and successors-in-interest from time to
time, of up to 8,492,095 shares of Smith Micro's common stock, par
value $0.001 per share;
(i) issued pursuant to an October 2024 private placement
transaction and
(ii) issuable upon the exercise of certain warrants held by the
Selling Stockholders (including shares that may be issued to the
holder in lieu of fractional shares).
Smith Micro is registering the offer and sale of Common Stock on
behalf of the Selling Stockholders to satisfy certain registration
rights that it has granted to the Selling Stockholders.
Each Selling Stockholder may, from time to time, sell, transfer, or
otherwise dispose of any or all of the Common Stock on any stock
exchange, market, or trading facility on which shares of Smith
Micro's Common Stock are traded or in private transactions. These
dispositions may be at fixed prices, at prevailing market prices at
the time of sale, at prices related to the prevailing market price,
at varying prices determined at the time of sale, or at negotiated
prices.
The Selling Stockholders will bear all commissions and discounts,
if any, attributable to the sales of Common Stock. Smith Micro will
bear all other costs, expenses, and fees in connection with the
registration of the Common Stock.
Smith Micro is not offering any shares of its Common Stock for sale
under this prospectus and will not receive any of the proceeds from
the sale or other disposition of its Common Stock by the Selling
Stockholders. However, the Company may receive proceeds of up to
approximately $6.16 million if all of the Warrants held by the
Selling Stockholders are exercised for cash, based on the per share
exercise price of the Warrants.
The Company's Common Stock is listed on the Nasdaq Capital Market
under the symbol "SMSI." On October 25, 2024, the last reported
sale price of its Common Stock on the Nasdaq Capital Market was
$0.81.
A full-text copy of the preliminary prospectus is available at:
https://tinyurl.com/sszbnu78
About Smith Micro Software
Pittsburgh, Pa.-based Smith Micro Software, Inc. develops software
to simplify and enhance the mobile experience, providing solutions
to some of the leading wireless and cable service providers around
the world. Smith Micro's portfolio includes family safety software
solutions to support families in the digital age and a wide range
of products for creating, sharing, and monetizing rich content,
such as visual voice messaging, retail content display
optimization, and performance analytics.
Los Angeles, Calif.-based SingerLewak LLP, the Company's auditor
since 2005, issued a "going concern" qualification in its report
dated Feb. 26, 2024, citing that the Company has suffered recurring
losses from operations and has projected future cash flow
requirements to meet continuing operations in excess of current
available cash. This raises substantial doubt about the Company's
ability to continue as a going concern.
As of June 30, 2024, Smith Micro Software had $52.99 million in
total assets, $10.09 million in total liabilities, and $42.9
million in total shareholders' equity.
SOLCIUM SOLAR: Seeks Cash Collateral Access
-------------------------------------------
Solcium Solar, LLC =, asks the U.S. Bankruptcy Court for the Middle
District of Florida, Orlando Division, for authority to use cash
collateral and provide adequate protection, nunc pro tunc to the
Petition Date.
The Debtor requires the use of the cash collateral for business
operations including payroll.
Power Capital, Star Capital, Timeless Funding, Torro, Grid Funding,
and Genesis Funding may assert an interest in the Debtor's cash
collateral.
As adequate protection, the Debtor offers replacement liens on new
cash to the holders of valid liens on cash collateral. The Debtor
further anticipates that cash on hand will continue to increase as
the Debtor's sales continue to climb, post-petition, which is
reflected in the post petition budget of income and expenses.
A copy of the Debtor's motion and budget is available at
https://urlcurt.com/u?l=qATHzI from PacerMonitor.com.
The Debtor projects total operational expenses, on a monthly basis,
as follows:
$106,994 for November 2024;
$106,994 for December 2024;
$106,994 for January 2025;
$106,994 for February 2025; and
$106,994 for March 2025.
About Solcium Solar LLC
Solcium Solar LLC is a privately owned and operated solar energy
company specializing in residential solar solutions, commercial
solar solutions, EV solar solutions, and battery storage
solutions.
Solcium Solar LLC sought relief under Subchapter V of Chapter 11 of
the U.S. Bankruptcy Code (Bankr. M.D. Fla. Case No. 24-05611) on
October 18, 2024. In the petition filed by Michelle Solano, as CEO,
the Debtor reports estimated assets between $100,000 and $500,000
and estimated liabilities between $1 million and $10 million.
The Honorable Bankruptcy Judge Grace E. Robson oversees the case.
Aaron R. Cohen was appointed as Subchapter V trustee.
The Debtor is represented by Scott W. Spradley, Esq. at THE LAW
OFFICES OF SCOTT W. SPRADLEY.
STARSHIP LOGISTICS: Seeks to Use Cash Collateral
------------------------------------------------
Starship Logistics LLC asks the U.S. Bankruptcy Court for the
Central District of California for authority to use cash collateral
and provide adequate protection.
The Debtor requires the use of cash collateral, primarily from
accounts receivable, to pay its ordinary and necessary expenses as
set forth on the budget.
The Debtor faced financial difficulties due to economic shifts
post-COVID and the loss of a major customer. Since 2022, the Debtor
has been trying to decrease its warehouse footprint in order to
return to running a profitable business, but those efforts have not
been entirely successful, as many former landlords have commenced
litigation against the Debtor.
One of the Debtor's former landlords, Mass Transit Properties, LLC,
obtained a judgment lien against the Debtor on May 15, 2024 in the
amount of $346,790.
The Debtor has outstanding debt of approximately $4.6 million with
current assets of approximately $3.8 million. A large amount of the
Debtor's debt stems from its obligations under the various
terminated leases.
The Debtor, facing financial difficulties and a lawsuit from
landlord, Watson Land Company, filed for bankruptcy to protect its
assets and prevent further legal actions, such as the seizure of
its assets.
The Debtor's accounts receivable are valued at approximately $2.8
million as of the petition date, and constitute the Debtor's
primary source of income to fund its business operations. Thus,
MTP's lien is adequately protected with an equity cushion of
approximately 807%.
MTP will also be adequately protected by replacement liens and by
the continued operation of the Debtor's business.
A copy of the motion is available at https://urlcurt.com/u?l=1fkmqv
from PacerMonitor.com.
About Starship Logistics LLC
Starship Logistics LLC offers freight transportation arrangement
services.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. C.D. Cal. Case No. 24-18834) on October 28,
2024. In the petition signed by Clarence Xu , chief executive
officer and managing director, the Debtor disclosed up to $10
million in both assets and liabilities.
Susan K. Seflin, Esq., at BG Law LLP, represents the Debtor as
legal counsel.
STENSON LANDSCAPE: Updates Several Secured Claims Pay
-----------------------------------------------------
Stenson Landscape & Irrigation, Inc., submitted a Fourth Amended
Plan of Reorganization dated September 23, 2024.
The Plan provides for a reorganization and restructuring of the
Debtor's financial obligations.
The Plan provides for a distribution to Creditors in accordance
with the terms of the Plan from the Debtor over the course of five
years from the Debtor’s continued business operations.
Unsecured Creditors holding Allowed Claims will receive
distributions of $15,000.00 paid quarterly over five years. This
Plan also provides for the payment of administrative and priority
claims.
Class 1P consists of the Secured Claim of PNC 9790. PNC 9790 has
filed a proof of claim asserting it is owed approximately
$4,078.14. The unpaid principal balance of the Allowed Class 1P
Claim is hereby allowed as an Allowed Secured Claim in the amount
of $4,078.14. Simple interest shall accrue on the unpaid balance
owed to the Allowed Class 1P Claim holder at the rate of 8% from
and after the Confirmation Date.
The Allowed Class 1P Claim, plus interest thereon, shall be paid by
Reorganized Debtor in consecutive monthly installments of $185.00
commencing the first day of the first full calendar month following
the Effective Date, and continuing on the same day each month
thereafter until the Allowed Class 1P Claim is paid in full. The
maturity date shall be the first day of the 24th month after the
first full calendar month following the Effective Date, at which
time the remaining balance due and owing, if any, shall be paid in
full.
At any time after the Effective Date, without penalty or premium,
the Allowed Class 1P Claim may be prepaid, in whole or in part, in
the sole discretion of Reorganized Debtor. Except to the extent
inconsistent herewith or with the law, the validity and priority of
the lien and security interest securing the Allowed Class 1P Claim
shall remain in full force and effect following the Effective
Date.
Class 1Q consists of the Secured Claim of PNC 9314. PNC 9314 has
filed a proof of claim asserting it is owed approximately
$71,253.97. The unpaid principal balance of the Allowed Class 1Q
Claim is hereby allowed as an Allowed Secured Claim in the amount
of $71,253.97. Simple interest shall accrue on the unpaid balance
owed to the Allowed Class 1Q Claim holder at the rate of 8% from
and after the Confirmation Date.
The Allowed Class 1Q Claim, plus interest thereon, shall be paid by
Reorganized Debtor in consecutive monthly installments of $1,445.00
commencing the first day of the first full calendar month following
the Effective Date, and continuing on the same day each month
thereafter until the Allowed Class 1Q Claim is paid in full. The
maturity date shall be the first day of the 60th month after the
first full calendar month following the Effective Date, at which
time the remaining balance due and owing, if any, shall be paid in
full.
Class 1R consists of the Secured Claim of PNC 0203. PNC 0203 has
filed a proof of claim asserting it is owed approximately
$83,728.65. The unpaid principal balance of the Allowed Class 1R
Claim is hereby allowed as an Allowed Secured Claim in the amount
of $83,728.65. Simple interest shall accrue on the unpaid balance
owed to the Allowed Class 1R Claim holder at the rate of 8% from
and after the Confirmation Date.
The Allowed Class 1R Claim, plus interest thereon, shall be paid by
Reorganized Debtor in consecutive monthly installments of $1,698.00
commencing the first day of the first full calendar month following
the Effective Date, and continuing on the same day each month
thereafter until the Allowed Class 1R Claim is paid in full.
Like in the prior iteration of the Plan, each holder of an Allowed
Unsecured Claim in Class 3 shall be paid by Reorganized Debtor from
an unsecured creditor pool, which pool shall be funded at the rate
of $5,000 per month. Payments from the unsecured creditor pool
shall be paid quarterly, for a period not to exceed five years (20
quarterly payments) and the first quarterly payment will be due on
the twentieth day of the first full calendar month following the
last day of the first quarter.
The Debtor estimates the aggregate of all Allowed Class 3 Claims is
less than $378,000 based upon Debtor's review of the Court's claim
register, Debtor's bankruptcy schedules, and anticipated Claim
objections.
The Debtor proposes to implement and consummate this Plan through
the means contemplated by Sections 1123 and 1145(a) of the
Bankruptcy Code.
A full-text copy of the Fourth Amended Plan dated September 23,
2024 is available at https://urlcurt.com/u?l=6MLt4A from
PacerMonitor.com at no charge.
Attorneys for the Debtor:
Robert T. DeMarco, Esq.
Michael S. Mitchell, Esq.
DeMarco Mitchell, PLLC
1255 W. 15th Street, 805
Plano, TX 75075
Telephone: (972) 578-1400
Facsimile: (972) 346-6791
Email: robert@demarcomitchell.com
mike@demarcomitchell.com
About Stenson Landscape & Irrigation
Stenson Landscape & Irrigation, Inc., is a small landscape
business.
The Debtor filed its voluntary petition for relief under Chapter 11
of the Bankruptcy Code (Bankr. E.D. Tex. Case No. 24-40243) on Feb.
1, 2024. In the petition signed by Tracy Terrell Doyle, president,
the Debtor disclosed up to $50,000 in assets and up to $10 million
in liabilities.
Judge Brenda T. Rhoades oversees the case.
DeMarco Mitchell, PLLC, serves as the Debtor's counsel.
SUN TECH AIR: Seeks Cash Collateral Access Thru Dec 31
------------------------------------------------------
Sun Tech Air Conditioning, LLC, asks the U.S. Bankruptcy Court for
the District of Arizona for authority to continue using cash
collateral and provide adequate protection, in accordance with its
agreement with the U.S. Small Business Administration.
The parties agreed that the Debtor will continue using cash
collateral, on the same terms and conditions as the Second
Stipulated Order Authorizing Debtor's Continued Use of Cash
Collateral dated August 26, 2024.
The Debtor submitted its Chapter 11 Subchapter V Plan of
Reorganization to the Court on October 7, 2024. An initial hearing
on Plan confirmation is scheduled before the Court for December 3,
2024.
The Debtors Plan projections and the attached Monthly Budget
include adequate protection payments of $1,125.00 per month to the
U.S. Small Business Administration.
The Debtor and the U.S. Small Business Administration agree that
the cash collateral agreement can continue on the same terms and
conditions through December 31, 2024.
A copy of the motion is available at https://urlcurt.com/u?l=5TaJzX
from PacerMonitor.com
About Sun Tech Air
Conditioning
Sun Tech Air Conditioning, LLC sought protection under Chapter 11
of the U.S. Bankruptcy Code (Bankr. D. Ariz. Case No. 24-05449) on
July 7, 2024, listing up to $50,000 in assets and up to $1 million
in liabilities.
Judge Madeleine C. Wanslee oversees the case.
Ronald J. Ellett, Esq., at Ellett Law Offices, P.C. represents the
Debtor as legal counsel.
SUPERIOR CONTRACT: Hires John Mariano CPA as Accountant
-------------------------------------------------------
Superior Contract Cleaning, Inc. seeks approval from the U.S.
Bankruptcy Court for the Western District of Louisiana to employ
John Mariano, CPA as accountant.
The Debtor requires the assistance of accountants to render
accounting services including assisting the Debtor-in-Possession in
dealing with all tax matters and tax returns, preparing an annual
compilation, and general accounting services.
The hourly rate of CPA is $100.
Mr. Mariano assured the court that he is a "disinterested person"
as that term is defined in 11 U.S.C. 101(14).
The firm can be reached through:
John Mariano, CPA
111 Rue Jean Lafitte, Suite 104,
Lafayette, LA 70508
Phone: (337) 232-2236
About Superior Contract Cleaning
Superior Contract Cleaning, Inc. sought protection under Chapter 11
of the U.S. Bankruptcy Code (Bankr. W.D. La. Case No. 24-50807) on
September 20, 2024, listing under $1 million in both assets and
liabilities.
Judge John W. Kolwe oversees the case.
The Debtor tapped H. Kent Aguillard, Esq., and Caleb K. Aguillard,
Esq., as bankruptcy counsel and William Kellner, Esq., and Matthew
Voorhies Spizale, Esq., as special counsel.
SVB FINANCIAL: Chapter 11 Plan of Reorganization Becomes Effective
------------------------------------------------------------------
On August 2, 2024, the United States Bankruptcy Court for the
Southern District of New York entered an order confirming the
Company's Chapter 11 plan of reorganization. The Confirmed Plan
became effective on November 7, 2024. Pursuant to the Confirmed
Plan, on the Effective Date, the Company transferred certain of the
Company's assets as well as those of its direct and indirect
subsidiaries to a Liquidating Trust, which was established for the
sole purpose of liquidating and distributing such assets. On the
Effective Date, all existing Allowed Claims and Interests in the
Company were satisfied or canceled in accordance with the terms of
the Confirmed Plan.
"On behalf of SVB Financial Group, I would like to thank our
creditors for their collaboration and partnership throughout the
Chapter 11 process, which enabled us to preserve value as we
successfully pursued strategic alternatives for the Company's two
principal operating units -- SVB Capital and SVB Securities," said
William Kosturos, who served as Chief Restructuring Officer for SVB
Financial Group prior to the Effective Date.
Following the Effective Date, Richard Katz will manage the
Liquidating Trust as Chief Executive Officer and Liquidating Trust
Manager under governance of a board of directors. The Liquidating
Trust will continue to pursue claims against the FDIC and other
pending legal matters as well as manage and collect on a large
investment portfolio principally related to venture-stage
companies.
Upon and immediately after the Effective Date, the Debtor will be
completing a series of restructuring transactions that will result
in the Company becoming a wholly-owned subsidiary of MNSN Holdings
Inc. -- a newly formed holding company. In connection with the
restructuring transactions, shares of NewCo's common stock and
units of the Liquidating Trust's interests will be issued to
certain of the Company's creditors in accordance with the terms of
the Confirmed Plan. As a result of the Confirmed Plan becoming
effective, all of the Company's outstanding shares of common stock,
Series A Preferred Stock, Series B Preferred Stock, Series C
Preferred Stock, Series D Preferred Stock and Series E Preferred
Stock and related rights to receive or purchase shares of common
stock, were canceled on the Effective Date.
About SVB Financial Group
SVB Financial Group (Pink Sheets: SIVBQ) is a financial services
company focusing on the innovation economy, offering financial
products and services to clients across the United States and in
key international markets.
Prior to March 10, 2023, SVB Financial Group owned and operated
Silicon Valley Bank, a state chartered bank. During the week of
March 6, 2023, Silicon Valley Bank, Santa Clara, CA, experienced a
severe "run-on-the-bank." On the morning of March 10, the
California Department of Financial Protection and Innovation seized
SVB and placed it under the receivership of the Federal Deposit
Insurance Corporation. SVB was the nation's 16th largest bank and
the biggest to fail since the 2008 financial meltdown.
On March 17, 2023, SVB Financial Group sought Chapter 11 bankruptcy
protection (Bankr. S.D.N.Y. Case No. 23-10367). The Debtor had
assets of $19,679,000,000 and liabilities of $3,675,000,000 as of
Dec. 31, 2022.
The Hon. Martin Glenn is the bankruptcy judge.
The Debtor tapped Sullivan & Cromwell, LLP as bankruptcy counsel;
Centerview Partners, LLC as investment banker; and Alvarez & Marsal
North America, LLC as restructuring advisor. William Kosturos, a
partner at Alvarez & Marsal, serves as the Debtor's chief
restructuring officer. Kroll Restructuring Administration, LLC, is
the claims and noticing agent and administrative advisor.
The U.S. Trustee for Region 2 appointed an official committee to
represent unsecured creditors in the Debtor's Chapter 11 case.
The committee tapped Akin Gump Strauss Hauer & Feld, LLP as
bankruptcy counsel; Cole Schotz P.C. as conflict counsel; Lazard
Freres & Co. LLC as investment banker; and Berkeley Research Group,
LLC as financial advisor.
SWITCHBACK COFFEE: Seeks to Use Cash Collateral to Pay Retainer
---------------------------------------------------------------
Mark David Dennis, the Trustee of Switchback Coffee Roasters Inc,
seeks approval from the U.S. Bankruptcy Court for the District of
Colorado to use cash collateral to pay the court-approved Retainer
for the Trustee.
The Trustee requested a retainer payment from Debtor in the amount
of $2,500, to be held as security pending Bankruptcy Court approval
of Subchapter V Trustee fee application(s). No objections were
filed, and the Court entered its order approving $2,500 Retainer
for Trustee on September 12, 2024.
The Trustee asserts that no Notice is necessary for the motion,
since no party objected to the Trustee Retainer request.
A copy of the motion is available at https://urlcurt.com/u?l=Bg7k6E
from PacerMonitor.com.
About Switchback Coffee Roasters
Switchback Coffee Roasters, Inc. filed a petition under Chapter 11,
Subchapter V of the Bankruptcy Code (Bankr. D. Colo. Case No.
24-14822) on Aug. 19, 2024, with as much as $1 million in both
assets and liabilities.
Judge Thomas B. McNamara oversees the case.
Aaron A. Garber, Esq., at Wadsworth Garber Warner Conrardy, PC
serves as the Debtor's legal counsel.
TD&H INC: Unsecured Creditors Will Get 2% Dividend in Plan
----------------------------------------------------------
TD&H, Inc., filed with the U.S. Bankruptcy Court for the Middle
District of North Carolina a Plan of Reorganization for Small
Business dated September 23, 2024.
The Debtor was established in 2019 by Huntley Nero and Travis High
when Mr. Nero and Mr. High was presented with an opportunity to
obtain a contract with FedEx for the pickup and delivery of FedEx
packages.
The Debtor, effective September 27, 2024, has one FedEx contract
servicing the Greensboro area. The Debtor is typically compensated
a set amount per week per contract, a set amount per stop and per
package, and a fuel surcharge. This payment scheme is modified if
the Debtor is in a contract renewal process.
This Plan reflects the Debtor's attempt to achieve a consensual
plan of reorganization. The Debtor projects that the Plan will
achieve a 2% dividend to general unsecured creditors based on the
liquidation value of the estate and the Debtor's disposable income.
One unknown is the distribution to general unsecured creditors
based on the recovery of funds from Travis High. If the claim
against Mr. High is successful, the distribution to the general
unsecured creditors could be as high as $800,000.00, less the
administrative costs incurred for said recovery.
The final Plan payment is expected to be paid on October 15, 2029.
This Plan of Reorganization proposes to pay creditors of the Debtor
from cash flow from ongoing business operations.
Class 24 consists of General Unsecured Claims. The Debtor
anticipates that the Allowed Claims of Class 24 General Unsecured
Claims will total approximately $721,486.63, which includes the
general unsecured claims of Truist, Knightsbridge, LG, Pinnacle and
First Citizens. Based on the liquidation value of the estate, the
Debtor proposes to pay $6,000.00 to the Class 24 General Unsecured
Claims.
The Class 24 General Unsecured Claims shall receive any and all
funds recovered from the adversary proceeding against Mr. High,
less the administrative costs associated with the recovery, and
shall be distributed on a pro rata basis to Class 24 General
Unsecured Claims within 20 days of receipt of said funds. This
Class is impaired.
Class 25 equity security holders of the Debtor shall retain
interests.
The Debtor will fund payments under the Plan from continued
business operations. Payments to general unsecured creditors will
be made from funds from Mr. High, after the costs of administration
associated with the recovery are paid.
A full-text copy of the Plan of Reorganization dated September 23,
2024 is available at https://urlcurt.com/u?l=bAlyxn from
PacerMonitor.com at no charge.
Counsel to the Debtor:
Samantha K. Brumbaugh, Esq.
McClellan, Siegmund, Brumbaugh
& McDonough, LLP
PO Box 3324
Greensboro, NC 27402
Tel: (336) 274-4658
Email: skb@iveymcclellan.com
About TD&H Inc.
TD&H, Inc. filed its voluntary petition for relief under Chapter 11
of the Bankruptcy Code (Bankr. M.D.N.C. Case No. 24-10392) on June
25, 2024, listing $652,317 in assets and $2,207,775 in liabilities.
The petition was signed by Huntly Nero, president.
Judge Benjamin A. Kahn presides over the case.
Samantha K. Brumbaugh, Esq. at Ivey, Mcclellan, Siegmund, Brumbaugh
& Mcdonough, LLP represents the Debtor as legal counsel.
TE CONSTRUCTION: Case Summary & 20 Largest Unsecured Creditors
--------------------------------------------------------------
Debtor: TE Construction Group, LLC
28803 Comal River Ct.
Spring, TX 77386
Case No.: 24-35267
Business Description: The Debtor is part of the nonresidential
building construction industry.
Chapter 11 Petition Date: November 6, 2024
Court: United States Bankruptcy Court
Southern District of Texas
Judge: Hon. Eduardo V Rodriguez
Debtor's Counsel: Harrison A. Pavlasek, Esq.
FORSHEY PROSTOK LLP
777 Main Street, Suite 1550
Fort Worth TX 76102
Tel: (817) 877-8855
Email: hpavlasek@forsheyprostok.com
- and -
CAROTHERS & HAUSWIRTH LLP
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Brian Buttry 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/CSIYB4A/TE_Construction_Group_LLC__txsbke-24-35267__0001.0.pdf?mcid=tGE4TAMA
TECTUM ROOFING: Gets Interim OK to Use Cash Collateral
------------------------------------------------------
The U.S. Bankruptcy Court for the District of Colorado granted
Tectum Roofing, LLC authorization to use the cash collateral of its
secured creditors on an interim basis.
The company will only use cash collateral in accordance with its
projected budget, subject to a deviation on line item expenses not
to exceed 20% without the prior consent of secured creditors or an
order of the court.
The budget outlines the company's projected expenses for the period
from Oct. 13, 2024 to April 2025.
Tectum will provide the secured creditors with a post-petition lien
on all post-petition assets and income derived from the operation
of its business and assets to the extent that the use of cash
results in a decrease in the value of their interest in the
company's pre-bankruptcy collateral.
The next hearing is set for Nov. 25.
About Tectum Roofing
Tectum Roofing, LLC specializes in roofing services, focusing on
projects that require durable, high-quality solutions. Known for
their expertise in both commercial and residential roofing, the
company handles installations, repairs, and maintenance.
Tectum Roofing sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. D. Colo. Case No. 24-16169) with $1 million
to $10 million in both assets and liabilities. Mark Dennis, a
certified public accountant at SL Biggs, serves as Subchapter V
trustee
Judge Michael E Romero oversees the case.
Jeffrey S. Brinen, Esq., at Kutner Brinen Dickey Riley, P.C. is the
Debtor's legal counsel.
TIPPETT STUDIO: Unsecured Creditors to Get Nothing in Plan
----------------------------------------------------------
Tippett Studio, Inc., filed with the U.S. Bankruptcy Court for the
Northern District of California a Combined Chapter 11 Plan of
Reorganization and Disclosure Statement dated September 20, 2024.
The Debtor is a privately held Berkeley based visual effects
company with a long illustrative history.
Since the Debtor was founded by Philip and Jules Tippett
(collectively the "Tippetts"), the Debtor has been involved in some
of the most ground breaking and historical films relating to visual
effect, including working with Lucasfilm in the Star Wars movie
empire (pun intended) and Steven Spielberg on the groundbreaking
Jurassic Park.
This bankruptcy case was filed due to various factors including the
mismanagement by the former chief executive officer, the lack of
work due to COVID, both the actor and writer strikes, the COVID
pandemic and associated business shut down, and an over leveraged
balance sheet, the Debtor business has suffered and it now owes
significant debt to a hard money lender, its current and former
employees and past due withholding taxes.
The Debtor was facing a chapter 7 bankruptcy when it received a
lifeline in the form of a $3,000,000 equity investment proposal
("Investment Agreement") from Phantom Digital Effects, Ltd.
("Phantom" or "Buyer"). The Investment Agreement provided the
Debtor with immediate access to $300,000 (Phantom has actually
advanced $179,950 above the $300,000) in needed working capital and
$700,000 court approved post petition loan for working capital
during this chapter 11 bankruptcy.
Upon the confirmation of a plan of reorganization, Phantom will
invest up to an additional $2,000,000 to fund payments under a
confirmed plan, including the unpaid wages owed to current and
former employees.
Since filing its Chapter 11 case, the Debtor has remained in
possession of its assets as what is known as the
"Debtor-In-Possession" and has been operating its business.
Class 8 consists of all non-subordinated, general unsecured claims
against the Debtor. These claims include those claims listed in the
Debtor's schedules not in dispute by the Debtor and claims filed in
this case. The claims are estimated to be $2,900,000 and will not
be paid under the Plan. Creditors in this class may not take any
collection action against Debtor so long as Debtor is not in
material default under the Plan. This class is impaired.
Class 9 currently consists of Phillip and Julie Tippett, sole
shareholders of the Debtor ("Tippetts"). Phantom shall invest
$2,000,000 in the Debtor to fund the Plan in exchange for an eighty
percent (80%) equity interest in the Debtor. The Tippetts will own
the remaining twenty percent (20%) interest in the Debtor, but such
interest is subject to forfeiture in the event that the Tippets
leave the reorganized debtor within a year of the Effective Date of
the Plan.
On the Effective Date, all property of the estate and interests of
the Debtor will vest in the reorganized Debtor pursuant to Section
1141(b) of the Bankruptcy Code free and clear of all claims and
interests except as provided in this Plan, subject to revesting
upon conversion to Chapter 7 as provided in Part 5(f).
The obligations to creditors that Debtor undertakes in the
confirmed Plan replace those obligations to creditors that existed
prior to the Effective Date of the Plan. Debtor's obligations under
the confirmed Plan constitute binding contractual promises that, if
not satisfied through performance of the Plan, create a basis for
an action for breach of contract under California law. To the
extent a creditor retains a lien under the Plan, that creditor
retains all rights provided by such lien under applicable
non-Bankruptcy law.
A full-text copy of the Combined Plan and Disclosure Statement
dated September 20, 2024 is available at
https://urlcurt.com/u?l=HlXXmS from PacerMonitor.com at no charge.
Counsel to the Debtor:
Chris D. Kuhner, Esq.
Kornfield Nyberg Bendes Kuhner & Little, P.C.
1970 Broadway, Suite 600
Oakland, California 94612
Tel: (510) 763-1000
Fax: (510) 273-8669
Email: c.kuhner@kornfieldlaw.com
About Tippett Studio
Tippett Studio, Inc. is an established evergreen Media Production
house enabling film makers and creative directors to realize their
vision through creation of high-end digital effects for feature
films, episodic content, commercials and immersive experiences.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. N.D. Cal. Case No. 24-40657) on May 1,
2024. In the petition signed by Gary Mundell, president and chief
executive officer, the Debtor disclosed $5,362,065 in assets and
$9,826,417 in liabilities.
Judge William J. Lafferty, III oversees the case.
Chris Kuhner, Esq., at KORNFIELD, NYBERG, BENDES, KUHNER & LITTLE
P.C., is the Debtor's legal counsel.
TRINITY EXCAVATORS: Case Summary & 20 Largest Unsecured Creditors
-----------------------------------------------------------------
Debtor: Trinity Excavators, LLC
28803 Comal River Ct.
Spring, TX 77386
Case No.: 24-35266
Business Description: The Debtor is part of the nonresidential
building construction industry.
Chapter 11 Petition Date: November 6, 2024
Court: United States Bankruptcy Court
Southern District of Texas
Judge: Hon. Jeffrey P Norman
Debtor's Counsel: Harrison A. Pavlasek, Esq.
FORSHEY PROSTOK LLP
777 Main Street Suite 1550
Fort Worth TX 76102
Tel: (817) 877-8855
Email: hpavlasek@forsheyprostok.com
- and -
CAROTHERS & HAUSWIRTH LLP
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Brian Buttry 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/CITB7JQ/Trinity_Excavators_LLC__txsbke-24-35266__0001.0.pdf?mcid=tGE4TAMA
TROJAN EV: Files Amendment to Disclosure Statement
--------------------------------------------------
Trojan EV, LLC and Golf Carts of Cypress, LLC, submitted an Amended
Disclosure Statement in support of Joint Plan of Reorganization
dated September 20, 2024.
The Debtors anticipate that their post-petition administrative
expenses incurred in this case through the date of confirmation of
the Debtors' Plan will total approximately $150,000.00.
In addition to the pre-petition litigation matters identified
herein and in the Plan, the Debtor recently became aware of alleged
post-petition claims held by Juan Patino and Dustin Patino related
to an accident which occurred on or around June 29, 2024 involving
a golf cart allegedly manufactured by Trojan EV and sold by GCC.
The Amended Disclosure Statement does not alter the proposed
treatment for unsecured creditors and the equity holder:
* Class A2 consists of General Unsecured Claims of Trojan
Battery Against Trojan EV. Class A2 consists of the Allowed
Unsecured Claims of Trojan Battery against Trojan EV. On account of
the Class A2 Claim and in full satisfaction and discharge of the
Class A2 Claim, Trojan Battery shall receive (a) the sum of
$72,000, which shall be paid $6,000 per month for a period of 12
months, and (b) its Pro Rata share of the Trojan GUC Trust
Interests. This Class is impaired.
* Class A3 consists of General Unsecured Claims Against Trojan
EV. Class A3 consists of Allowed Unsecured Claims Against Trojan EV
not placed in any other Class. Except to the extent that a holder
of an Allowed Class A3 Claim and the Debtors or Reorganized Debtors
agree to less favorable treatment, each holder of an Allowed Class
A3 Claim shall receive, in full and final satisfaction of such
claim, its Pro Rata share of the Trojan GUC Trust Interests. The
allowed unsecured claims total $2,411,494.17. This Class is
impaired.
* Class B4 consists of General Unsecured Claims Against GCC.
Class B4 shall consist of Allowed Unsecured Claims Against GCC not
placed in any other Class. Except to the extent that a holder of an
Allowed Class B4 Claim and the Debtors or Reorganized Debtors agree
to less favorable treatment, each holder of an Allowed Class B4
Claim shall receive in full and final satisfaction of such claim,
its Pro Rata share of the Net Equity Sale Proceeds. The allowed
unsecured claims total $830,181.45. This Class will receive a
distribution of 3% of their allowed claims. This Class is
impaired.
* Class A5 consists of the Equity Interests in Trojan EV. The
Equity Interests in Trojan EV shall be cancelled as of the
Effective Date.
* Class B6 consists of the Equity Interests in GCC. Class B6
Equity Interests in GCC shall be cancelled as of the Effective
Date.
On the Effective Date, EV Titan, LLC, shall purchase from Trojan EV
the Inventory for the sum of $72,000.00 (the "Inventory Proceeds").
The Inventory Proceeds shall be paid by EV Titan $6,000 per month
for twelve months, with the first payment being made on the first
day of the first month after the Effective Date. For the avoidance
of doubt, the Inventory will be sold to EV Titan, LLC subject to
the liens and claims of Stellar Bank.
The Plan contemplates the cancellation of the Equity Interests in
GCC and the sale of new equity interests (the "Reorganized GCC
Equity Interests") in Reorganized GCC to Frederico Nell (the
"Proposed Purchaser") for $25,000.00 (the "GCC Purchase Price"). At
the Confirmation Hearing and pursuant to the Plan, the Debtors will
seek Bankruptcy Court approval to sell the Reorganized GCC Equity
Interests free and clear of any Liens, Claims, encumbrances, or
other interests to the Proposed Purchaser for the GCC Purchase
Price.
The Net Equity Sale Proceeds shall be used in the following order
of priority: first, to satisfy Administrative Claims (including
Professional Claims); second, to fund distributions to Holders of
Allowed Class B4 Claims; third, to fund distribution to Holders of
Allowed Class B5 Claims once the Allowed Class B4 Claims are paid
in full; and finally, if any Net Equity Sale Proceeds remain after
payment of Allowed Administrative Claims, Allowed Class B4 Claims,
and Allowed Class B5 Claims, then the remainder shall be
distributed to the holders of Class B6 Equity Interests.
A full-text copy of the Amended Disclosure Statement dated
September 20, 2024 is available at https://urlcurt.com/u?l=4urtJw
from PacerMonitor.com at no charge.
Counsel for the Debtors:
Jason P. Kathman, Esq.
Megan F. Clontz, Esq.
SPENCER FANE LLP
5700 Granite Parkway, Suite 650
Plano, TX 75024
Tel: (972) 324-0300
Fax: (972) 324-0301
Email: jkathman@spencerfane.com
mclontz@spencerfane.com
About Trojan EV, LLC
Trojan EV, LLC is a wholesale golf cart and personal mobility
vehicle company.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. S.D. Tex. Case No. 24-31910) on April 29,
2024. In the petition signed by Federico D. Nell, sole member, the
Debtor disclosed up to $500,000 in assets and up to $10 million in
liabilities.
Judge Eduardo V. Rodriguez oversees the case.
Jason P. Kathman, Esq., at Spencer Fane, represents the Debtor as
legal counsel.
TROJAN EV: Seeks to Hire Wright Law Firm as Special Counsel
-----------------------------------------------------------
Trojan EV, LLC and its affiliates seek approval from the U.S.
Bankruptcy Court for the Southern District of Texas to employ The
Wright Law Firm as special counsel.
The firm will render these services:
(a) provide legal advice with respect to the pending breach of
contract arbitration, in conjunction with Debtors' bankruptcy
counsel;
(b) prepare on behalf of the Debtors necessary motions,
answers, orders, reports, and other legal papers in connection with
the described arbitration matter;
(c) perform any and all other legal services for the Debtors
in connection with the described arbitration matter; and
(d) perform such legal services as the Debtors may request
with respect to any matter, including, but not limited to,
corporate finance and governance, contracts, antitrust, labor, and
tax.
The firm will be paid based upon its normal and usual hourly
billing rates. The firm will also be reimbursed for reasonable
out-of-pocket expenses incurred.
Ryan Wright, Esq., a partner at The Wright Law Firm, disclosed in a
court filing that the firm is a "disinterested person" as the term
is defined in Section 101(14) of the Bankruptcy Code.
The firm can be reached at:
Ryan Wright, Esq.
The Wright Law Firm
513 East 17th Street
Cheyenne, WY 82001
Tel: (307) 634-6111
About Trojan EV, LLC
Trojan EV, LLC sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. S.D. Tex. Case No. 24-31910) on April 29,
2024. In the petition signed by Federico D. Nell, sole member, the
Debtor disclosed up to $500,000 in assets and up to $10 million in
liabilities.
Judge Eduardo V. Rodriguez oversees the case.
Jason P. Kathman, Esq., at Spencer Fane, represents the Debtor as
legal counsel.
TROJAN EV: Taps Cokinos Young as Special Litigation Counsel
-----------------------------------------------------------
Trojan EV, LLC and its affiliates seek approval from the U.S.
Bankruptcy Court for the Southern District of Texas to employ
Cokinos Young as special litigation counsel.
The firm will be assisting with, advising with respect to, or
representing the Debtor in connection with various litigation
matters, including but not limited to: Trojan Battery Company LLC
v. Golf Carts of Cypress, LLC and Trojan EV, LLC, Case No.
4:21-cv-03075, pending in the United States District Court for the
Southern District of Texas, Houston Division.
Cokinos Young's current average hourly rates are:
Partners $550 to $875
Associates and Counsel $325
Paraprofessionals $225
Attorneys:
Anthony T. Golz $550 per hour
Dana Livingston $875 per hour
As disclosed in court filings, Cokinos and its attorneys do not
represent any creditor in the Debtor's Chapter 11 case.
The firm can be reached through:
Anthony T. Golz, Esq.
1221 Lamar St., Floor 16
Houston, TX 77010-3039
Telephone: (713) 535-5500
Facsimile: (713) 535-5533
Email: agolz@cokinoslaw.com
About Trojan EV, LLC
Trojan EV, LLC sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. S.D. Tex. Case No. 24-31910) on April 29,
2024. In the petition signed by Federico D. Nell, sole member, the
Debtor disclosed up to $500,000 in assets and up to $10 million in
liabilities.
Judge Eduardo V. Rodriguez oversees the case.
Jason P. Kathman, Esq., at Spencer Fane, represents the Debtor as
legal counsel.
TRUE VALUE: Lenders Oppose Retailer’s Asset Sale Proposal
-----------------------------------------------------------
Dorothy Ma of Bloomberg Law reports that a group of lenders for the
bankrupt hardware wholesaler True Value Co. has announced they will
not approve the planned sale of nearly all of its assets to Do it
Best Corp., according to court documents filed Tuesday, October 29,
2024.
The lenders stated that the current sale proposal lacks projections
of future profitability and would instead result in losses
exceeding $100 million for the lenders, the report relays.
According to Bloomberg Law, they also refuse to allow their cash
collateral to be used to pay professionals involved in the sale.
Without lender support, the sale process is "doomed to fail" and
merely "a bridge to nowhere," they argued.
About True Value Company
True Value Company, headquartered in Chicago, is one of the world's
leading hardlines wholesalers with over 75 years of experience.
True Value Company has an international network of 4,500
independently owned and operated stores that are committed to
providing customers exceptional products and expert guidance for
their DIY and home maintenance projects.
True Value Company, L.L.C., and certain of its affiliates initiated
voluntary Chapter 11 proceedings (Bankr. D. Del. Lead Case No.
24-12337) on October 14, 2024. True Value estimated total assets of
$100 million to $500 million and liabilities of $500 million to $1
billion as of the bankruptcy filing.
Skadden, Arps, Slate, Meagher & Flom LLP; Glenn Agre Bergman &
Fuentes LLP; and Young Conaway Stargatt & Taylor, LLP, are serving
as legal counsel, M3 Partners, LP, is serving as financial advisor;
and Houlihan Lokey is serving as investment banker to the Company.
Omni Agent Solutions is the claims agent.
TUPPERWARE BRANDS: Closes Orlando HQ, Lays Off 145 Workers
----------------------------------------------------------
Sarah Kinbar of WFTV reports that Tupperware Brands Corp. will
permanently close its Orlando headquarters at 14901 S. Orange
Blossom Trail, terminating operations and laying off 145 employees
effective December 31, 2024.
After filing for Chapter 11 bankruptcy on September 17, 2024,
notified the Florida Department of Commerce on November 5, 2024
about impending changes.
The notice indicated that a group intends to acquire "certain
assets of the company" and may extend job offers to some employees,
though details about these offers remain unspecified.
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
TUPPERWARE BRANDS: Committee Taps Berkeley as Financial Advisor
---------------------------------------------------------------
The official committee of unsecured creditors of Tupperware Brands
Corporation and its affiliates seeks approval from the U.S.
Bankruptcy Court for the District of Delaware to employ Berkeley
Research Group, LLC as its financial advisor.
The firm will provide these services:
a) advise and assist the Committee in its analysis and
monitoring of the historical, current and projected financial
affairs of the Debtors, including, schedules of assets and
liabilities and statements of financial affairs;
b) develop and issue periodic monitoring reports to enable the
Committee to evaluate effectively the Debtors' performance relative
to projections and any relevant operational issues, including
liquidity, the 363 sale process, and subsequent wind-down
activities on an ongoing basis;
c) advise and assist the Committee with respect to any
debtor-in-possession financing arrangements and/or the use of cash
collateral;
d) monitor liquidity and cash flows throughout these Cases and
scrutinize cash disbursements and capital requirements on an
on-going basis;
e) evaluate relief requested in cash management motion,
including proper controls related to and financial transparency
into any intercompany and related party transactions, as needed;
f) analyze the Debtors' assets (tangible and intangible) and
possible recoveries to creditor constituencies under various
scenarios and develop strategies to maximize recoveries;
g) evaluate and participate in any 363 sale process to ensure
the adequacy of such process and that it proceeds in the most
efficient manner to maximize recoveries to the unsecured
creditors;
h) review and provide analysis of any filed plan of
reorganization and disclosure statement, including the assessment
of projections to ensure any plan of reorganization is supported by
credible business and operational plans, and if appropriate, the
development of alternative bankruptcy plans proposed by the
Committee to assess their achievability;
i) analyze both historical and ongoing related party
transactions and/or material unusual transactions of the Debtors.
Such analysis to include developing an oversight protocol, as
needed, with the Debtors' advisors to closely monitor such
transactions to prevent value leakage;
j) advise the Committee and Counsel in evaluating any court
motions, applications, or other forms of relief, filed or to be
filed by the Debtors, or any other parties in interest;
k) assist the Committee and Counsel in discussions and
negotiations with various creditor constituencies regarding
restructuring and case resolution;
l) advise and assist the Committee in its assessment of the
Debtors' employee needs and related costs, including the
appropriateness of any proposed or recently enacted employee
retention plan or incentive plan;
m) analyze the Debtors' business plan and monitor the
implementation of any strategic initiatives and prepare reports
related thereto;
n) assist Counsel in evaluating all purported lien claims by
creditors, including the validity and enforcement of such claims;
o) evaluate and advise on the Debtors' assumption and or
rejection of executory contracts and or leases;
p) provide support for Counsel as necessary to address
restructuring issues, including, but not limited to, valuation and
liquidity issues;
q) assess the Debtors' international operations and the impact
of any insolvency proceedings in foreign countries;
r) provide support to the Committee and Counsel regarding
potential litigation strategies;
s) work with the Debtors' tax advisors to ensure that any
restructuring or sale transaction is structured in a tax efficient
manner as well as assist with the Committee's review of any tax
issues;
t) monitor Debtors' claims management process, including
analyzing claims and guarantees, and summarizing claims by entity;
u) advise the Committee in connection with any potential
claims and causes of action, including preference payments,
fraudulent conveyances, and other potential causes of action that
the Debtors' estates may hold against insiders and/or third
parties;
v) participate in meetings, discussions, and negotiations with
the Committee, the Debtors, and the other parties in interest and
with their respective professionals and attending court hearings as
may be required;
w) provide any expert reports and/or testimony as requested by
the Committee and Counsel; and
x) perform other matters as may be requested by the Committee
or Counsel from time to time, including: preparing litigation;
valuation; and/or forensic analyses that have not yet been
identified but as may be requested by the Committee and Counsel,
consistent with the role of a financial advisor.
BRG's standard hourly rates are as follows:
Managing Directors $1,095 - $1,325
Associate Directors & Directors $865 - $1,050
Professional Staff $420 - $850
Support Staff $175 - $375
In addition, the firm will seek reimbursement for expenses
incurred.
David Galfus, managing director at Berkeley Research Group,
disclosed in a court filing that the firm is a "disinterested
person" as that term is defined in Section 101(14) of the
Bankruptcy Code.
The firm can be reached through:
David Galfus
Berkeley Research Group, LLC
250 Pehle Avenue, Suite 301
Saddle Brook, NJ 07663
Telephone: (201) 587-7100
Facsimile: (201) 587-7102
Email: dgalfus@thinkbrg.com
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
TUPPERWARE BRANDS: Committee Taps Brown Rudnick LLP as Counsel
--------------------------------------------------------------
The official committee of unsecured creditors of Tupperware Brands
Corporation and its affiliates seeks approval from the U.S.
Bankruptcy Court for the District of Delaware to employ Brown
Rudnick LLP as counsel.
The firm will render these services:
(a) assist, advise, and represent the committee in its
meetings, consultations and negotiations with the Debtors and other
parties in interest;
(b) assist, advise, and represent the committee in
understanding its powers and its duties;
(c) assist the committee's review of the Debtors' schedules of
assets and liabilities, statement of financial affairs and other
financial reports;
(d) assist the committee's investigation of the acts, conduct,
assets, liabilities, and financial condition of the Debtors and its
affiliates;
(e) assist and advise the committee regarding the
identification and prosecution of estate claims and causes of
action;
(f) assist and advise the committee in its review and analysis
of, and negotiations with the Debtors and any counterparties
related to, any potential sale or restructuring transactions;
(g) review and analyze all applications, motions, complaints,
orders, and other pleadings;
(h) prepare necessary legal papers on behalf of the committee,
and pursue or participate in contested matters and adversary
proceedings as may be necessary or appropriate in furtherance of
its duties, interest, and objectives;
(i) represent the committee at hearings held before the court
and communicate with it;
(j) assist, advise, and represent the committee in connection
with the review of filed proofs of claim and reconciliation of or
objections to such proofs of claim and any claims estimation
proceedings;
(k) assist, advise and represent the committee in its
participation in the negotiation, formulation, and drafting of a
plan of reorganization/liquidation;
(l) assist, advise and represent the committee with respect to
its communications with the general creditor body regarding
significant matters in these cases;
(m) respond to inquiries from individual creditors as to the
status of, and developments in, these cases; and
(n) provide such other services to the committee as may be
necessary in these cases or any related proceedings.
The firm will be paid at these hourly rates:
Partners $900 - $2,250
Counsel $300 - $2,200
Associates $645 - $985
Paralegals $385 - $545
In addition, the firm will seek reimbursement for expenses
incurred.
Bennett Silverberg, Esq., an attorney at Brown Rudnick, also
provided the following in response to the request for additional
information set forth in Section D of the Revised U.S. Trustee
Guidelines:
Question: Did you agree to any variations from, or alternatives
to, your standard or customary billing arrangements for this
engagement?
Answer: Brown Rudnick will comply with the United States
Trustee's Fee Guidelines in connection with this engagement.
Question: Do any of the professionals included in this engagement
vary their rate based on the geographic location of the bankruptcy
case?
Answer: No.
Question: If you represented the client in the 12 months
prepetition, disclose your billing rates and material financial
terms for the prepetition engagement, including any adjustments
during the 12 months prepetition. If your billing rates and
material financial terms have changed postpetition, explain the
difference and the reasons for the difference.
Answer: No.
Question: Has your client approved your prospective budget and
staffing plan, and, if so, for what budget period?
Answer: The committee will approve a budget and general staffing
plan in connection with Brown Rudnick's representation of the
committee.
Mr. Silverberg disclosed in a court filing that the firm is a
"disinterested person" as the term is defined in Section 101(14) of
the Bankruptcy Code.
The firm can be reached through:
Bennett S. Silverberg, Esq.
Brown Rudnick LLP
Boston, MA 02111
Telephone: (212) 209-4924
Email: bsilverberg@brownrudnik.com
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
TUPPERWARE BRANDS: Committee Taps Morris James LLP as Co-Counsel
----------------------------------------------------------------
The official committee of unsecured creditors of Tupperware Brands
Corporation and its affiliates seeks approval from the U.S.
Bankruptcy Court for the District of Delaware to employ Morris
James LLP as its co-counsel.
The firm's services include:
a. providing legal advice and assistance to the Committee in
its consultations with the Debtors relative to the Debtors'
administration of its reorganization;
b. reviewing and analyzing all applications, motions, orders,
statements of operations and schedules filed with the Court by the
Debtors or third parties, advising the Committee as to their
propriety, and, after consultation with the Committee, taking
appropriate action;
c. preparing necessary applications, motions, answers, orders,
reports, and other legal papers on behalf of the Committee;
d. representing the Committee at hearings held before the
Court and communicating with the Committee regarding the issues
raised, as well as the decisions of the Court; and
e. performing other legal services for the Committee which may
be reasonably required in this proceeding.
The firm will be paid at these hourly rates:
Jeffrey R. Waxman, Partner $885
Eric J. Monzo, Partner $825
Siena B. Cerra, Associate $390
Stephanie Lisko, Paralegal $365
Douglas J. Depta, Paralegal $365
In addition, the firm will seek reimbursement for expenses
incurred.
The firm also provided the following in response to the request for
additional information set forth in Section D of the Revised U.S.
Trustee Guidelines:
a. Morris James did not agree to a variation of its standard
or customary billing arrangements for this engagement;
b. None of the professionals included in this engagement have
varied their rate based upon the geographic location of the Chapter
11 Cases; and
c. The Committee retained Morris James on October 1, 2024. The
billing rates for the period prior to this application are the same
as indicated in this application;
d. Morris James anticipates filing a budget at the time it
files its interim fee applications. In accordance with the United
States Trustee Guidelines, the budget may be amended as necessary
to reflect changed circumstances or unanticipated developments.
Eric J. Monzo, Esq., a partner at Morris James, disclosed in a
court filing that the firm is a "disinterested person" as the term
is defined in Section 101(14) of the Bankruptcy Code.
The firm can be reached through:
Bennett S. Silverberg, Esq.
Brown Rudnick LLP
Boston, MA 02111
Telephone: (212) 209-4924
Email: bsilverberg@brownrudnik.com
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
TUPPERWARE BRANDS: Gets Green Light for Sale of Assets to Lenders
-----------------------------------------------------------------
Vince Sullivan of Law360 Bankruptcy Authority reports that
Tupperware Inc., the bankrupt food storage product manufacturer,
received approval on Tuesday, October 29, 2024, for an $87.3
million sale of its assets to a group of secured lenders.
A Delaware bankruptcy judge said that the unique circumstances
surrounding the case warranted expedited consideration of the
agreement.
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
UFC HOLDINGS: S&P Rates New $2.75BB First-Lien Term Loan B 'BB+'
----------------------------------------------------------------
S&P Global Ratings assigned its 'BB+' issue-level rating and '1'
recovery rating to the proposed $2.75 billion first-lien term loan
B due 2031 and $205 million revolving credit facility due 2030,
both issued by UFC Holdings LLC (BB-/CreditWatch Neg/--), a
subsidiary of TKO Group Holdings Inc. Endeavor Group Holdings Inc.
(BB-/CreditWatch Neg/--) currently owns 53.4% of TKO Group, and S&P
considers TKO Group (and UFC Holdings LLC) to be core to Endeavor
under its group ratings methodology criteria. As a result, our
issuer credit rating at UFC Holdings LLC is linked to the issuer
credit ratings at Endeavor. The company intends to use the proceeds
from this term loan to refinance its existing $2.7 billion term
loan due 2026, fund general corporate expenses, and add cash to its
balance sheet.
In October 2024, TKO Group announced it will acquire Professional
Bull Riders, On Location, and IMG businesses from Endeavor for an
aggregate value of $3.25 billion fully paid in TKO common units and
which, when it closes, will increase Endeavor's ownership in TKO to
59%. S&P views these equity-funded acquisitions to be accretive to
TKO's credit profile.
S&P said, "At the same time, we placed the 'BB+' issue level rating
on CreditWatch with negative implications, which reflects our
current rating outlook on Endeavor. The CreditWatch placement
reflects Silver Lake's planned take-private transaction of
Endeavor, which we expect will likely keep adjusted metrics above
5.5x on a sustained basis. In resolving the CreditWatch placement
of our ratings on Endeavor, we expect to also revise our 'BB+'
issue-level rating on the proposed debt at UFC Holdings LLC in
tandem with any downward rating movement of our 'BB-' issuer credit
rating on Endeavor."
ISSUER CREDIT RATING
Key analytical factors:
-- Endeavor's credit profile consists of two separate credit
groups (WME IMG Holdings LLC and UFC Holdings LLC). S&P rates
Endeavor on a consolidated basis and consider both operating
entities (WME IMG and UFC) as core subsidiaries to the group.
-- S&P said, "We believe it is likely that in the event of
financial distress, one operating entity would support the other
with available cash and, potentially, funds raised from debt
capital. Nevertheless, each entity has an independent, stand-alone
debt structure and either entity could default without triggering a
default by the other due to the absence of cross-default provisions
in the credit documents for the two credit groups. As such, our
recovery analysis considers sufficient stress for each entity to
default on its own, rather than on a consolidated basis."
-- S&P believes the lenders of UFC would pursue a reorganization
rather than a liquidation in a hypothetical default due to their
respective brand reputations, client relationships, and standing in
the media and entertainment industry.
UFC Holdings LLC:
-- S&P's simulated default scenario considers a payment default in
2028 due to a substantial decline in UFC's cash flow because of
factors that may include an inability to meet minimum event
requirements related to the ESPN media rights agreements, poorly
timed production costs and investments, ballooning talent costs,
failure to retain or recruit key performers, increased competition
from new entrants or alternative sports categories, and
unsuccessful new business ventures.
-- UFC's proposed debt structure comprises a $205 million
first-lien revolver, approximately $2.75 billion of outstanding
first-lien term loans, and roughly $40 million of other debt.
-- S&P estimates a gross recovery value of about $3.0 billion
based on an emergence EBITDA assumption of about $437 million and a
7.0x EBITDA multiple.
-- Other default assumptions include an 85% draw on the revolving
credit facilities.
Simplified waterfall for UFC Holdings LLC:
-- Net recovery value (after 5% administrative expenses): About
$2.8 billion
-- Estimated senior secured debt claims: About $2.9 billion
--Recovery range: 90%-100% (rounded estimate 90%)
ULTRA SAFE NUCLEAR: Seeks Bankruptcy Protection
-----------------------------------------------
Dorothy Ma of Bloomberg Law reports that Ultra Safe Nuclear Corp.,
a privately-owned provider of nuclear fuel and reactor components,
filed for Chapter 11 bankruptcy in Delaware on Tuesday, October 29,
2024.
According to court documents, the Seattle-based company reported
estimated liabilities between $50 million and $100 million, with
assets valued at $10 million to $50 million.
On Monday, October 28, 2024, Ultra Safe Nuclear entered into a
stalking horse agreement with Standard Nuclear Inc., offering $28
million in cash to acquire nearly all of the company's assets. This
bid will establish a minimum price for the assets, pending any
higher offers, according to separate filings.
About Ultra Safe Nuclear Corp.
Ultra Safe Nuclear Corp. -- https://www.usnc.com/ -- is a
privately-owned provider of nuclear fuel and reactor components.
Ultra Safe Nuclear Corporation sought relief under Chapter 11 of
the U.S. Bankruptcy Code (Bankr. D. Del. Case No. 24-12443) on Oct.
29, 2024. In the petition filed by Kurt A. Terrani, as interim
chief executive officer, the Debtor reports estimated assets
between $10 million and $50 million and estimated liabilities
between $50 million and $100 million.
The is Debtor is represented by:
Elizabeth Soper Justison, Esq.
Young Conaway
200 Euphoria Ave
Oak Ridge, TN 37830
UNIMODE WOODWORKING: Seeks OK to Use Cash Collateral Until Dec. 13
------------------------------------------------------------------
Unimode Woodworking, Inc. asked the U.S. Bankruptcy Court for the
Northern District of Illinois, Eastern Division, for authority to
use cash collateral through Dec. 13.
The company requires the use of cash collateral to pay its ongoing
operating expenses.
Unimode proposed to provide the U.S. Small Business Administration,
a secured creditor, with adequate protection in the form of a
replacement lien on its collateral.
SBA holds a perfected lien and first position security interest in
the company's personal property stemming from an EDIL loan that the
company took out with them during the COVID-19 pandemic.
The next hearing is set for Nov. 13.
About Unimode
Woodworking
Unimode Woodworking, Inc. sought protection under Chapter 11 of the
U.S. Bankruptcy Code (Bankr. N.D. Ill. Case No. 24-15017) on
October 9, 2024, with $100,001 to $500,000 in assets and $500,001
to $1 million in liabilities.
Judge Timothy A. Barnes presides over the case.
David Freydin, Esq., at the Law Offices of David Freydin Ltd.
represents the Debtor as legal counsel.
UNITED DENTAL: Case Summary & Six Unsecured Creditors
-----------------------------------------------------
Debtor: United Dental Fullerton Corporation
303 Fifth Avenue
New York, NY 10016
Case No.: 24-19069
Business Description: The Debtor owns and operates a dental
clinic.
Chapter 11 Petition Date: November 3, 2024
Court: United States Bankruptcy Court
Central District of California
Judge: Hon. Sheri Bluebond
Debtor's Counsel: Jaenam Coe, Esq.
LAW OFFICES OF JAENAM COE PC
3731 Wilshire Blvd 500
Los Angeles, CA 90010
Tel: (213) 389-1400
Email: coelaw@gmail.com
Total Assets: $1,792,468
Total Liabilities: $3,295,248
The petition was signed by Jeong H. Kim as president.
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/WSZ23AI/UNITED_DENTAL_FULLERTON_CORPORATION__cacbke-24-19069__0001.0.pdf?mcid=tGE4TAMA
VARALUZ LLC: Unsecureds Will Get 50% of Claims over 3 Years
-----------------------------------------------------------
Varaluz, LLC filed with the U.S. Bankruptcy Court for the District
of Nevada a Plan of Reorganization for Small Business dated
September 23, 2024.
The Debtor is a Nevada limited liability company formed in 2006 and
is managed by Ronald Henderson. Debtor is a lighting company,
making inspired light fixtures and home décor items out of eco
friendly materials, all by hand.
The Debtor has used more than 66.5 tons of recycled steel and 20
tons of recycled glass to make its lighting and home décor
products, all while using 45% less packing material than other
manufacturers. Debtor has a warehouse in Las Vegas and three
showrooms located in Las Vegas, Dallas, and North Carolina, as well
as on-line retail.
Unable to obtain traditional financing, Debtor fell prey to
merchant cash advance lenders, offering what Debtor now believes to
be unlawful loans with interest rates, in some cases, exceeding
100%. The situation spiraled until Debtor was left with no option
other than to seek Chapter 11 protection to: (i) prosecute its
claims against the predatory lenders and resolve their alleged
claims and liens; (ii) restructure its valid debt to its landlords,
vendors, and sales team; and (iii) reorganize its business to
ensure its continued operation and pay its valid creditors.
The Debtor's financial projections show that it will have projected
disposable income of $1,242,918 over the next three years. The Plan
provides for full repayment of the administrative claims; full
repayment of the cure claims held by the landlords; full repayment
of the priority unsecured claims; full repayment of the SBA secured
loan; and payments to general unsecured between January 1, 2025 and
December 31, 2027.
The Debtor projects net disposable income of $1,242,918 for the
three years following the Effective Date and the Plan provides for
$1,242,918 of payments to be made to Debtor's creditors during the
three years following the Effective Date as follows: (i) $125,000
to Allowed administrative claims; (ii) $175,000 in cure payments to
the holders of assumed leases (i.e. the landlords); (iii) estimated
$0 to Allowed Priority tax claims (however, in the event there is a
valid Allowed Priority tax claim, it will be paid in full); (iv)
$182,000 to Allowed priority unsecured claims; (v) $27,000 to the
U.S. Small Business Administration on account of its secured claim;
and (vi) approximately $733,919 to holders of Allowed general
unsecured claims.
This Plan of Reorganization proposes to pay Debtor's creditors from
its income from its continued operations.
The landlords whose leases are assumed will receive full repayment
of their unsecured claims. Based on the claims filed or scheduled
and pending or anticipated objections, non-priority unsecured
creditors are expected to receive a distribution of approximately
50% of their allowed claims. This Plan also provides for the full
payment of administrative, priority claims, and secured claims.
Class 4 consists of NonPriority General Unsecured Claims. Each
holder of a Class 4 Allowed non-priority general unsecured claim
shall receive its pro rata share of the following payments: (i)
$20,920 on or before April 15, 2025; (ii) $12,800 on or before July
15, 2025; (iii) $42,715 on or before October 15, 2025; (iv) $32,570
on or before January 15, 2026; (v) $27,260 on or before July 15,
2026; (vi) $78,125 on or before October 15, 2026; (v) $91,600 on or
before January 15, 2027; (vi) $87,023 on or before April 15, 2027;
(vii) 110,678 on or before July 15, 2027; (viii) $217,968 on or
before October 15, 2027; and (ix) $12,200 on or before January 15,
2028. Class 4 is impaired.
Class 5 consists of Allowed Equity Interests. Each Allowed Equity
Interest Holder in Debtor shall retain its equity securities. Class
5 is unimpaired and deemed to have accepted the Plan.
This Plan will be funded through cash flow generated from future
operations of the Reorganized Debtor's business and, to the extent
necessary, contributions by equity to ensure the payments
contemplated by this Plan are timely made.
A full-text copy of the Plan of Reorganization dated September 23,
2024 is available at https://urlcurt.com/u?l=KpFv8y from
PacerMonitor.com at no charge.
Attorneys for the Debtor:
Talitha Gray Kozlowski, Esq.
Teresa M. Pilatowicz, Esq.
Garman Turner Gordon LLP
7251 Amigo Street, Suite 210
Las Vegas, NV 89119
Tel: (725) 777-3000
Email: tgray@gtg.legal
About Varaluz, LLC
Las Vegas-based Varaluz, LLC handcrafts luxury lighting, mirrors
and home decor using eco-friendly recycled materials.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. D. Nev. Case No. 24-13181) on June 25,
2024, with $2,758,605 in assets and $2,964,555 in liabilities.
Ronald F. Henderson, managing member, signed the petition.
Talitha Gray Kozlowski, Esq., at Garman Turner Gordon, LLP
represents the Debtor as legal counsel.
VERITAS HOLDINGS: S&P Downgrades ICR to 'CC', Outlook Negative
--------------------------------------------------------------
S&P Global Ratings lowered its issuer credit rating on Veritas
Holdings Ltd. and all rated secured debt to 'CC' from 'CCC+'. The
recovery rating on the existing secured debt remains '3'.
S&P said, "The negative outlook reflects the potential that we will
lower our issuer credit rating on Veritas to 'SD' (selective
default) if the transaction closes and we view it as a distressed
exchange. We would lower our issue-level ratings on the company's
affected secured debt to 'D' (default) upon completion.
"We based the downgrade on Veritas's announcement it entered in a
TSA with debtholders currently holding approximately 80% of debt
principal amount outstanding. The TSA coincides with Veritas's
announcement on Feb. 8, 2024 that it agreed to sell its data
protection business to Cohesity (B/Stable/--) for cash and
preferred equity consideration representing about a 22% equity
ownership stake in Cohesity. The cash proceeds will help facilitate
a cash pay down of existing debt.
"While the debt exchange and note tender transaction will enable
Veritas to address its approaching debt maturities, we view the
transaction as providing less than the original promise given the
priming by the proposed super priority revolver, interest deferral
on the exchange debt (e.g., pay-in-kind component of take-back
debt), and equitization via the preferred equity interest in a
privately held entity, Cohesity. Additionally, considering
Veritas's business operating challenges, persisting cash flow
deficits, and weak credit metrics, we believe it faces increased
refinancing risk and the possibility of a conventional a default.
The TSA provides for the exchange and tender of existing secured
term loans and notes due 2025 totaling $4.2 billion outstanding for
a pro rata share of take-back debt carrying cash and PIK interest,
PIK margin loans backed by Cohesity preferred equity interests held
by Veritas, and Cohesity preferred equity issued directly to
creditors. We expect creditors will receive a cash pay down from
the data protection asset sale proceeds and margin loan funded by
Cohesity.
"The negative outlook reflects the potential that we will lower our
issuer credit rating on Veritas to 'SD' if the transaction closes
and we view it is a distressed exchange. We would lower our
issue-level ratings on the company's affected secured debt to 'D'
(default) upon completion."
Veritas is an information management software company focused on
high-availability solutions for large enterprises. Its products
include data protection, digital compliance, and software-defined
storage.
The company spun off from Gen Digital Inc. (formerly Norton
LifeLock Inc. and Symantec) as an independent entity. In January
2016, the company was acquired by majority owner The Carlyle Group
and GIC Singapore's sovereign wealth fund.
On Feb. 8, 2024, Veritas announced that it entered into an
agreement to sell its data protection business to Cohesity, that
represents about 71% of total revenue in fiscal 2024.
The remaining assets of Veritas will comprise InfoScale, Data
Compliance, and Backup Exec businesses. The company will also own
an approximate 22% preferred equity stake in Cohesity. These
businesses generated about $466 million of revenue in fiscal 2024.
VERTEX ENERGY: Gets Court Final Chapter 11 Funding Use Approval
---------------------------------------------------------------
Emlyn Cameron of Law360 Bankruptcy Authority reports that a Texas
bankruptcy judge approved Vertex Energy's request on Tuesday,
October 29, 2024, to access the remaining $280 million of its
Chapter 11 funding after the debtor reported that it had reached a
proposal that received no objections.
About Vertex Energy
Vertex Energy, Inc., together with its subsidiaries, is an energy
transition company and marketer of refined products and renewable
fuels in Houston.
Vertex Energy filed its voluntary petition for relief under Chapter
11 of the Bankruptcy Code (Bankr. S.D. Texas Lead Case No.
24-90507) on September 24, 2024, listing $772,368,000 in assets and
$642,819,000 in liabilities. The petitions were signed by R. Seth
Bullock as chief restructuring officer.
Judge Christopher M. Lopez oversees the case.
Jason G. Cohen, Esq., at Bracewell, LLP represents the Debtors as
counsel.
VERTEX ENERGY: Seeks to Hire Ordinary Course Professionals
----------------------------------------------------------
Vertex Energy, Inc. and its affiliates seek approval from the U.S.
Bankruptcy Court for the Southern District of Texas to retain
professionals utilized in the ordinary course of business.
These OCPs have provided legal, technical, accounting, consulting,
and/or other related services to the Debtors, upon which they rely
on to manage their day-to-day operations.
The Debtors seek to pay OCPs 100 percent of the fees and expenses
incurred.
The Debtors do not believe that any of the OCPs have an interest
materially adverse to them, their estates, creditors, or other
parties in interest in connection with the matter upon which they
are to be engaged.
The OCPs' include:
Tier 1 Ordinary Course Professionals
Ham, Langston & Brezina, LLP
-- Accounting
Steptoe & Johnson, LLP
-- Legal
Tier 2 Ordinary Course Professionals
Cherry Bekaert, LLP
-- Accounting
Ruddy Gregory PLLC
-- Legal
The Loev Law Firm, PC
-- Legal
Tier 3 Ordinary Course Professionals
Jim Wooldridge Consulting
-- Accounting
Haynie & Associates, Inc.
-- Government Relations
Brown Fox PLLC
-- Legal
Kaempfer Crowell, LTC
-- Legal
Chaffe McCall, LLP
-- Legal
Davis, Graham, & Stubbs, LLP
-- Legal
Wolters Kluwer
-- Legal
Loev Corporate Filings, Inc.
-- Legal
The TJC Group
-- Legal
Bradley, Arant, Boult, Cummings, LLP
-- Legal
About Vertex Energy, Inc.
Vertex Energy, Inc., together with its subsidiaries, is an energy
transition company and marketer of refined products and renewable
fuels in Houston.
Vertex Energy filed its voluntary petition for relief under Chapter
11 of the Bankruptcy Code (Bankr. S.D. Texas Lead Case No.
24-90507) on September 24, 2024, listing $772,368,000 in assets and
$642,819,000 in liabilities. The petitions were signed by R. Seth
Bullock as chief restructuring officer.
Judge Christopher M. Lopez oversees the case.
Jason G. Cohen, Esq., at Bracewell, LLP represents the Debtors as
counsel.
VILLAGE OAKS: Seeks Cash Collateral Access Thru May 2025
--------------------------------------------------------
Village Oaks Senior Care, LLC asked the U.S. Bankruptcy Court for
the Eastern District of California, Sacramento Division, to extend
the use of cash collateral until May next year.
The company said it needs a six-month extension to pay its
operating expenses, which include payroll, rental payments and
utilities. Village Oaks previously received approval to utilize its
cash collateral until Nov. 30.
The company requested that the court provide secured creditors, BMO
Bank, N.A. and Gina MacDonald, with the same relief set forth in
its initial order on Aug. 16, including granting replacement liens.
Thus, BMO and Ms. MacDonald's interests are adequately protected.
The next hearing is set for Nov. 26.
About Village Oaks Senior Care
Village Oaks Senior Care, LLC, a company in El Dorado Hills,
Calif., owns and operates community care facilities for the
elderly.
Village Oaks Senior Care filed Chapter 11 petition (Bankr. E.D.
Cal. Case No. 24-22206) on May 21, 2024, with total assets of
$1,440,832 and total liabilities of $3,369,013 as of Dec. 31, 2023.
Lisa Holder, Esq., a practicing attorney in Bakersfield, Calif.,
serves as Subchapter V trustee.
Judge Christopher D. Jaime oversees the case.
D. Edward Hays, Esq., at Marshack Hays Wood, LLP, is the Debtor's
legal counsel.
Blanca Castro has been appointed as patient care ombudsman in the
Debtor's Chapter 11 case.
VIRTUAL MEDICAL: Case Summary & One Unsecured Creditor
------------------------------------------------------
Debtor: Virtual Medical Services, LLC
1404 Hampton Glen Drive
Marietta, GA 30064
Case No.: 24-61749
Business Description: Virtual Medical provides medical care
online.
Chapter 11 Petition Date: November 4, 2024
Court: United States Bankruptcy Court
Northern District of Georgia
Debtor's Counsel: Leslie Pineyro, Esq.
JONES & WALDEN LLC
699 Piedmont Avenue NE
Atlanta, GA 30308
Tel: 404-564-9300
Email: info@joneswalden.com
Estimated Assets: $500,000 to $1 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Samuel Wright as manager.
The Debtor listed Gauntlet Holdings Asset Management UK,
Ltd., located at 5000 Birch St, Suite 3000, Newport Beach, CA
92660 as its sole unsecured creditor holding a claim of $342,732.
A full-text copy of the petition is available for free at
PacerMonitor.com at:
https://www.pacermonitor.com/view/VG4LRAQ/Virtual_Medical_Services_LLC__ganbke-24-61749__0001.0.pdf?mcid=tGE4TAMA
VITAL PHARM: Court Rejects Privilege in Lawsuit vs. Co-Founder
--------------------------------------------------------------
David Minsky of Law360 reports that on November 8, 2024, a Florida
state court judge required the founder of Bang Energy drinks to
appear for a deposition in a lawsuit over unpaid fees from his
former bankruptcy attorneys, rejecting his earlier claim of
attorney-client privilege to avoid the deposition.
About Vital Pharmaceuticals
Since 1993, Florida-based Vital Pharmaceuticals, Inc., doing
business as Bang Energy and as VPX Sports, has developed
performance beverages, supplements, and workout products to fuel
high-energy lifestyles. VPX Sports is the maker of Bang energy
drinks, among other consumer products.
Vital Pharmaceuticals, Inc., along with certain of its domestic
subsidiaries and affiliates, filed voluntary petitions for
protection under Chapter 11 of the Bankruptcy Code (Bankr. S.D.
Fla. Lead Case No. 22-17842) on Oct. 10, 2022.
VPX estimated $500 million to $1 billion in assets and liabilities
as of the bankruptcy filing.
The Hon. Scott M. Grossman is the case judge.
The Debtors tapped Latham & Watkins, LLP as general bankruptcy
counsel; Berger Singerman, LLP as local counsel; Haynes and Boone,
LLP and Faulkner ADR Law, PLLC as special counsels; Huron
Consulting Group, Inc., as CTO services provider; and Rothschild &
Co US, Inc., as investment banker; and Grant Thornton, LLP, as
financial advisor. Stretto, Inc., is the notice, claims and
solicitation agent.
The U.S. Trustee for Region 21 appointed an official committee of
unsecured creditors on Nov. 1, 2022. The committee tapped
Lowenstein Sandler, LLP as general bankruptcy counsel; Sequor Law,
P.A., as local counsel; and Lincoln Partners Advisors, LLC, as
financial advisor.
W 72 STREET: Seeks Court Approval to Sell Condominium Unit
----------------------------------------------------------
W 72 Street Partners LLC seeks approval from the U.S. Bankruptcy
Court for the District of New Jersey, to sell its property commonly
known as Unit COM-A in the condominium building located at 27 West
72nd Street, New York.
The Property is subject to higher or better offers and free and
clear of liens, claims, and encumbrances and other interests.
The Debtor obtained two loans, known as W72nd Street Loans, from
CPIF Lender LLC in the in the original principal amount of
$6,813,370, and the Mezzanine Loan in the original principal amount
of $10,777,263.
CPIF Lender is the owner and holder of the subject first mortgage
lien of the Property and alleges that the Debtor defaulted on the
two loans for failing to repay its indebtedness on the maturity
date.
The Debtor and CPIF Lender tapped Cushman Wakefield as its real
estate broker, who also actively marketing the property.
The Debtor says it wishes to receive the greatest value for the
Property and proposes the bidding procedure to be consistent with
its objective of promoting active bidding that will result in the
highest and best offer in the marketplace.
The provisions of the bidding procedure include:
a. Bidding deadline on December 19, 2024 at 3:00 pm ET
b. Qualifying deposit of 10% due on or before Bid Deadline
c. Auction will be held at the offices of A.Y. Strauss LLC at 290
West Mount Pleasant Avenue, Suite 3260, Livingston, New Jersey, on
December 20, 2024 at
10:00 a.m.(ET).
d. Additional deposit within 2 business days after the Auction
increase the deposit as necessary to an amount equal to 10% of its
final bid at the auction.
e. Broker's fee is 4%.
f. Buyer's premium is 4%
g. Only authorized representatives and respective counsel of each
of the Qualified Bidders, and the Debtor shall be permitted to
attend and participate at the
Auction.
h. Only the Qualified Bidders will be entitled to make any
subsequent bids at the Auction.
At the Auction, CPIF MRA, LLC, shall be deemed a Qualified Bidder
and have the right to credit bid the allowed amount of the secured
claim at Auction pursuant to Section 363(k) of the Bankruptcy Code
without being required to pay the Deposit;
Each Qualified Bidder shall be required to confirm under oath that
it has not engaged in any collusion with respect to the bidding or
the Auction.
The Bidding shall commence at the amount of the highest and best
Qualified Bids submitted by the Qualified Bidders by the Bid
Deadline.
The Auction shall continue until there is only one offer that the
Debtor determines, subject to Bankruptcy Court approval, is the
highest and best offer submitted at the Auction from among the
Qualified Bidders. The bidder(s) which submitted such Successful
Bid shall become the Successful Bidder.
Deposits submitted by the Qualified Bidders who do not become the
Successful Bidder shall be returned by the Debtor within five
business days after the Sale is consummated with the Successful
Bidder.
About W 72 Street Partners LLC
W 72 Street Partners LLC filed its voluntary petition for relief
under Chapter 11 of the Bankruptcy Code (Bankr. D.N.J. Case No.
24-17236) on July 19, 2024, listing $1 million to $10 million in
both assets and liabilities. The petition was signed by David
Goldwasser as VP restructuring.
Judge Michael B Kaplan presides over the case.
Eric H. Horn, Esq., at A.Y. STRAUSS LLC, represents the Debtor as
legal counsel.
WALLACE HOUSE: Seeks to Hire Morrison-Tenenbaum as Counsel
----------------------------------------------------------
Wallace House Corporation seeks approval from the U.S. Bankruptcy
Court for the Southern District of New York to hire
Morrison-Tenenbaum, PLLC as its counsel.
The firm's services include:
a. advising the Debtor with respect to its powers and duties
in the management of its estate;
b. assisting in any amendments of schedules and other
financial disclosures and in the preparation, review or amendment
of a disclosure statement and plan of reorganization;
c. negotiating with the Debtor's creditors and taking the
necessary legal steps to confirm and consummate a plan of
reorganization;
d. preparing legal papers;
e. appearing before the bankruptcy court; and
f. providing other legal services that may be necessary and
proper for an effective reorganization.
The firm will be paid at these rates:
Partners $550 to $695 per hour
Associates $380 per hour
Paraprofessionals $250 per hour
The firm received a retainer fee of $11,400.
As disclosed in court filings, Morrison-Tenenbaum is a
"disinterested person" within the meaning of Section 101(14) of the
Bankruptcy Code.
Morrison-Tenenbaum can be reached through:
Lawrence F. Morrison, Esq.
Brian J. Hufnagel, Esq.
Morrison-Tenenbaum, PLLC
87 Walker Street, Floor 2
New York, NY 10013
Tel: (212) 620-0938
Email: lmorrison@m-t-law.com
bjhufnagel@m-t-law.com
About Wallace House
Wallace House Corporation sought protection under Chapter 11 of the
U.S. Bankruptcy Code (Bankr. S.D.N.Y. Case No. 24-11616) on
September 20, 2024, with $100,001 to $500,000 in both assets and
liabilities.
Judge Michael E. Wiles oversees the case.
Lawrence Morrison, Esq., represents the Debtor as legal counsel.
WAT TIMBER: Gets Interim OK to Use Cash Collateral
--------------------------------------------------
WAT Timber, Inc. received interim approval from the U.S. Bankruptcy
Court for the Southern District of Alabama for authority to use the
cash collateral of Commercial Credit Group, Inc.
The company requires the use of cash collateral to pay its expenses
in the total amount of $21,946. These expenses include payroll,
payment to Commercial Credit Group, fuel cost and payment for
contract trucking services.
Commercial Credit Group will be provided with adequate protection
in the form of a replacement lien on post-petition receivables.
About WAT Timber
WAT Timber, Inc. sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. S.D. Ala. Case No. 24-12749) on October 29,
2024, with $1 million to $10 million in both assets and
liabilities. Willie Andrew Thomas, president of WAT Timber, signed
the petition.
Judge Jerry C. Oldshue oversees the case.
Wm. Wesley Causby, Esq., at Memory Memory & Causby, LLP, represents
the Debtor as legal counsel.
WESTERN RISE: Has Deal on Continued Cash Collateral Access
----------------------------------------------------------
The U.S. Bankruptcy Court for the District of Colorado previously
entered its Final Order authorizing Western Rise, Inc., to use of
cash collateral on July 10,
2024. In relevant part, that final order authorized the use of
cash collateral by the Debtor through and including August 31,
2024, subject to further extensions only with the prior written
consent of GZ Impact Fund I, L.P., d/b/a Greenline Ventures, or
upon further order of the Court.
The Debtor and Greenline previously stipulated to the continued use
of cash collateral, through and including October 31, 2024.
The Debtor and Greenline filed a stipulation with the Court on
October 31, 2024, where Greenline consents to the continued use of
cash collateral through and including November 30, 2024.
The Debtor intends to use the cash collateral to continue its
business operations, pay expenses, and potentially fund the
renovation of a building.
None of the adequate protection provided to Greenline or to any
other party asserting an interest in the Debtor's cash collateral
has changed from the previous order, or as otherwise described in
the most recent Stipulation, including that the Debtor will provide
Greenline on or before November 10, 2024, a balance sheet, income
statement, and statement of cash flows, in the same form as those
documents are maintained by the Debtor on QuickBook.
Accordingly, the Debtor and Greenline asked the Court to approve
the stipulation and enter an Order extending the Debtor's authority
to use cash collateral through and including November 30, 2024.
A copy of the motion is available at https://urlcurt.com/u?l=thC0O2
from PacerMonitor.com.
About Western Rise
Western Rise, Inc. is a manufacturer of travel clothing and
accessories in Telluride, Colo.
Western Rise filed its voluntary petition for Chapter 11 protection
(Bankr. D. Colo. Case No. 24-13394) on June 19, 2024, with
$3,401,871 in assets and $5,266,556 in liabilities. Kelly Watters,
president, signed the petition.
Judge Joseph G. Rosania Jr. oversees the case.
The Debtor tapped Kutner Brinen Dickey Riley, PC as bankruptcy
counsel and Potomac Law Group, PLLC and Catalyst Law Group as
special counsel.
WFO LLC: Seeks to Sell Texas Batch Plant in Auction
---------------------------------------------------
Mark Andrews, trustee for the bankruptcy case of WFO LLC, seeks
approval from the U.S. Bankruptcy Court for the Western District of
Texas, San Antonio Division, to sell the Property located at 260 FM
148, Crandall, Kaufman County, Texas, free and clear of liens and
encumbrances.
The Property for sale is described as concrete batch plant
currently being operated by Lone Star Cement LLC, as affiliated
entity.
The Chapter 11 Trustee proposes to sell all of the Debtor's right,
title and interest in the Property free and clear of all liens and
encumbrances.
In addition to the batch plant, numerous vehicles are used in the
operation of the plant and will also be offered for sale, as well
as the vehicles titled in n Superior Ready-Mix, which is subject to
the consent of the lienholder and Randolph N. Oserow, Chapter 11
Trustee of Superior Ready Mix of Texas, LLC.
The Property is subject to a first lien of Simmons Bank.
The Chapter 11 Trustee says it retains real estate broker firm,
Jones, Lang, Lasalle, Inc., whose employee, Michael Haggar, has
already contacted potential buyers in the market.
The Chapter 11 Trustee proposes to have the Property sold pursuant
to a competitive process that allows qualified prospective
purchasers to bid on the Property and provides a process for the
estate to receive the highest possible benefit for the estate.
The Property will be subject to a marketing process, in order for
the Broker to identify all potential bidders, provide sufficient
information and allow time for each potential bidder to perform the
appropriate due diligence. In the event of multiple Qualifying
Bids, the Bid Procedures set forth the proposed process and time
line leading to a potential auction, if necessary, which will be
conducted by the Trustee.
The Chapter 11 Trustee proposes to give notice, immediately of the
Sale Motion and procedure, the time and place of the Sale Hearing
to all creditors and parties-in-interest, and will cause the Sale
Notice to be served by first-class mail, postage prepaid,
facsimile, electronic transmission, or overnight mail.
All objections in the Sale will be submitted to the counsel of the
Chapter 11 Trustee, Patrick Kelley, Esq., the Debtor's counsel,
Michael G. Colvard, Esq., Trustee Mark E. Andrews, and the U.S.
Trustee for the Western District of Texas.
The Chapter 11 Trustee says that the Sale will maximize the value
of the Estate for the benefit of creditors and the proposed
procedures contain terms typical for a process through which a sale
of this nature is consummated and will increase the likelihood that
the estate will receive the greatest possible consideration.
About WFO LLC
WFO, LLC filed a petition under Chapter 11, Subchapter V of the
Bankruptcy Code (Bankr. W.D. Tex. Case No. 24-50824) on May 6,
2024. In the petition signed by Frank Shumate, president, the
Debtor disclosed up to $50,000 in assets and up to $10 million in
liabilities. The petition was signed by Frank Shumate as
president.
Judge Craig A Gargotta presides over the case.
James S. Wilkins, PC serves as the Debtor's bankruptcy counsel.
Mark Andrews, Chapter 11 Trustee for WFO, LLC.
WHITE VIOLET: Seeks to Hire Amann Burnett as Bankruptcy Counsel
---------------------------------------------------------------
White Violet Property LLC seeks approval from the U.S. Bankruptcy
Court for the District of Massachusetts to hire Amann Burnett, PLLC
as to handle its chapter 11 proceedings.
The firm received a retainer in the amount of $10,000, plus the
filing fee of $1,738.
William Amann, Esq., a partner at Amann Burnett PLLC, disclosed in
a court filing that the firm is a "disinterested person" as the
term is defined in Section 101(14) of the Bankruptcy Code.
The firm can be reached at:
William J. Amann, Esq.
AMANN BURNETT, PLLC
757 Chestnut Street
Manchester, NH 03104
Tel: (603) 696-5401
Email: wamann@amburlaw.com
About White Violet Property LLC
White Violet Property LLC sought relief under Chapter 11 of the
U.S. Bankruptcy Code (Bankr. D. Mass. Case No. 24-30554) on Oct.
10, 2024. In the petition filed by Paul D. Quinn, as manager, the
Debtor estimated assets between $1 million and $10 million and
estimated liabilities between $500,000 and $1 million.
The Debtor is represented by William J. Amann, Esq. at AMANN
BURNETT, PLLC.
WINDTREE THERAPEUTICS: May Sell $27.2M Common Shares to Seven Knots
-------------------------------------------------------------------
Windtree Therapeutics, Inc. disclosed in a Form 8-K Report filed
with the U.S. Securities and Exchange Commission that on October
28, 2024, the Company filed a prospectus supplement relating to the
issuance and sale of up to $27,243,504 of shares of the Company's
common stock, par value $0.001 per share that the Company may issue
and sell to Seven Knots, LLC from time to time, in its sole
discretion, under the company's existing equity line of credit with
Seven Knots pursuant to a purchase agreement by and between the
Company and Seven Knots, dated June 26, 2024. The prospectus
supplement also covers the resale of these shares by Seven Knots to
the public.
The Company previously filed a registration statement on Form S-1,
which was declared effective by the SEC on September 3, 2024 (SEC
File No. 333-281755) that covered the resale of up to 10,679,758
shares of Common Stock pursuant to the Purchase Agreement. The
10,679,758 shares of Common Stock represented:
(i) 10,574,018 shares issuable to Seven Knots, from time to
time from and after the Commencement Date upon the terms and
subject to the conditions and limitations of the Purchase
Agreement, and subject to the Exchange Cap; and
(ii) 105,740 shares that were issuable upon the conversion of
the outstanding unpaid principal balance, together with all accrued
and unpaid interest of a commitment note issued to Seven Knots as
consideration for its execution and delivery of the Purchase
Agreement.
Pursuant to certain rules of the Nasdaq Stock Market LLC, the
Company was prohibited from issuing to Seven Knots under the
Purchase Agreement more than 19.99% of the Common Stock below the
"Minimum Price", until the Company obtained stockholder approval to
issue shares of Common Stock in excess of the Exchange Cap in
accordance with applicable Nasdaq rules. The Company obtained
Stockholder Approval at its 2024 annual meeting of stockholders on
September 24, 2024.
As of October 25, 2024, the Company issued 5,499,273 shares of
Common Stock stock for total gross cash proceeds of $7,756,496
pursuant to the Purchase Agreement. The prospectus supplement
registers for sale the shares of Common Stock underlying the
remaining $27,243,504 issuable under the Purchase Agreement.
Additionally, as a result of its sales of Common Stock pursuant to
the Purchase Agreement, the Company redeemed 1,499 Preferred Shares
as of October 25, 2024 for an aggregate redemption price of $2.3
million pursuant to the Company's Certificate of Designations of
Rights and Preferences of Series C Convertible Preferred Stock.
Additionally, as of October 25, based on 8,746,128 shares
outstanding, the Company was no longer subject to General
Instruction 1.B.6. of Form S-3, and therefore is not limited to
selling one-third of its public float through a registration
statement on Form S-3 until, at the earliest, the filing of its
next Annual Report on 10-K in 2025.
As of October 28, the date of the Current Report on Form 8-K,
8,746,128 shares of Common Stock were outstanding.
About Windtree Therapeutics
Headquartered in Warrington, Pennsylvania, Windtree Therapeutics,
Inc. -- windtreetx.com -- is a biotechnology company focused on
advancing early and late-stage innovative therapies for critical
conditions and diseases. Windtree's portfolio of product candidates
includes istaroxime, a Phase 2 candidate with SERCA2a activating
properties for acute heart failure and associated cardiogenic
shock, preclinical SERCA2a activators for heart failure, and
preclinical precision aPKCi inhibitors that are being developed for
potential use in rare and broad oncology applications. Windtree
also has a licensing business model with partnership out-licenses
currently in place.
Philadelphia, Pennsylvania-based EisnerAmper LLP, the company's
auditor since 2022, issued a "going concern" qualification in its
report dated April 16, 2024, citing that the company has suffered
recurring losses from operations and expects to incur losses for
the foreseeable future, which raises substantial doubt about its
ability to continue as a going concern.
Windtree Therapeutics reported a net loss of $20.3 million for the
year ended December 31, 2023, compared to a net loss of $39.2
million for the year ended December 31, 2022. As of June 30, 2024,
Windtree Therapeutics had $28.71 million in total assets, $18.26
million in total liabilities, $6.95 million in total mezzanine
equity, and $3.49 million in total stockholders' equity.
WISA TECHNOLOGIES: Inks Second Amendment to Inducement Agreement
----------------------------------------------------------------
As previously disclosed, on Sept. 10, 2024, WiSA Technologies,
Inc., a Delaware corporation, entered into an inducement agreement
with each of the holders of certain common stock purchase warrants
issued by the Company to the Holders pursuant to certain exchange
agreements, dated as of Sept. 10, 2024, by and between the Company
and each Holder. Pursuant to the Inducement Agreements, the
Company agreed, as consideration for exercising all or part of the
Exchange Warrants held by any Holder on or prior to Sept. 30, 2024,
to issue to such Holder one or more common stock purchase warrants
exercisable for up to a number of shares of Common Stock equal to
65% of the number of shares of Common Stock issued upon exercise of
the Exchange Warrants.
Also as previously disclosed, on Sept. 30, 2024, the Company
entered into an amendment agreement with each of the Holders to
extend the expiration date of the Inducement Period to Oct. 31,
2024.
On Oct. 31, 2024, the Company entered into a second amendment
agreement with each of the Holders to extend the expiration date of
the Inducement Period to Nov. 30, 2024.
About WiSA Technologies
WiSA Technologies Inc. -- www.wisatechnologies.com -- is a provider
of immersive, wireless sound technology for intelligent devices and
next-generation home entertainment systems. Working with leading
CE brands and manufacturers such as Harman International, a
division of Samsung; LG; Hisense; TCL; Bang & Olufsen; Platin
Audio; and others, the company delivers immersive wireless sound
experiences for high-definition content, including movies and
video, music, sports, gaming/esports, and more. WiSA Technologies,
Inc. is a founding member of WiSA (the Wireless Speaker and Audio
Association) whose mission is to define wireless audio
interoperability standards as well as work with leading consumer
electronics companies, technology providers, retailers, and
ecosystem partners to evangelize and market spatial audio
technologies driven by WiSA Technologies, Inc. The company is
headquartered in Beaverton, OR with sales teams in Taiwan, China,
Japan, Korea, and California.
San Jose, California-based BPM LLP, the Company's auditor since
2016, issued a "going concern" qualification in its report dated
April 1, 2024, citing that the Company's recurring losses from
operations, a net capital deficiency, available cash, and cash used
in operations as factors raising substantial doubt about its
ability to continue as a going concern.
WRENA LLC: Initiates Chapter 11 Bankruptcy Sale Process
-------------------------------------------------------
Wrena, LLC, a full-service supplier of stamped metal products to
the automotive industry, has announced a sale process under Chapter
11, Section 363 of the U.S. Bankruptcy Code. Despite its profitable
operations, the Ohio-based Company is pursuing this path to address
litigation-related liabilities and maximize the value of its assets
through an organized sale process. With estimated revenue of $18.6
million for the fiscal year ending December 31, 2024, Wrena, LLC
employs approximately 50 people.
On October 28, 2024, the Bankruptcy Court approved a structured
sale process for Wrena, LLC, including key dates and requirements
for prospective bidders. Cascade Partners, LLC is the investment
bank managing the process:
Qualified Bidders Requirements: Potential bidders must become
Qualified Bidders by submitting the following to the Company by
December 6, 2024:
-- A signed asset purchase agreement (APA) similar to the Company's
form APA, with bids limited to cash or assumption of liabilities
and not subject to financing conditions.
-- A good faith deposit of at least 5% of the cash purchase price.
-- Proof of financial ability to complete the transaction, to the
Company's satisfaction.
-- Written acknowledgment that the bid requires no additional due
diligence, board approval, or non-governmental consents.
Initial Bid Received: Wrena, LLC has received an initial bid from a
related entity for $5.65 million in cash plus assumption of
employee-related liabilities.
Auction and Sale Hearing: If multiple Qualified Bids are received,
an auction will be held on December 10, 2024, starting with the
highest bid submitted by the deadline. The final approval of the
highest bid will be sought at a Sale Hearing on December 16, 2024,
with the sale expected to close shortly thereafter.
Cascade Partners, LLC, the investment bank managing the process,
invites interested parties to contact: Shareef Simaika or Matthew
Miller at wrangler@cascade-partners.com for further details.
About Wrena LLC
Wrena, LLC is a Tier 1 and Tier 2 automotive supplier in Tipp City,
Ohio.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. E.D. Mich. Case No. 24-49047) on September
23, 2024, with $1 million to $10 million in both assets and
liabilities. Scott Eisenberg, chief restructuring officer, signed
the petition.
Judge Maria L. Oxholm oversees the case.
Wolfson Bolton Kochis PLL, Cascade Partners LLC and DWH Corp. serve
as the Debtor's legal counsel, investment banker and financial
advisor, respectively. Scott Eisenberg of DWH is the chief
restructuring officer.
Northstar Bank is represented by Clark Hill PLC.
WZ REMODELING: Voluntary Chapter 11 Case Summary
------------------------------------------------
Debtor: WZ Remodeling LLC
2633 E. Allegheny Ave
Philadelphia, PA 19134
Business Description: WZ Remodeling is part of the residential
building construction industry.
Chapter 11 Petition Date: November 4, 2024
Court: United States Bankruptcy Court
Eastern District of Pennsylvania
Case No.: 24-13967
Judge: Hon. Ashely M Chan
Debtor's Counsel: Steven C. Feinstein, Esq.
FEINSTEIN & FIORAVANTI
2633 E. Allegheny Ave
Philadelphia PA 19134
Tel: (215) 598-2130
Email: sfeinstein@portrichmondlawcenter.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Wes Zajac as principal of LLC.
The Debtor failed to include in the petition a list of its 20
largest unsecured creditors.
A full-text copy of the petition is available for free at
PacerMonitor.com at:
https://www.pacermonitor.com/view/2ET3KJQ/WZ_Remodeling_LLC__paebke-24-13967__0001.0.pdf?mcid=tGE4TAMA
XINYUAN REAL: Posts US$47.9 Million Net Loss in H1 2024
-------------------------------------------------------
Xinyuan Real Estate Co., Ltd. announced its unaudited financial
results for the six months ended June 30, 2024.
Financial Results
for the First Half of 2024
* Revenue:
For the first half of 2024, the Company's total revenue decreased
by 59.9% to US$155.6 million, compared to US$388.2 million for the
first half of 2023, and the Company's average selling price per
square meter for real estate properties sold in China decreased by
41.1% to RMB8,951 (US$1,260), compared to RMB15,413 (US$2,226) for
the first half of 2023. The decrease in revenue was mainly due to a
significant decline in signings, which were affected by the overall
downturn in the real estate industry. The decrease in average
selling price is primarily attributable to the change in the
proportion of real estate sales in different types of real estate
property products.
* Gross Profit
Gross profit decreased by US$36.8 million to US$39.8 million, or
25.6% of total revenue for the first half of 2024 from US$76.6
million, or 19.7% of total revenue for the first half of 2023. The
increase of gross profit rate was mainly due to optimization of
project costs.
* SG&A Expenses
SG&A expenses increased by 4.3% to US$22.9 million for the first
half of 2024 from US$21.9 million for the first half of 2023. As a
percentage of total revenue, SG&A expenses were 14.7% and 5.6% for
the first half of 2024 and 2023, respectively. The main reason for
the significant increase in the percentage of SG&A is the
substantial decline in total revenue.
* Net Loss
Net loss increased by US$1.2 million to US$47.9 million for the
first half of 2024 from US$46.7 million for the first half of
2023.
* Balance Sheets
As of June 30, 2024, the Company's cash and restricted cash
decreased to US$169.3 million from US$230.8 million as of December
31, 2023.
Total debt outstanding was US$1,960.4 million as of June 30, 2024,
an increase of 0.2% from US$1,957.2 million as of December 31,
2023.
The balance of the Company's real estate properties completed and
under development at the end of the second quarter of 2024 was
US$3,309.6 million compared to US$3,308.0 million as of December
31, 2023.
A full-text copy of the Company's report filed on Form 8-K with the
Securities and Exchange Commission is available at:
https://tinyurl.com/3bdunz2x
About Xinyuan Real Estate
Xinyuan Real Estate Co., Ltd. is a Chinese real estate company.
Xinyuan has traditionally engaged principally in residential real
estate development and the provision of property management
services, focusing on Tier II cities in China.
Singapore-based Assentsure PAC, the Company's auditor since 2022,
issued a "going concern" qualification in its report dated May 15,
2024, citing that the Company's ability to generate funds to meet
short term operating cash requirements and loan repayments is
reliant on the Company's ability to sell the real estate properties
it holds, or to obtain alternative financing. The timing of these
sales is uncertain and as a result the Company is currently reliant
on long term investor loans being renewed when they come up for
repayment. These conditions raise substantial doubt about its
ability to continue as a going concern.
As of December 31, 2023, the Company had $5,333,393,231 in total
assets, $5,225,980,849 in total liabilities, and $107,412,382 in
total equity.
XTI AEROSPACE: Agrees to Issue 3.7M Shares to Preferred Stockholder
-------------------------------------------------------------------
XTI Aerospace, Inc. disclosed in a Form 8-K filed with the
Securities and Exchange Commission that it agreed to issue
3,662,790 shares of common stock to a holder of shares of the
Company's Series 9 Preferred Stock, at an effective price per share
of $0.086, in exchange for the return and cancellation of 300
shares of Series 9 Preferred Stock with an aggregate stated value
of $315,000, pursuant to the terms and conditions of an exchange
agreement dated Oct. 29, 2024. The Preferred Exchange Shares will
be issued in reliance on the exemption from registration provided
by Section 3(a)(9) of the Securities Act of 1933, as amended, on
the basis that (a) the Preferred Exchange Shares will be issued in
exchange for other outstanding securities of the Company; (b) there
was no additional consideration delivered by the holder in
connection with the exchange; and (c) there were no commissions or
other remuneration paid by the Company in connection with the
exchange.
As of Oct. 29, 2024, after taking into account the issuance of the
Preferred Exchange Shares, the Company has 68,380,698 shares of
common stock outstanding.
About XTI Aerospace
XTI Aerospace (XTIAerospace.com) is the parent company of XTI
Aircraft Company (XTIAircraft.com), headquartered near Denver,
Colorado. XTI Aerospace is developing the TriFan 600, a vertical
lift crossover airplane (VLCA) that combines the vertical takeoff
and landing (VTOL) capabilities of a helicopter with the speed and
range of a fixed-wing business aircraft. The TriFan 600 is
designed to reach speeds of 345 mph and a range of 700 miles.
New York-based Marcum LLP, the Company's auditor since 2012, issued
a "going concern" qualification in its report dated April 16, 2024,
citing that the Company has a significant working capital
deficiency, has incurred significant losses and needs to raise
additional funds to meet its obligations and sustain its
operations. These conditions raise substantial doubt about the
Company's ability to continue as a going concern.
XTI AEROSPACE: Appoints Jennifer Gaines as Chief Legal Officer
--------------------------------------------------------------
XTI Aerospace, Inc. announced Oct. 30 that Jennifer Gaines has
joined the Company as its chief legal officer, effective Oct. 28,
2024. Ms. Gaines will report directly to the Company's Chairman
and CEO, Scott Pomeroy, and will be responsible for overseeing all
XTI Aerospace's legal and compliance functions.
Ms. Gaines brings a wealth of in-house counsel experience spanning
diverse industries including technology, telecommunications,
aerospace, and private equity. Prior joining XTI Aerospace, Ms.
Gaines held senior legal leadership positions at Nemetschek Group,
SoftwareOne, Shift Technologies, OneSource Virtual, Weblink
Wireless, and Patriarch Partners. Her extensive experience is
complemented by a strong commitment to mentoring and leadership
within the legal community, highlighted by her membership in
various professional organizations. She earned her J.D. from the
University of Tulsa and a B.A. from Baylor University.
Scott Pomeroy, CEO of XTI Aerospace, commented, "We are thrilled to
welcome Jennifer to XTI Aerospace. With nearly three decades of
leadership and legal experience across multiple sectors of the
technology industry, she brings a wealth of knowledge to XTI
Aerospace. Her extensive experience and strategic mindset will be
invaluable as we execute on our regulatory and commercialization
strategy to bring the TriFan 600 to market as rapidly and
efficiently as possible."
"I am excited to join the XTI Aerospace team as their Chief Legal
Officer," said Ms. Gaines. "I believe XTI Aerospace has the
potential to transform its segment of the aviation industry, and I
look forward to being a part of this groundbreaking journey. I am
eager to leverage my experience to support our innovative
initiatives and to ensure we navigate the complexities of the legal
landscape with integrity and excellence."
Pursuant to the terms of the Employment Agreement, Ms. Gaines is
entitled to receive an annual base salary of $300,000, which may be
increased by the Board from time to time in its sole discretion.
Ms. Gaines is also entitled to receive an annual cash bonus of up
to 60% of her base salary, subject to the achievement of
performance criteria to be subsequently agreed between Ms. Gaines
and the Company. The Board will determine and award the annual
cash bonus within 30 days after the end of each calendar year
during Ms. Gaines's employment period.
About XTI Aerospace
XTI Aerospace (XTIAerospace.com) is the parent company of XTI
Aircraft Company (XTIAircraft.com), headquartered near Denver,
Colorado. XTI Aerospace is developing the TriFan 600, a vertical
lift crossover airplane (VLCA) that combines the vertical takeoff
and landing (VTOL) capabilities of a helicopter with the speed and
range of a fixed-wing business aircraft. The TriFan 600 is
designed to reach speeds of 345 mph and a range of 700 miles.
New York-based Marcum LLP, the Company's auditor since 2012, issued
a "going concern" qualification in its report dated April 16, 2024,
citing that the Company has a significant working capital
deficiency, has incurred significant losses and needs to raise
additional funds to meet its obligations and sustain its
operations. These conditions raise substantial doubt about the
Company's ability to continue as a going concern.
YOUNG MEN’S CHRISTIAN: Court OKs Sale of Guntersville Property
----------------------------------------------------------------
The Young Men's Christian Association of Metropolitan Huntsville,
Alabama, received the green light from the U.S. Bankruptcy Court
for the Northern District of Alabama, Northern Division, to sell
its property and improvements located at 4380 Cha La Kee Road,
Guntersville, Alabama, in an Auction.
The Court has approved for the Debtor to conduct a bidding
procedure and auction of ther property and authorized the Debtor to
list the property for sale with SVN AVAT Realy LLC and Andrew Agee
for a period of 45 days from the date of the order.
Any interested party may request additional information regarding
the Property through the Debtor's counsel.
The Court also approved the following terms of the proposed sale:
a. The purchase offer of $1,750,000 from Shannon Provence remains
pending subject to the terms of the Motion and the Order. Shannon
Provence shall have the last right of refusal to bid on the
Property meaning he shall have the right to submit a final bid to
purchase the Property prior to the close of the bidding process and
the acceptance of the highest bid for the Property.
b. Any other interested bidder must submit its bid to Kevin D.
Heard as counsel, Esq. -- kheard@heardlaw.com -- via email or file
same with the Court and send a copy to Debtor's counsel by 5:00
p.m. Central Time on January 2, 2025, in order to be a Qualified
Bidder.
c. The Auction will be conducted at the law offices of Heard, Ary &
Dauro, LLC, at 303 Williams Avenue, Suite 921, Huntsville, Alabama,
on January 3, 2025 at 2:00 p.m. prevailing Central Time or such
later time as announced at the Auction.
d. Any person seeking to participate as a bidder at the Auction
must comply with the Bidding Procedures as defined in the Motion.
Any potential Bidder who complies with these Bidding Procedures may
attend the Auction either in person, by telephone or by Zoom.
The final hearing for the approval of the sale will be held on
January 6, 2025, at 10:00 a.m. or such other date as the Court may
Order.
About The Young Men's Christian Association of Metropolitan
Huntsville, Alabama
Young Men's Christian Association of Metropolitan Huntsville,
Alabama is a non-profit organization that offers programs to
support the needs of a growing and diverse communities including
child care, health & fitness, teen programs and community
programs.
Young Men's Christian Association of Metropolitan Huntsville,
Alabama filed its voluntary petition for relief under Chapter 11 of
the Bankruptcy Code (Bankr. N.D. Ala. Case No, 24-81638) on August
23, 2024, listing $10 million to $50 million in both assets and
liabilities. The petition was signed by Jeff Collen as interim
chief executive officer.
Judge Clifton R Jessup Jr. presides over the case.
Kevin D. Heard, Esq. at HEARD, ARY & DAURO, LLC represents the
Debtor as counsel.
ZIGI USA: Plan Exclusivity Period Extended to December 2
--------------------------------------------------------
Judge David S. Jones of the U.S. Bankruptcy Court for the Southern
District of New York extended Zigi USA LLC's exclusive periods to
file its chapter 11 plan of reorganization or liquidation and
obtain acceptance thereof to December 2, 2024 and February 3, 2025,
respectively.
As shared by Troubled Company Reporter, the Debtor claims that it
needs an extension of the Exclusivity Periods to accomplish its
ultimate goal, which is achieving as much consensus as possible on
a plan of reorganization that maximizes value and allows the Debtor
to expeditiously exit chapter 11. There is no doubt that
maintaining the Exclusivity Periods is critical to the Debtor's
ability to advance plan discussions beyond the early stages,
especially given that the Debtor's mediation with the Committee
established the parameters of a plan.
If granted an extension of the Exclusivity Periods, the Debtor's
priority will be to facilitate a continued dialogue with their
various stakeholders relating to the issues in the case, including,
most importantly, the plan of reorganization. The Debtor believes
such a discussion will be more difficult in an environment where
multiple plans can be proposed and parties become less willing to
engage in a global restructuring discussion.
The Debtor explains that it is making every effort to work with its
creditors towards a successful and consensual restructuring but
that process is ongoing with the Debtor having recently stabilized
its business. Granting an extension of the Exclusive Periods will
not give the Debtor unfair leverage over any creditor. On the
contrary, such an extension will, in fact, afford the Debtor an
opportunity to consider all relevant information and make informed
decisions to maximize the recovery to all creditors during this
important post-mediation time while settlement offers are being
considered.
Zigi USA, LLC is represented by:
Leo Jacobs, Esq.
Jacobs P.C.
595 Madison Avenue, Floor 39
New York, NY 10022
Tel: (718) 772-8704/(212) 229-0476
Email: leo@jacobspc.com
About Zigi USA
Zigi USA, LLC, a company that specializes in women's footwear
wholesale in New York, N.Y., filed Chapter 11 petition (Bankr.
S.D.N.Y. Case No. 23-12102) on Dec. 31, 2023, with $10 million to
$50 million in both assets and liabilities.
Judge David S. Jones oversees the case.
The Debtor tapped Jacobs PC as bankruptcy counsel; Jeffer Mangels
Butler & Mitchell, LLP as special counsel; and FIA Capital
Partners, LLC as restructuring advisor. David Goldwasser of FIA
serves as the Debtor's chief restructuring officer.
[*] Bissinger Oshman Again Named to List of Best Law Firms
----------------------------------------------------------
Trial firm Bissinger, Oshman, Williams & Strasburger LLP has again
earned a Tier 1 Houston metropolitan ranking for its commercial
litigation practice from Best Law Firms. The firm earned additional
recognition for its bankruptcy litigation and mass tort/class
action defense work.
"We're honored to be recognized as one of Houston's top law firms,"
said firm name partner David Bissinger. "Houston has an incredibly
talented bench of lawyers, particularly in commercial disputes, and
we are delighted to earn this recognition among so many worthy
peers. We are blessed to have such a wonderful practice and we
remain committed to providing our clients with exceptional legal
solutions."
Widely recognized among the top commercial litigation boutiques in
the country, BOWS has an enviable track record of success in both
jury and bench trials across state and federal courts in a wide
variety of complex, high-stakes commercial litigation matters.
Best Law Firms rankings are determined through a meticulous process
that includes client and attorney feedback, practice-specific peer
review, professional references and extensive Best Lawyers
editorial evaluation.
Best Law Firms recognition is based on client and attorney
feedback, practice-specific peer review and extensive editorial
evaluation. Eligibility is reserved for firms with at least one
attorney named to the annual list of The Best Lawyers in America,
which recognizes the top 5% of private practice lawyers
nationwide.
Earlier this year, name partners David Bissinger, Jason Williams
and John Strasburger were honored among the nation's leading
commercial litigators, with Mr. Strasburger also recognized for his
bankruptcy and mass tort defense litigation work. Associate Ross
Smith was named to the companion Best Lawyers: Ones to Watch guide
for his corporate law practice.
The firm and its attorneys consistently receive accolades from
other respected legal guides, including Benchmark Litigation, Texas
Super Lawyers and Lawdragon.
About Bissinger, Oshman, Williams & Strasburger LLP
Bissinger, Oshman, Williams & Strasburger LLP is a Houston-based
business trial and transaction firm focused on providing impactful,
cost-effective solutions to complex disputes and transactions
requiring careful attention, extensive experience and a high level
of sophistication.
[*] Total U.S. Bankruptcy Filings in October Up 16% from 2023
-------------------------------------------------------------
Total bankruptcy filings were 47,104 in October 2024, a 16 percent
increase from the October 2023 total of 40,674, according to data
provided by Epiq AACER, the leading provider of U.S. bankruptcy
filing data.
Individual bankruptcy filings totaled 44,522 in October 2024, also
registering a 16 percent increase from the October 2023 38,278
filing total. There were 27,358 individual chapter 7 filings in
October 2024, a 22 percent increase over the 22,351 filings
recorded in October 2023, and there were 17,091 individual chapter
13 filings in October 2024, an 8 percent increase over the 15,874
filings in October the previous year.
"We continue to observe a rise in overall filings, with notable
increases in individual filings, reflecting the financial pressures
faced by households," said Michael Hunter, vice president of Epiq
AACER. "Factors such as higher consumer loan delinquency rates,
increased interest rates, record-high national average mortgage
payments, sharp increases in insurance premiums, and overall
increased expenses are significantly impacting household budgets,
driving the upward trend in bankruptcy filings."
Overall commercial filings increased 8 percent to 2,582 in October
2024, up from the 2,396 commercial filings registered in October
2023. There were 563 commercial chapter 11 filings registered in
October 2024, down 13 percent from the 647 filings registered in
October 2023. Small business filings, captured as subchapter V
elections within chapter 11, were 202 in October 2024, representing
an increase of 18 percent from 171 in October 2023.
"Elevated prices for goods and services, along with higher
borrowing costs, compound the economic challenges faced by
struggling families and businesses," said ABI Executive Director
Amy Quackenboss. "Access to bankruptcy is key to consumers and
companies looking to alleviate their intensifying debt loads and
have a chance for a financial fresh start."
October's total bankruptcy filings represented an 11 percent
increase when compared to the 42,547 total filings recorded in
September. Total individual filings for October also represented an
11 percent increase from the September 2024 filing total of 40,098.
Individual chapter 7s increased 14 percent and chapter 13s
increased 7 percent over September's filings. Commercial filings
increased 5 percent from September's commercial filing total of
2,449. Subchapter V elections within chapter 11 increased 22
percent from the 165 filed in September 2024. Conversely, the
commercial chapter 11 filing total decreased 24 percent from the
September 2024 commercial chapter 11 filing total of 739.
Epiq AACER is a division of Epiq and is the leading provider of
data, technology, and services for companies operating in the
business of bankruptcy. Its Bankruptcy Analytics subscription
service provides on-demand access to the industry's most dynamic
bankruptcy data, updated daily. Learn more at
https://bankruptcy.epiqglobal.com.
About Epiq
Epiq, a global technology-enabled services leader to the legal
industry and corporations, takes on large-scale, increasingly
complex tasks for corporate counsel, law firms, and business
professionals with efficiency, clarity, and confidence. Clients
rely on Epiq to streamline the administration of business
operations, class action and mass tort, court reporting,
eDiscovery, regulatory, compliance, restructuring, and bankruptcy
matters. Epiq subject-matter experts and technologies create
efficiency through expertise and deliver confidence to
high-performing clients around the world. Learn more at
https://www.epiqglobal.com.
About ABI
ABI is the largest multi-disciplinary, nonpartisan organization
dedicated to research and education on matters related to
insolvency. ABI was founded in 1982 to provide Congress and the
public with unbiased analysis of bankruptcy issues. The ABI
membership includes nearly 10,000 attorneys, accountants, bankers,
judges, professors, lenders, turnaround specialists and other
bankruptcy professionals, providing a forum for the exchange of
ideas and information. For additional information on ABI, visit
www.abi.org. For additional conference information, visit
http://www.abi.org/calendar-of-events.
[^] BOND PRICING: For the Week from November 4 to 8, 2024
---------------------------------------------------------
Company Ticker Coupon Bid Price Maturity
------- ------ ------ --------- --------
2U Inc TWOU 2.250 40.450 5/1/2025
99 Cents Only Stores LLC NDN 7.500 6.280 1/15/2026
99 Cents Only Stores LLC NDN 7.500 7.530 1/15/2026
99 Cents Only Stores LLC NDN 7.500 7.530 1/15/2026
APX Group Inc VVNT 5.750 102.867 7/15/2029
APX Group Inc VVNT 5.750 99.000 7/15/2029
Allen Media LLC / Allen
Media Co-Issuer Inc ALNMED 10.500 44.748 2/15/2028
Allen Media LLC / Allen
Media Co-Issuer Inc ALNMED 10.500 44.410 2/15/2028
Allen Media LLC / Allen
Media Co-Issuer Inc ALNMED 10.500 44.375 2/15/2028
Amyris Inc AMRS 1.500 0.953 11/15/2026
Anagram Holdings
LLC/Anagram
International Inc AIIAHL 10.000 0.750 8/15/2026
Anagram Holdings
LLC/Anagram
International Inc AIIAHL 10.000 0.750 8/15/2026
Anagram Holdings
LLC/Anagram
International Inc AIIAHL 10.000 0.750 8/15/2026
At Home Group Inc HOME 7.125 32.023 7/15/2029
At Home Group Inc HOME 7.125 32.023 7/15/2029
Audacy Capital LLC CBSR 6.750 2.715 3/31/2029
Audacy Capital LLC CBSR 6.500 3.412 5/1/2027
Audacy Capital LLC CBSR 6.750 2.715 3/31/2029
Azul Investments LLP AZUBBZ 7.250 66.750 6/15/2026
Azul Investments LLP AZUBBZ 7.250 65.987 6/15/2026
BPZ Resources Inc BPZR 6.500 3.017 3/1/2049
Beasley Mezzanine Holdings BBGI 8.625 59.000 2/1/2026
Beasley Mezzanine Holdings BBGI 8.625 58.541 2/1/2026
Biora Therapeutics Inc BIOR 7.250 62.784 12/1/2025
BuzzFeed Inc BZFD 8.500 93.500 12/3/2026
Castle US Holding Corp CISN 9.500 45.726 2/15/2028
Castle US Holding Corp CISN 9.500 46.241 2/15/2028
Citigroup Global
Markets Holdings
Inc/United States C 5.000 99.240 2/14/2025
CorEnergy Infrastructure
Trust Inc CORR 5.875 70.250 8/15/2025
Cornerstone Chemical Co LLC CRNRCH 10.250 50.750 9/1/2027
Curo Oldco LLC CURO 7.500 2.980 8/1/2028
Curo Oldco LLC CURO 7.500 16.056 8/1/2028
Curo Oldco LLC CURO 7.500 2.980 8/1/2028
Cutera Inc CUTR 2.250 15.677 6/1/2028
Cutera Inc CUTR 2.250 29.824 3/15/2026
Cutera Inc CUTR 4.000 16.937 6/1/2029
Danimer Scientific Inc DNMR 3.250 9.274 12/15/2026
Diamond Sports Group
LLC / Diamond
Sports Finance Co DSPORT 5.375 0.800 8/15/2026
Diamond Sports Group
LLC / Diamond
Sports Finance Co DSPORT 6.625 0.650 8/15/2027
Diamond Sports Group
LLC / Diamond
Sports Finance Co DSPORT 5.375 0.693 8/15/2026
Diamond Sports Group
LLC / Diamond
Sports Finance Co DSPORT 5.375 0.693 8/15/2026
Diamond Sports Group
LLC / Diamond
Sports Finance Co DSPORT 5.375 0.750 8/15/2026
Diamond Sports Group
LLC / Diamond
Sports Finance Co DSPORT 6.625 0.672 8/15/2027
Diamond Sports Group
LLC / Diamond
Sports Finance Co DSPORT 5.375 0.750 8/15/2026
Energy Conversion Devices ENER 3.000 0.762 6/15/2013
Enterprise TE Partners LP EPD 8.055 73.847 6/1/2067
Enviva Partners LP /
Enviva Partners
Finance Corp EVA 6.500 25.000 1/15/2026
Enviva Partners LP /
Enviva Partners
Finance Corp EVA 6.500 20.750 1/15/2026
Exela Intermediate LLC /
Exela Finance Inc EXLINT 11.500 34.000 7/15/2026
Exela Intermediate LLC /
Exela Finance Inc EXLINT 11.500 33.500 7/15/2026
Federal Home Loan Banks FHLB 1.150 97.927 12/6/2024
Federal Home Loan Banks FHLB 0.620 97.022 12/9/2024
Federal Home Loan Banks FHLB 1.170 97.407 12/10/2024
Federal Home Loan
Mortgage Corp FHLMC 3.000 99.361 11/13/2024
First Republic Bank/CA FRCB 4.625 1.000 2/13/2047
First Republic Bank/CA FRCB 4.375 3.000 8/1/2046
First-Citizens Bank & Trust FCNCA 4.125 99.688 11/13/2029
GoTo Group Inc LOGM 5.500 34.045 5/1/2028
GoTo Group Inc LOGM 5.500 33.221 5/1/2028
Goodman Networks Inc GOODNT 8.000 5.000 5/11/2022
Goodman Networks Inc GOODNT 8.000 1.000 5/31/2022
H-Food Holdings
LLC / Hearthside
Finance Co Inc HEFOSO 8.500 6.712 6/1/2026
H-Food Holdings
LLC / Hearthside
Finance Co Inc HEFOSO 8.500 6.712 6/1/2026
Hallmark Financial
Services Inc HALL 6.250 19.894 8/15/2029
Homer City Generation LP HOMCTY 8.734 38.750 10/1/2026
Inotiv Inc NOTV 3.250 31.000 10/15/2027
Inseego Corp INSG 3.250 81.566 5/1/2025
Invacare Corp IVC 4.250 1.002 3/15/2026
JPMorgan Chase Bank NA JPM 2.000 90.133 9/10/2031
JPMorgan Chase
Financial Co LLC JPM 5.000 100.000 2/14/2025
JPMorgan Chase
Financial Co LLC JPM 5.700 100.000 8/13/2027
JPMorgan Chase
Financial Co LLC JPM 5.650 100.000 8/14/2026
JPMorgan Chase
Financial Co LLC JPM 6.000 100.000 11/13/2026
Ligado Networks LLC NEWLSQ 15.500 19.500 11/1/2023
Ligado Networks LLC NEWLSQ 15.500 18.500 11/1/2023
Ligado Networks LLC NEWLSQ 17.500 3.500 5/1/2024
Lightning eMotors Inc ZEVY 7.500 1.000 5/15/2024
Luminar Technologies Inc LAZR 1.250 48.050 12/15/2026
MBIA Insurance Corp MBI 16.178 4.496 1/15/2033
MBIA Insurance Corp MBI 16.178 4.496 1/15/2033
Macy's Retail Holdings LLC M 6.700 85.869 7/15/2034
Macy's Retail Holdings LLC M 6.900 85.053 1/15/2032
Mashantucket Western
Pequot Tribe MASHTU 7.350 50.541 7/1/2026
Morgan Stanley MS 1.800 79.209 8/27/2036
Office Properties
Income Trust OPI 4.500 89.027 2/1/2025
Polar US Borrower
LLC / Schenectady
International Group Inc SIGRP 6.750 47.000 5/15/2026
Polar US Borrower
LLC / Schenectady
International Group Inc SIGRP 6.750 32.500 5/15/2026
Porch Group Inc PRCH 0.750 59.500 9/15/2026
Rackspace Technology
Global Inc RAX 5.375 30.410 12/1/2028
Rackspace Technology
Global Inc RAX 3.500 27.500 2/15/2028
Rackspace Technology
Global Inc RAX 5.375 31.559 12/1/2028
Rackspace Technology
Global Inc RAX 3.500 29.211 2/15/2028
Renco Metals Inc RENCO 11.500 24.875 7/1/2003
Rite Aid Corp RAD 7.700 5.000 2/15/2027
Rite Aid Corp RAD 6.875 3.500 12/15/2028
Rite Aid Corp RAD 6.875 3.500 12/15/2028
RumbleON Inc RMBL 6.750 87.963 1/1/2025
SVB Financial Group SIVB 3.500 34.000 1/29/2025
Sandy Spring Bancorp Inc SASR 4.250 94.875 11/15/2029
Shutterfly LLC SFLY 8.500 47.500 10/1/2026
Shutterfly LLC SFLY 8.500 88.500 10/1/2026
Spanish Broadcasting
System Inc SBSAA 9.750 66.250 3/1/2026
Spanish Broadcasting
System Inc SBSAA 9.750 66.176 3/1/2026
Spirit Airlines Inc SAVE 1.000 39.000 5/15/2026
Spirit Airlines Inc SAVE 4.750 65.750 5/15/2025
TerraVia Holdings Inc TVIA 5.000 4.644 10/1/2019
Tricida Inc TCDA 3.500 9.000 5/15/2027
Veritone Inc VERI 1.750 47.000 11/15/2026
Virgin Galactic Holdings SPCE 2.500 36.750 2/1/2027
Vitamin Oldco Holdings Inc GNC 1.500 0.422 8/15/2020
Voyager Aviation
Holdings LLC VAHLLC 8.500 14.528 5/9/2026
Voyager Aviation
Holdings LLC VAHLLC 8.500 14.528 5/9/2026
Voyager Aviation
Holdings LLC VAHLLC 8.500 14.528 5/9/2026
Vroom Inc VRM 0.750 52.965 7/1/2026
WW International Inc WW 4.500 23.411 4/15/2029
WW International Inc WW 4.500 22.733 4/15/2029
Wesco Aircraft Holdings Inc WAIR 9.000 41.768 11/15/2026
Wesco Aircraft Holdings Inc WAIR 13.125 1.891 11/15/2027
Wesco Aircraft Holdings Inc WAIR 9.000 41.768 11/15/2026
Wesco Aircraft Holdings Inc WAIR 13.125 1.891 11/15/2027
iHeartCommunications Inc IHRT 8.375 58.252 5/1/2027
*********
Monday's edition of the TCR delivers a list of indicative prices
for bond issues that reportedly trade well below par. Prices are
obtained by TCR editors from a variety of outside sources during
the prior week we think are reliable. Those sources may not,
however, be complete or accurate. The Monday Bond Pricing table
is compiled on the Friday prior to publication. Prices reported
are not intended to reflect actual trades. Prices for actual
trades are probably different. Our objective is to share
information, not make markets in publicly traded securities.
Nothing in the TCR constitutes an offer or solicitation to buy or
sell any security of any kind. It is likely that some entity
affiliated with a TCR editor holds some position in the issuers
public debt and equity securities about which we report.
Each Tuesday edition of the TCR contains a list of companies with
insolvent balance sheets whose shares trade higher than $3 per
share in public markets. At first glance, this list may look like
the definitive compilation of stocks that are ideal to sell short.
Don't be fooled. Assets, for example, reported at historical cost
net of depreciation may understate the true value of a firm's
assets. A company may establish reserves on its balance sheet for
liabilities that may never materialize. The prices at which
equity securities trade in public market are determined by more
than a balance sheet solvency test.
On Thursdays, the TCR delivers a list of recently filed
Chapter 11 cases involving less than $1,000,000 in assets and
liabilities delivered to nation's bankruptcy courts. The list
includes links to freely downloadable images of these small-dollar
petitions in Acrobat PDF format.
Each Friday's edition of the TCR includes a review about a book of
interest to troubled company professionals. All titles are
available at your local bookstore or through Amazon.com. Go to
http://www.bankrupt.com/books/to order any title today.
Monthly Operating Reports are summarized in every Saturday edition
of the TCR.
The Sunday TCR delivers securitization rating news from the week
then-ending.
TCR subscribers have free access to our on-line news archive.
Point your Web browser to http://TCRresources.bankrupt.com/and use
the e-mail address to which your TCR is delivered to login.
*********
S U B S C R I P T I O N I N F O R M A T I O N
Troubled Company Reporter is a daily newsletter co-published
by Bankruptcy Creditors Service, Inc., Fairless Hills,
Pennsylvania, USA, and Beard Group, Inc., Philadelphia, Pa., USA.
Randy Antoni, Jhonas Dampog, Marites Claro, Joy Agravante,
Rousel Elaine Tumanda, Joel Anthony G. Lopez, Psyche A. Castillon,
Ivy B. Magdadaro, Carlo Fernandez, Christopher G. Patalinghug, and
Peter A. Chapman, Editors.
Copyright 2024. All rights reserved. ISSN: 1520-9474.
This material is copyrighted and any commercial use, resale or
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e-mail. Additional e-mail subscriptions for members of the same
firm for the term of the initial subscription or balance thereof
are $25 each. For subscription information, contact Peter A.
Chapman at 215-945-7000.
*** End of Transmission ***