/raid1/www/Hosts/bankrupt/TCR_Public/241122.mbx
T R O U B L E D C O M P A N Y R E P O R T E R
Friday, November 22, 2024, Vol. 28, No. 326
Headlines
1442 LEXINGTON: Foreclosure Auction Set for Dec. 2
1817 PACES: Secured Party Sets Dec. 5, 2024 Public Auction
2127 FLATBUSH: Case Summary & Seven Unsecured Creditors
301 W NORTH: Court OKs Use of Cash Collateral Until Dec. 4
445 HIGH HOLYOKE: Voluntary Chapter 11 Case Summary
AEGIS TOXICOLOGY: S&P Downgrades ICR to 'CCC-', Outlook Negative
ALGORHYTHM HOLDINGS: Repurchases 1.1M Shares From Regalia Ventures
AMERICAN TIRE: Lender Dispute Puts Bankruptcy Exit Efforts at Risk
APPLIED DNA: Leviticus Ceases Ownership of Over 5% of Shares
APPLIED DNA: Lowers Quorum, Grants CEO Adjournment Authority
ARCH THERAPEUTICS: Closes Ninth $120K Convertible Notes Offering
ASHFORD HOSPITALITY: Refinances Marriott Crystal Loan, Raises $31MM
ASPEN ELECTRONICS: Mark Dennis Named Subchapter V Trustee
BAC HAULING: Donald Mallory Named Subchapter V Trustee
BACKYARD ENVIRONMENTS: Court Approves Use of Cash Collateral
BH DOWNTOWN: Secured Party Sets Dec. 17 Auction for Miami Property
BLUM HOLDINGS: Sells Blum Oakland, Blum San Leandro for $3.18MM
CARE PAVILION: Case Summary & 30 Top Unsecured Creditors
CARVANA CO: Morgan Stanley Holds 3.8% Equity Stake
CG HILLSBORO: Secured Party Sets Nov. 26 Auction
COOKQUEEN LLC: Arturo Cisneros Named Subchapter V Trustee
DE HOOP CORP: Case Summary & 10 Unsecured Creditors
DEL FUEGO: Seeks Nov. 26 Hearing of Restaurant Sale
DISH NETWORK: S&P Upgrades ICR to 'CCC+' After Distressed Exchange
DORMIFY INC: Seeks Chapter 11 Bankruptcy w/ $10MM to $50MM Debt
EMMAUS LIFE: Director Seah Lim Steps Down From Board
ENGINEERING RECRUITING: J. McConnell Named Subchapter V Trustee
ENJOY SA: Creditors Agree to Delay Repayment Deadline to Nov. 29
EP PROPERTY CLEARLAKE: Voluntary Chapter 11 Case Summary
EP PROPERTY FORTUNA: Voluntary Chapter 11 Case Summary
EP PROPERTY YREKA: Voluntary Chapter 11 Case Summary
EVOFEM BIOSCIENCES: Secures Voting Agreements for Aditxt Merger
EXPRESS INC: Dec. 17 Chapter 11 Plan Confirmation Hearing Set
FIG & FENNEL: Gets Interim OK to Use Cash Collateral Until Dec. 6
FLUID MARKET: Has Court Okay to Tap Chapter 11 Financing
FOSSIL CREEK: Chapter 15 Case Summary
FOUNDATION ACADEMY: S&P Lowers 2018 Bond Rating to 'BB+'
FTX TRADING: Tech Expert Zixiao Wang Avoids Prison
GLOBALSTAR INC: Satisfies Services Agreements, Pays Off 2023 Notes
GRADE A HOME: Files Chapter 11 Bankruptcy in Texas
HAIRLAND CORP: To Sell Business Assets to Owner's Brother
HARBOR DRIVE: Gerard Luckman Named Subchapter V Trustee
HARDINGE INC: Unsecureds Will Get 0% to 10% in Liquidating Plan
HEARTHSIDE FOOD: Prepares Chapter 11 Bankruptcy Filing
HIRSCH GLASS: Brian Hofmeister Named Subchapter V Trustee
HYPERION EDUCATION: Aleida Molina Named Subchapter V Trustee
IDEAL PROPERTY: Court OKs Use of Cash Collateral Thru Dec. 12
IMERYS TALC: Plan Confirmation Hearing Set in April 2025
INFINERA CORP: UBS Group AG Holds 6.14% Equity Stake
INNOVATE CORP: Reports $16.2 Million Net Loss in Fiscal Q3
INTRUM AB: Defends Prepacked Chapter 11 Plan in Texas
ISLANDS INTERNATIONAL: Aaron Cohen Named Subchapter V Trustee
IVF ORLANDO: Gets Interim OK to Use Cash Collateral Thru Dec. 11
JANE STREET: S&P Alters Outlook to Positive, Affirms 'BB' ICR
JML ENGINEERING: Mark Sharf Named Subchapter V Trustee
JORDAN HEALTH: Court Approves Nov. 19 Auction for All Assets
JUBILEE ACADEMIC: S&P Rates 2024 Charter School Rev. Bonds 'BB+'
KANSAI INC: Matthew Schaeffer Named Subchapter V Trustee
KBS REAL ESTATE: Maturity of Accenture Tower Loan Moved to Dec. 10
LAW OFFICE OF JESSICA PIEDRA: Case Summary & Top Unsec. Creditors
LUDLOW HOSPITALITY: Files Chapter 11 in Tennessee
MISTY MOON: James LaMontagne Named Subchapter V Trustee
NEPHILIM IMOBILIARE: Yann Geron Named Subchapter V Trustee
NO2SAC TRANSPORTATION: Greta Brouphy Named Subchapter V Trustee
OSTEEN'S LOAD: Seeks Chapter 11 Bankruptcy Protection in Florida
OSTERIA DEL TEATRO: Gets OK to Use Cash Collateral Until Dec. 7
OVAINNOVATIONS: SSG Served as Investment Banker in Veos Sale
PEACHY ATHLETIC: Kathleen DiSanto Named Subchapter V Trustee
POLAR POWER: Bard Associates Holds 17.1% Equity Stake
PREFERRED EMERGENCY: Case Summary & 17 Unsecured Creditors
QURATE RETAIL: Reports $15 Million Net Loss in Fiscal Q3
R.R. DONNELLEY: S&P Rates New $300MM Senior PIK Toggle Notes 'CCC+'
RAPID7 INC: Reports $16.5 Million Net Income in Fiscal Q3
RAYONIER ADVANCED: 30% of 2026 Notes Redeemed in Tender Offer
RAYONIER ADVANCED: Reports $32.6 Million Net Loss in Fiscal Q3
RED RIVER: J&J Wants Beasley Allen Atty Sanctioned for No Show
REDLINE METALS: Gets Interim OK to Use Cash Collateral Thru Nov. 26
RENALYTIX PLC: Jefferson River Holds 5.9% of Ordinary Shares
RENOVARO INC: William Anderson Wittekind Holds 11.4% Stake
RICEBRAN TECH: Ceases Biz Operations After Asset Sale to Funicular
SC SJ HOLDINGS: Wants to Remain Open in Chapter 11
SEATON INVESTMENTS: Court Extends Use of Cash Collateral to Dec. 10
SENMIAO TECHNOLOGY: Hudson Bay Capital Holds 4.83% Stake
SLEEP COUNTRY: S&P Assigns 'BB-' ICR, Outlook Stable
SLEEPOX LLC: Armistead Long Named Subchapter V Trustee
SOLID BIOSCIENCES: Reports $32.7 Million Net Loss in Fiscal Q3
SQRL SERVICE: Court OKs Bid to Appoint Chapter 11 Trustee
STERETT COMPANIES: Unsecured Will Get 0% to 13% of Claims
TACALA LLC: S&P Affirms 'B-' Issuer Credit Rating, Outlook Stable
TADA VENTURES: Claims to be Paid From Business Income
TOPGOLF CALLAWAY: S&P Downgrades ICR to 'B' on Elevated Leverage
TRUE VALUE: Can Terminate Leases After Chapter 11 Sale, Court Says
UNION SCHOOL: S&P Lowers First-Mortgage Debt Rating to 'BB+'
UNITED DENTAL: Sec. 341 Meeting of Creditors on December 10
UROGEN PHARMA: Morgan Stanley Holds 5.2% Equity Stake
UROGEN PHARMA: Reports $23.7 Million Net Loss in Fiscal Q3
VERRICA PHARMA: CEO Jayson Rieger Holds 551,928 Common Shares
VERTEX ENERGY: Nov. 27, 2024 Claims Filing Deadline Set
VIA ESCUELA: Court Approves Stipulation on Cash Collateral Use
VIEWBIX INC: MMCAP International, MM Asset Hold 8.76% Stake
VIRTUAL MEDICAL: Tamara Miles Ogier Named Subchapter V Trustee
VIVAKOR INC: Secures $3.67M Term Loan From Cedarview Opportunities
VOLITIONRX LTD: Appoints Timothy Still as Board Chair
VPR LLC: Amends Plan to Resolve Ford & Frederick County Claim Issue
WAT TIMBER: Alexandra Garrett Named Subchapter V Trustee
WW INTERNATIONAL: Swings to $46.2 Million Net Loss in Fiscal Q3
WZ REMODELING: Seeks Bankruptcy Protection in Pennsylvania
XRC LLC: Aaron Cohen Named Subchapter V Trustee
ZDK COMPANY: Amy Denton Mayer Named Subchapter V Trustee
[*] Chicago Mixed-Use Commercial Property for Sale on Dec. 4
[*] Schnader Harrison Winding Up Unclaimed Client Files
[] Willkie Farr & Gallagher Elects 19 New Partners
*********
1442 LEXINGTON: Foreclosure Auction Set for Dec. 2
--------------------------------------------------
Pursuant to an order and judgment of foreclosure and sale dated and
entered on Oct. 2, 2024, Ian V. Lagowitz, referee, will sell at
public auction at the front steps of the mortgaged premises located
at 1442 Lexington Avenue, New York, New York 10128, on Dec. 2,
2024, at 10:30 a.m., 1442 Lexington Operating DE LLC's mortgaged
premises commonly known as 1442 Lexington Avenue, New York, New
York 10128, Block 1522, Lot 158, in New York County, New York,
together with all personal property located at the real property on
the date of auction.
The foregoing property will be sold subject to provisions of the
foreclosure judgment under Case No. 21 cv-04424(DLC).
Further information regarding the sale, contact:
Keith M. Brandofino, Esq.
David V. Mignardi, Esq.
Holland & Knight LLP
787 Seventh Avenue, 31st Floor
New York, New York 10019
Tel: (212) 513-3200
Email: keith.brandofino@hklaw.com
david.mignardi@hklaw.com
1817 PACES: Secured Party Sets Dec. 5, 2024 Public Auction
----------------------------------------------------------
Acres Realty Funding Inc. ("secured party") will offer at public
auction on Dec. 5, 2024, at 1:15 p.m. (prevailing Eastern Time) at
the offices of Herrick, Feinstein LLP, 2 Park Avenue, New York, New
York, in connection with Uniform Commercial Code: (i) 100% of the
issued and outstanding limited liability company interests of 1817
Paces River Avenue Holding LLC ("pledgor") in 1817 Paces River
Avenue LLC ("Debtor"), (ii) all other collateral pledged under the
pledge and security agreement dated as of May 6, 2024 between
pledgor and secured party, and (iii) all other tangible and
intangible property in respect of which secured party is granted
any lien, security interest, claim, liability, charge or
encumbrances of any kind of nature under the loan documents, as
defined in that certain mezzanine loan agreement dated May 6, 2024,
between pledgor, and secured party.
The pledgor executed a promissory note in favor of the secured
party pursuant to that certain promissory noted dated May 6, 2024,
for the principal sum of $6 million.
Any individual or entity desiring to bid at the sale must register
with the secured party, 390 RCR Plaza, Uniondale, New York 11556,
Attention: Michael Pierro, mpierro@acresap.com at 212-579-9524, and
must satisfy the requirements for becoming a qualified bidder. Any
individual intending to attend the sale must contact secured
party's counsel: Stephen B. Selbst, sselbst@herrick.com at
212-592-1405, at least 72 hours prior to the sale dated to obtain
access to the offices of the secured party's counsel, Herrick
Feinstein LLP.
Further information, contact the secured party, 390 RXR Plaza,
Uniondale, New York 11556, Attention: Michael Pierro,
mpeirro@acrescap.com at 212-579-9524 or counsel for the secured
party, Herrick, Feinstein LLP, attention: Stephen B. Selbst via
phone or email: 212-592-1405 or sselbst@herrick.com.
2127 FLATBUSH: Case Summary & Seven Unsecured Creditors
-------------------------------------------------------
Debtor: 2127 Flatbush Avenue Inc.
2127 Flatbush Avenue
Brooklyn, NY 11234
Business Description: The Debtor is the fee simple owner of the
real property located at 2127 Flatbush
Avenue, Brooklyn NY 11234 having a current
value of $700,000.
Chapter 11 Petition Date: November 18, 2024
Court: United States Bankruptcy Court
Eastern District of New York
Case No.: 24-44814
Judge: Hon. Elizabeth S Stong
Debtor's Counsel: Robert Nadel, Esq.
ROBERT NADEL ESQ
68 South Service Road
Ste 100
Melville, NY 11747
Tel: 631-742-3435
Fax: 631-938-0926
E-mail: nadelaw@optonline.net
Total Assets: $700,000
Total Liabilities: $1,142,117
The petition was signed by Gene Burshtein as owner.
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/25RBSOA/2127_Flatbush_Avenue_Inc__nyebke-24-44814__0001.0.pdf?mcid=tGE4TAMA
301 W NORTH: Court OKs Use of Cash Collateral Until Dec. 4
----------------------------------------------------------
The U.S. Bankruptcy Court for the Northern District of Illinois
approved a stipulation between 301 W North Avenue, LLC and its
secured lender, BDS III Mortgage Capital G, LLC, allowing the
company to use cash collateral until Dec. 4.
The stipulation aims to avoid immediate litigation over the
company's motion to access the lender's cash collateral. BDS
previously objected to the motion.
The order also outlines a budget for November and December, which
shows total operating expenses of $138,443 for November and
$138,794 for December. The budget breaks down expenses into
categories such as advertising and marketing, administrative
expenses, utilities, maintenance expenses, payroll, taxes and
insurance, and capital improvements.
A status hearing is scheduled for Dec. 4.
About 301 W North Avenue
301 W North Avenue, LLC is a Chicago-based company engaged in
activities related to real estate.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. N.D. Ill. Case No. 24-02741) on February
27, 2024, with up to $50 million in both assets and liabilities.
The petition was signed by F. Martin Paris, Jr., president of MK
Manager Corp., which manages the Debtor.
Judge Donald R. Cassling oversees the case.
Much Shelist, PC represents the Debtor as legal counsel.
445 HIGH HOLYOKE: Voluntary Chapter 11 Case Summary
---------------------------------------------------
Debtor: 445 High Holyoke MA LLC
445 High Street
Holyoke, MA 01040
Chapter 11 Petition Date: November 18, 2024
Court: United States Bankruptcy Court
District of Massachusetts
Case No.: 24-30623
Debtor's Counsel: James P. Ehrhard, Esq.
EHARHARD & ASSOCIATES, P.C.
27 Mechanic Street
Suite 101
Worcester, MA 01608
Tel: 508-791-8411
Email: ehrhard@ehrhardlaw.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Harrison Bonner as 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/DVYKQUI/445_High_Holyoke_MA_LLC__mabke-24-30623__0001.0.pdf?mcid=tGE4TAMA
AEGIS TOXICOLOGY: S&P Downgrades ICR to 'CCC-', Outlook Negative
----------------------------------------------------------------
S&P Global Ratings lowered its issuer credit rating on Aegis
Toxicology Sciences Corp. to 'CCC-' from 'CCC+' and removed the
rating from CreditWatch, where we placed it with negative
implications on June 21, 2024. The outlook is negative.
At the same time, S&P lowered its issue-level rating on the
company's term loan $300 million term loan ($168 million
outstanding as of date) to 'CCC-' from 'CCC+'.
The negative outlook reflects the high potential of a default or
restructuring over the next six months.
The downgrade reflects that the term loan maturity is within six
months, heightening the potential of a debt default or
restructuring. S&P said, "Given Aegis' high leverage, looming
maturity, and minimal cash flow, we believe the company's capital
structure is unsustainable and that it may face difficulties in
refinancing its term loan due in May 2025. We believe this signals
a high likelihood of a distressed exchange or restructuring if the
company cannot reach a successful outcome with lenders."
S&P said, "We continue to view Aegis' liquidity as weak. It's
liquidity comprises about $15.7 million cash on hand as of Sept.
30, 2024. The company did not extend its revolver in May 2023. We
project minimal free cash flow for 2024 and 2025, and do not
believe the company has enough liquidity to absorb low-probability
adversities."
The negative outlook reflects that Aegis' term loan is due within
six months, implying an increased likelihood of a default or
restructuring over the next six months.
S&P said, "We could lower our rating if Aegis pursues a transaction
that we consider tantamount to a default, including a subpar
exchange or failure to repay its debt in full at maturity, absent
unanticipated a significantly favorable change in its efforts to
address the maturity.
"We could raise the rating if Aegis refinances or extends its term
loan in a manner we don't view as distressed."
ALGORHYTHM HOLDINGS: Repurchases 1.1M Shares From Regalia Ventures
------------------------------------------------------------------
Algorhythm Holdings, Inc. disclosed in a Form 8-K Report filed with
the U.S. Securities and Exchange Commission that the Company
entered into a Stock Repurchase Agreement with Regalia Ventures
LLC, a Delaware limited liability company, pursuant to which the
Company agreed to repurchase from the Seller an aggregate of
1,098,901 issued and outstanding shares of common stock, par value
$0.01 per share, of the Company.
The shares of common stock to be repurchased were originally issued
to the Seller on November 21, 2023, pursuant to a certain stock
purchase agreement, dated November 20, 2023.
As consideration for the transaction contemplated by the Repurchase
Agreement, at the closing, the Company has agreed to repurchase
from the Seller, and the Seller has agreed to sell, assign and
transfer to the Company, all of the Seller's right, title and
interest in and to the Shares, at a price per Share equal to the
higher of:
(1) the closing price of the common stock on the last trading
day immediately preceding the date of the Repurchase Agreement; or
(2) the highest volume weighted average price of the common
stock during a pricing period of 10 consecutive trading days prior
to the date of the Repurchase Agreement per share, and the Company
shall issue to the Seller a promissory note in the principal amount
equal to the Purchase Price.
The obligations of each of the Company and the Seller to consummate
the closing are conditioned upon the:
(i) issuance by the Company to the Seller the Note evidencing
the Purchase Price and
(ii) the Seller's delivery to the Company of executed stock
power with a medallion signature guarantee.
The Repurchase Agreement contains customary representations and
warranties. The closing is expected to occur upon satisfaction of
the conditions described above, after which the shares of common
stock will be cancelled and retired. The Stock Repurchase was
unanimously approved by the Board of Directors of the Company.
Regalia Ventures, LLC is an entity wholly owned by Jay Foreman, one
of the Company's directors.
About Algorhythm
Algorhythm Holdings, Inc. (fka The Singing Machine Company, Inc.)
seeks to continue to leverage the strong brand recognition of the
Singing Machine for its legacy consumer electronics product
portfolio, and SemiCab for its scaling AI logistics business. The
Company's expanded business model is centered on making investments
in AI driven technology companies focused on solving challenges for
some of the largest global industry verticals.
"Based on cash flow projections from operating and financing
activities and the existing balance of cash, management is of the
opinion that the Company has insufficient funds to sustain
operations for at least one year after the date of this report, and
it may not be able to meet its payment obligations from operations
and related commitments, if the Company is not able to obtain
outside financing to allow the Company to continue as a going
concern. Based on these factors, the Company has substantial doubt
that it will continue as a going concern for the twelve months
following the issuance date of the financial statements included
elsewhere in this report," Singing Machine said in its Quarterly
Report for the period ended June 30, 2024.
AMERICAN TIRE: Lender Dispute Puts Bankruptcy Exit Efforts at Risk
------------------------------------------------------------------
Dorothy Ma of Bloomberg Law reports that a dispute among lenders of
American Tire Distributors Inc. over bankruptcy financing is
jeopardizing the company's efforts to exit Chapter 11.
On November 19, 2024, Judge Craig T. Goldblatt warned lenders at a
hearing in Delaware that the current debtor-in-possession financing
plan could lead to a lawsuit in the future, the report states.
"If I approve this, the minority lenders will sue, they will
prevail, and they will be entitled to damages," Judge Goldblatt
said, referring to the DIP plan.
According to Bloomberg Law, American Tire Distributors, an
automotive parts distributor, filed for bankruptcy in October 2024.
A small group of lenders has objected to the plan.
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.
APPLIED DNA: Leviticus Ceases Ownership of Over 5% of Shares
------------------------------------------------------------
Leviticus Partners, LP and its general partner, AMH Equity, LLC,
disclosed in Schedule 13G/A filed with the U.S. Securities and
Exchange Commission that as of October 30, 2024, they ceased to be
beneficial owners of more than five percent of the shares of
Applied DNA Sciences, Inc.'s common stock.
A full-text copy of Leviticus Partners' SEC Report is available
at:
https://tinyurl.com/5n8x9876
About Applied DNA
Applied DNA Sciences, Inc. -- http//www.adnas.com/ -- is a
biotechnology company developing and commercializing technologies
to produce and detect deoxyribonucleic acid and ribonucleic acid.
Using polymerase chain reaction to enable the production and
detection of DNA and RNA, the Company currently operates in three
primary business markets: (i) the enzymatic manufacture of
synthetic DNA for use in the production of nucleic acid-based
therapeutics (including biologics and drugs) and, through our
recent acquisition of Spindle, the development and sale of a
proprietary RNA polymerase for use in the production of mRNA
therapeutics; (ii) the detection of DNA and RNA in molecular
diagnostics and genetic testing services; and (iii) the manufacture
and detection of synthetic DNA for industrial supply chain security
services.
Applied DNA Sciences reported a net loss of $10.02 million for the
12 months ended Sept. 30, 2023, compared to a net loss of $8.27
million for the 12 months ended Sept. 30, 2022. As of June 30,
2024, the Company had $16.69 million in total assets, $4.46 million
in total liabilities, and $12.23 million in total equity.
Going Concern
"The Company has recurring net losses. The Company incurred a net
loss of $3,774,563 and generated negative operating cash flow of
$10,462,332 for the nine-month period ended June 30, 2024. At June
30, 2024, the Company had cash and cash equivalents of $10,442,131.
These factors raise substantial doubt about the Company's ability
to continue as a going concern for one year from the date of
issuance of these financial statements," Applied DNA said in its
Quarterly Report for the period ended June 30, 2024.
APPLIED DNA: Lowers Quorum, Grants CEO Adjournment Authority
------------------------------------------------------------
Applied DNA Sciences, Inc. disclosed in a Form 8-K Report filed
with the U.S. Securities and Exchange Commission that the board of
directors of the Company adopted a certificate of amendment to its
bylaws. On November 7, 2024, a duly authorized officer of the
Company executed the Certificate of Amendment, which became
effective upon execution. Among other things, the Certificate of
Amendment amended the Bylaws to:
* Reduce the required quorum for any meeting of stockholders
to one-third of the issued and outstanding shares entitled to vote
at a meeting from a majority of the issued and outstanding shares
entitled to vote at a meeting; and
* Grant the Chief Executive Officer of the Company the
authority to adjourn any meeting of stockholders of the Company.
About Applied DNA
Applied DNA Sciences, Inc. -- http//www.adnas.com/ -- is a
biotechnology company developing and commercializing technologies
to produce and detect deoxyribonucleic acid and ribonucleic acid.
Using polymerase chain reaction to enable the production and
detection of DNA and RNA, the Company currently operates in three
primary business markets: (i) the enzymatic manufacture of
synthetic DNA for use in the production of nucleic acid-based
therapeutics (including biologics and drugs) and, through our
recent acquisition of Spindle, the development and sale of a
proprietary RNA polymerase for use in the production of mRNA
therapeutics; (ii) the detection of DNA and RNA in molecular
diagnostics and genetic testing services; and (iii) the manufacture
and detection of synthetic DNA for industrial supply chain security
services.
Applied DNA Sciences reported a net loss of $10.02 million for the
12 months ended Sept. 30, 2023, compared to a net loss of $8.27
million for the 12 months ended Sept. 30, 2022. As of June 30,
2024, the Company had $16.69 million in total assets, $4.46 million
in total liabilities, and $12.23 million in total equity.
Going Concern
"The Company has recurring net losses. The Company incurred a net
loss of $3,774,563 and generated negative operating cash flow of
$10,462,332 for the nine-month period ended June 30, 2024. At June
30, 2024, the Company had cash and cash equivalents of $10,442,131.
These factors raise substantial doubt about the Company's ability
to continue as a going concern for one year from the date of
issuance of these financial statements," Applied DNA said in its
Quarterly Report for the period ended June 30, 2024.
ARCH THERAPEUTICS: Closes Ninth $120K Convertible Notes Offering
----------------------------------------------------------------
Arch Therapeutics, Inc. disclosed in a Form 8-K Report filed with
the U.S. Securities and Exchange Commission that the Company
consummated a ninth closing of the Convertible Notes Offering
pursuant to the terms and conditions of the SPA with certain
institutional and accredited individual investors who have
previously purchased secured promissory notes from the Company,
providing for the issuance and sale by the Company to the Investors
2024 First Notes convertible into shares of Common Stock.
The 2024 First Notes were issued as part of the Convertible Notes
Offering previously authorized by the Company's board of directors.
In connection with the Ninth Closing of the Convertible Notes
Offering, the Company issued and sold to the Investors 2024 First
Notes in the aggregate principal amount of $120,000, which includes
an aggregate $20,000 original issue discount in respect of the 2024
First Notes. The net proceeds for the sale of the 2024 First Notes
was approximately $100,000, after deducting issuance discounts. The
Ninth Closing of the sale of the 2024 First Notes under the SPA
occurred on November 4, 2024.
A full-text copy of the Company's is available at:
https://tinyurl.com/3htxznsp
About Arch Therapeutics Inc.
Framingham, Mass.-based Arch Therapeutics, Inc. is a biotechnology
company focused on developing and marketing products based on its
innovative AC5 self-assembling technology platform.
Los Angeles, Calif.-based Weinberg & Company, P.A., the company's
auditor since 2024, issued a "going concern" qualification in its
report dated February 14, 2024. The report indicated that during
the year ended September 30, 2023, the company incurred a net loss
and utilized cash flows in operations, with recurring losses since
inception. These conditions raise substantial doubt about the
company's ability to continue as a going concern.
For the year ended September 30, 2023, Arch Therapeutics recorded a
net loss of $6,982,836. As of June 30, 2024, the company had
$1,397,644 in total assets, $13,958,210 in total current
liabilities, and $12,560,566 in total stockholders' deficit.
ASHFORD HOSPITALITY: Refinances Marriott Crystal Loan, Raises $31MM
-------------------------------------------------------------------
Ashford Hospitality Trust, Inc. announced that it has successfully
refinanced its mortgage loan secured by the 703-room Marriott
Crystal Gateway Hotel located in Arlington, Virginia, which had a
final maturity date in November 2026.
The new, non-recourse loan totals $121.5 million and has a
three-year initial term with two one-year extension options,
subject to the satisfaction of certain conditions. The loan is
interest only and provides for a floating interest rate of SOFR +
4.86%. The refinancing resulted in approximately $31 million of
excess proceeds that will be used to pay down the Company's
strategic financing.
The Company had previously announced a reduction in the exit fee on
its strategic financing from 15.0% to 12.5% of the original loan
balance through December 15, 2024, provided that the outstanding
loan balance had been reduced to $50 million or less by November
15, 2024. The $31 million pay down along with an additional paydown
the Company intends to make next week, will result in a loan
balance below $50 million, triggering the reduced exit fee.
"We are pleased to complete this refinancing of the Marriott
Crystal Gateway and generate significant proceeds to go toward
paying down our strategic financing," commented Stephen Zsigray,
Ashford Trust's President and Chief Executive Officer. "We continue
to make meaningful progress in our plan to pay off this financing
by the end of this year."
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.
ASPEN ELECTRONICS: Mark Dennis Named Subchapter V Trustee
---------------------------------------------------------
The U.S. Trustee for Region 19 appointed Mark Dennis, a certified
public accountant at SL Biggs, as Subchapter V trustee for Aspen
Electronics Manufacturing Inc.
Mr. Dennis will be paid an hourly fee of $425 for his services as
Subchapter V trustee and will be reimbursed for work-related
expenses incurred.
Mr. Dennis declared that he is a disinterested person according to
Section 101(14) of the Bankruptcy Code.
The Subchapter V trustee can be reached at:
Mark D. Dennis, CPA
SL Biggs, A Division of SingerLewak, LLP
2000 S. Colorado Blvd., Tower 2, Ste. 200
Denver, CO 80222
Phone: 303-226-5471
Email: mdennis@slbiggs.com
About Aspen Electronics Manufacturing
Aspen Electronics Manufacturing Inc. is an electronics manufacturer
in Westminster, Colo.
Aspen Electronics sought relief under Subchapter V of Chapter 11 of
the U.S. Bankruptcy Code (Bankr. D. Colo. Case No. 24-16558) on
Nov. 1, 2024, with total assets of $1,828,289 and total liabilities
of $2,710,940. Giao Le, president of Aspen Electronics, signed the
petition.
Bankruptcy Judge Joseph G. Rosania Jr. handles the case.
The Debtor is represented by:
Jenny M.F. Fujii, Esq.
Kutner Brinen Dickey Riley, PC
1660 Lincoln Street, Suite 1720
Denver, CO 80264
Tel: 303-832-2400
Email: jmf@kutnerlaw.com
BAC HAULING: Donald Mallory Named Subchapter V Trustee
------------------------------------------------------
The U.S. Trustee for Regions 3 & 9 appointed Donald Mallory, Esq.,
as Subchapter V trustee for BAC Hauling & Transport, LLC.
Mr. Mallory will be paid an hourly fee of $375 for his services as
Subchapter V trustee and will be reimbursed for work-related
expenses incurred.
Mr. Mallory declared that he is a disinterested person according to
Section 101(14) of the Bankruptcy Code.
The Subchapter V trustee can be reached at:
Donald W. Mallory, Esq.
600 Vine Street., Ste. 2500
Cincinnati, Ohio 45202
o. (513) 852-6094
f. (513) 419-6494
dwmallory@woodlamping.com
About BAC Hauling & Transport
BAC Hauling & Transport, LLC sought relief under Chapter 11 of the
U.S. Bankruptcy Code (Bankr. S.D. Ohio Case No. 24-12500) on Oct.
28, 2024, listing under $1 million in both assets and liabilities.
Judge Beth A. Buchanan oversees the cases.
The Debtor tapped Goering & Goering, LLC as counsel.
BACKYARD ENVIRONMENTS: Court Approves Use of Cash Collateral
------------------------------------------------------------
Backyard Environments, LLC received final approval from the U.S.
Bankruptcy Court for the Northern District of Texas to use cash
collateral.
At the hearing on Nov. 18, the court authorized the company on a
final basis to use cash collateral to pay its operating expenses.
The court previously granted the company interim authority to use
up to $279,770.50 in cash collateral in accordance with its budget.
The interim order issued on Nov. 12 granted secured lenders
replacement liens on all of the company's equipment, inventory and
accounts whether acquired before or after the petition date as
adequate protection for the use of their cash collateral.
About Backyard Environments
Backyard Environments, LLC, a company in Roanoke, Texas, sought
relief under Subchapter V of Chapter 11 of the Bankruptcy Code
(Bankr. N.D. Texas Case No. 24-43689) on Oct. 10, 2024, with
$500,000 to $1 million in assets and $1 million to $10 million in
liabilities. Billy Sullivan, managing member, signed the petition.
Judge Mark X. Mullin oversees the case.
The Debtor is represented by Robert T. DeMarco, Esq., at DeMarco
Mitchell, PLLC.
BH DOWNTOWN: Secured Party Sets Dec. 17 Auction for Miami Property
------------------------------------------------------------------
Jones Lang LaSalle Americas Inc., on behalf of Cirrus Real Estate
Funding LLC ("secured party"), as agent for Cirrus 340BB Lender LLC
("lender"), offers for sale at public auction on Dec. 17, 2024, at
10:00 a.m. (New York Time), in person at the offices of Pryor
Cashman LLP, 7 Times Square, 40th Floor, New York, New York, and
255 Alhambra Circle, 8th Floor, Miami, Florida, and via Zoom or a
similar video conferencing program selected by Secured Party, in
connection with a Uniform Commercial Code sale of collateral
pledged to Secured Party by BH Downtown Miami LLC ("Debtor") to
secure a loan in the original principal amount of $70 million made
by lender to 340 Biscayne Owner LLC, the collateral being more
particularly defined and described in that certain pledge and
security agreement dated as of April 24, 2023, made by the Debtor
for the benefit of Secured Party, as agent for lender.
The collateral included all of the Debtor's right, title and
interest in and to all limited liability company interests in
Borrower.
The Debtor is the owner of 100% of the limited liability company
interests in Borrower. The Borrower is the owner of the real
property located at 340 Biscayne Boulevard, Miami, Florida
("underlying property"). The auction will not include the
underlying property itself.
All bids -- other than credit bids of Secured Party -- must be for
cash with the bidding requirements. Further information concerning
the bidding requirements, the collateral and the applicable terms
of and conditions of the sale can be found at:
https://www.390BiscayneBlvdUCCSale.com, contact Brett Rosenberg at
212-812-5926 or email at Brett.Rosenberg@jll.com
BLUM HOLDINGS: Sells Blum Oakland, Blum San Leandro for $3.18MM
---------------------------------------------------------------
Blum Holdings, Inc. disclosed in a Form 8-K Report filed with the
U.S. Securities and Exchange Commission that on November 5, 2024,
the Company, through its wholly-owned subsidiary Unrivaled Brands,
Inc., executed stock purchase agreements with VLPS, LLC pursuant to
which Unrivaled sold all of the issued and outstanding shares of
common stock of Black Oak Gallery and Blum San Leandro for an
aggregate purchase price of $2,055,420 and $1,124,305,
respectively.
The purchase price shall be paid by the Buyer by the assumption of
liabilities of Blum Oakland and Blum San Leandro.
About Blum Holdings
Blum Holdings, Inc., headquartered in Santa Ana, California, is a
cannabis company engaged in retail and distribution across
California. The company focuses on providing high-quality medical
and adult-use cannabis products and is known for its Korova brand,
which offers high-potency products in various categories. Blum
Holdings operates several dispensaries, including Blum OC in Orange
County, and locations under The Spot and Blum brands in Santa Ana,
Oakland, and San Leandro.
As of April 15, 2024, Marcum LLP, based in Costa Mesa, California,
and the company's auditor since 2018, issued a "going concern"
qualification. The report indicated a significant working capital
deficiency, substantial losses, and the need for additional funds
to meet obligations and sustain operations, raising substantial
doubt about the company's ability to continue as a going concern.
CARE PAVILION: Case Summary & 30 Top Unsecured Creditors
--------------------------------------------------------
Ten affiliates that concurrently filed voluntary petitions for
relief under Chapter 11 of the Bankruptcy Code:
Debtor Case No.
------ --------
Care Pavilion Operating, LLC 24-70473
d/b/a Care Pavilion of Walnut Park
6212 Walnut St.
Philadelphia, PA 19139-3706
Cliveden Operating, LLC 24-70474
MAPA Operating, LLC 24-70475
Maplewood Operating, LLC 24-70476
Milton Operating, LLC 24-70477
Parkhouse Operating, LLC 24-70478
Tucker Operating, LLC 24-70479
Watsontown Operating, LLC 24-70480
York Operating, LLC 24-70481
Bedrock Care LLC 24-70482
The above-captioned Chapter 11 Cases are consolidated for
procedural purposes only and shall be jointly administered
by the Court under Pottsville Operations, LLC, Case No.
24-70418-JAD.
Business Description: The Debtors own and operate skilled nursing
facilities for the elderly.
Chapter 11 Petition Date: November 18, 2024
Court: United States Bankruptcy Court
Western District of Pennsylvania
Judge: Hon. Jeffery A Deller
Debtors' Counsel: Sarah E. Wenrich, Esq.
RAINES FELDMAN LITTRELL, LLP
11 Stanwix Street
Suite 1100
Pittsburgh, PA 15222
Tel: 412-899-6474
Email: swenrich@raineslaw.com
Care Pavilion's
Estimated Assets: $10 million to $50 million
Care Pavilion's
Estimated Liabilities: $10 million to $50 million
The petitions were signed by Neil Luria as chief restructuring
officer.
Full-text copies of five of the Debtors' petitions are available
for free at PacerMonitor.com at:
https://www.pacermonitor.com/view/EQP7I2Q/Care_Pavilion_Operating_LLC__pawbke-24-70473__0001.0.pdf?mcid=tGE4TAMA
https://www.pacermonitor.com/view/OPDL5BQ/Cliveden_Operating_LLC__pawbke-24-70474__0001.0.pdf?mcid=tGE4TAMA
https://www.pacermonitor.com/view/ORML3GI/MAPA_Operating_LLC__pawbke-24-70475__0001.0.pdf?mcid=tGE4TAMA
https://www.pacermonitor.com/view/PHE26FY/Maplewood_Operating_LLC__pawbke-24-70476__0001.0.pdf?mcid=tGE4TAMA
https://www.pacermonitor.com/view/PJVX2XY/Milton_Operating_LLC__pawbke-24-70477__0001.0.pdf?mcid=tGE4TAMA
Consolidated List of Debtors' 30 Largest Unsecured Creditors:
Entity Nature of Claim Claim Amount
1. PA Nursing Facility Trade Debt $34,049,550
Assessment
315 N. 2nd Street
Harrisburg, PA 17101
Tel: 717-787-1171
Email: RA-PWOLTLNFPUBLICCOM@pa.gov
2. Comprehensive Care Trade Debt $6,234,000
Solutions LLC
491 Lyons Ave
Irvington, NJ 07111
Tel: 917-678-8442
3. Change Healthcare Trade Debt $6,168,530
P.O. Box 736187
Chicago, IL
60673-6187
Email: PayerEnrollmentSe
rvices@changehealthcare.com
4. ShiftMed, LLC Trade Debt $3,997,000
7925 Jones Branch Dr.
McLean, VA 22102
800-485-9002
Email: billingsupport@shiftmed.com
5. Reliant Pro Rehab Trade Debt $2,815,000
PO Box 207773
Dallas, TX 75320-7773
Tel: 877-889-5188
Email: dhatz@reliant-rehab.com
6. UHP Administrators Trade Debt $1,946,734
1662 61st St.
Brooklyn, NY 11204
Tel: 888-596-4325
Email: info@uhpadministrators.com
7. ShiftKey, LLC Trade Debt $1,361,000
PO Box 735913
Dallas, TX 75373-5913
Tel: 214-257-8686
Email: Laura.carpenter@shiftmed.com
8. Milenia Health Benefit Trust Trade Debt $1,196,000
202 Caton Ave.
Brooklyn, NY 11218
Tel: 718-569-6670
9. SC & BP Services Inc. Trade Debt $1,194,000
1420 East Linden Ave.
Linden, NJ 07036
Tel: 908-912-2700
Email: info@mylucent.com
10. PA Dept. of Human Service Trade Debt $854,000
Office of Long Term Living
Harrisburg, PA 17105
Email: RA-NH_Assessments@pa.gov
11. SpecialtyRX Trade Debt $826,000
2 Bergen Turnpike
Ridgefield Park, NJ 07660
Tel: 866-773-2479
Email: info@srxltc.com
12. United Health Plus Admin Trade Debt $821,000
975 NY-45
#1200
Pomona, NY 10970
Email: clientserviceoperations@uhc.com
13. Kaufman Borgeest & Ryan LLP Trade Debt $528,000
875 Third Ave., 5th Flr.
New York, NY 10022
Mario C. Giannettino
Tel: 888-596-4325
Email: mgiannettino@kbrlaw.com
14. Sunset Staffing LLC Trade Debt $395,000
157 Sheffield Dr.
Sunbury, PA 17801
Tel: 570-986-8773
Email: jennifer@sunsetstaffingpros.com
15. PointClickCare Trade Debt $340,000
Technologies Inc.
PO Box 674802
Detroit, MI 48267-4802
Tel: 905-858-8885
Email: info@pointclickcare.com
16. IntelyCare, Inc. Trade Debt $338,000
PO Box 787317
Philadelphia, PA
19178-731
Tel: 844-683-5922
Email: CareTeam@intlycare.com
17. PA Health and Wellness Trade Debt $326,000
5 Penn Center West
Suite 300
Pittsburgh, PA 15276
Angela Lucente-Prokop, VP
Tel: 717.551-8442
Email: Angela.f.lucentepropkop@pehealthwellness.com
18. Centers for Medicare Trade Debt $321,000
& Medicaid Services
PO Box 7520
Baltimore, MD
21207-0520
Tel: 212-861-4293
Email: Medicaid.gov@cms.hhs.gov
19. Murry Stone & Wilson, Trade Debt $310,000
Trust Account for
310 Grant St #1123
Pittsburgh, PA 15219
Email: info@mswlawgroup.com
20. Maxim Healthcare Trade Debt $283,000
Staffing Services, Inc.
12558 Collections
Center Dr.
Chicago, IL 60693
Tel: 443-430-7525
Email: vilignel@maximstaffing.com
21. Kennedy PC Trade Debt $228,000
PO Box 5100
Harrisburg, PA 17110
Tel: 717-233-7100,
877-833-7100
Email: jkennedy@kennedypc.net
22. Migdalia Rivera, Trade Debt $225,000
Admin of E/O German
Rivera-Perez and
Rosenbaum & Associates
940 Atlantic Avenue
Camden, NJ 08104
Email: agovorov@rosenbaumfirm.com
23. Eagle Risk Services Trade Debt $210,000
202 Caton Ave.
Brooklyn, NY 11218
Tel: 718-215-8650
Email: Info@EagleNorthLLC.com
24. Vertical Staffings Trade Debt $200,000
345 E. 37th Street
Suite 310
New York, NY 10016
Tel: 212-951-0430
Email: info@verticalstaffings.com
25. JSDC Law Offices Trade Debt $196,000
Attn: Denise Foster
11 E. Chocolate Ave.
Hershey, PA 17033
Tel: 717-533-3280
Email: info@jsdc.com
26. PECO Trade Debt $195,000
PO Box 37629
Philadelphia, PA
19101-0629
Tel: 1-800-494-4000
Email: webagent@exeloncorp.com
27. Guardian Consulting Services Trade Debt $182,000
3333 New Hyde Park Rd.
New Hyde Park, NY 11042
Email: admin@guardianconsulting.com;
sbalkissoon@guar dian.com
28. PA Health Care Association Trade Debt $181,000
315 N. Second Street
Harrisburg, PA 17110
Tel: 717-221-1800
Email: contactus@phca.org
29. Keystone Quality Transport Trade Debt $179,000
1260 E. Woodland
Ave. #220
Springfield, PA 19064
Tel: 610-566-2000
Email: hr@keystonequalitytransport.com
30. Fasten Halberstam LLP Trade Debt $175,000
40 Wall St., Ste. 3602
New York, NY 10005
Tel: 212-751-8337
Email: billing@fhllp.com
CARVANA CO: Morgan Stanley Holds 3.8% Equity Stake
--------------------------------------------------
Morgan Stanley disclosed in a Schedule 13G/A filed with the U.S.
Securities and Exchange Commission that as of September 30, 2024,
he beneficially owned 4,701,125 shares of Carvana Co.'s Class A
Common Stock, representing 3.8% of the shares outstanding.
Additionally, Morgan Stanley Investment Management Inc. reported to
beneficially own 4,506,351 shares, representing 3.6% of the shares
outstanding.
A full-text copy of Mr. Stanley's SEC Report is available at:
https://tinyurl.com/yc754234
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.
CG HILLSBORO: Secured Party Sets Nov. 26 Auction
------------------------------------------------
In accordance with applicable provisions of the Uniform Commercial
Code as enacted in New York, by virtue of certain events of default
under those certain amended and restated ownership interests
pledged and security agreement dated as of May 16, 2022, ("pledged
agreements") executed and delivered by Hollywood Horizons Member
LLC and CG Hillsboro Shores Member LLC ("pledgors" and "Mezzanine
Borrowers"), and in accordance with it rights as holder of the
security, Hollywood Pompano Lender 2 LLC ("secured party"), by
virtue of possession of those certain Share Certificates, held in
accordance with Article 8 of the Uniform Commercial Code of the
State of New York ("code"), and by virtue of those certain UCC-1
filing statements made in favor of the Secured Party, will offer
for sale at public auctions:
i) all of pledgor's right, title and interest in and to the
following: CG Hillsboro Shores Owner LLC and Hollywood Horizons
Owner LLC ("pledged entities"), and
ii) certain related rights, and property relating thereto.
The Secured Party's understanding is that the principal assets of
the pledged entities are the premises located at (i) 2629 North
Riverside Drive, Pomapano Beach, Florida, and (ii) 101 North Ocean
Drive, Hollywood, Florida ("Property").
Moecker Auctions Inc., under the direction of Eric Rubin, will
conduct a public sale consisting of the collateral via online
bidding on Nov. 26, 2024, at 12:30 p.m. (EST) in satisfaction of an
indebtedness in the approximate amount of $20,535,291.28 including
principal, interest on principal, and reasonable fees and costs,
plus default interest through Oct. 26, 2024, subject to open
charges and all additional costs, fees and disbursements permitted
by law.
The public auction was originally set on Oct. 15, 2024.
Online bidding will be made available via Zoom Meeting. Meeting
link: https://bit.ly.HollywoodUCC. Meeting ID: 893 1279 7151.
Passcode: 835606
On Tap Mobile: +16469313860,,89312797151#,,,,*835606# US
Dial by your location: +1 646 931 3860 US
Interested parties who intend to bid on the collateral must contact
Brett Rosenberg at Jones Lang LaSalle Americas, 330 Madison Avenue,
New York, New York 10017, (212) 812-5926, Brett.Rosenberg@jll.com,
to receive the terms and conditions of sale and bidding
instructions by Nov. 25, 2024, by 4:00 p.m. EST.
COOKQUEEN LLC: Arturo Cisneros Named Subchapter V Trustee
---------------------------------------------------------
The U.S. Trustee for Region 16 appointed Arturo Cisneros as
Subchapter V trustee for The CookQueen, LLC.
Mr. Cisneros will be paid an hourly fee of $600 for his services as
Subchapter V trustee while the trustee administrator will be
compensated at $200 per hour. In addition, the Subchapter V trustee
will receive reimbursement for work-related expenses incurred.
Mr. Cisneros declared that he is a disinterested person according
to Section 101(14) of the Bankruptcy Code.
The Subchapter V trustee can be reached at:
Arturo Cisneros
3403 Tenth Street, Suite 714
Riverside, CA 92501
Phone: (951) 682-9705/(951) 682-9707
Email: Arturo@mclaw.org
About The CookQueen
The CookQueen, LLC sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. C.D. Calif. Case No. 24-12827) on November
4, 2024, with $1 million to $10 million in assets and liabilities.
Donna Williams, owner and chief executive officer, signed the
petition.
Judge Theodor Albert presides over the case.
Damian Nassiri, Esq., at Cannabis Law Group Nassiri Law, Inc.
represents the Debtor as bankruptcy counsel.
DE HOOP CORP: Case Summary & 10 Unsecured Creditors
---------------------------------------------------
Debtor: De Hoop Corporation
d/b/a Kaia Wine Bar
1614 Third Avenue
New York NY 10128
Business Description: The Debtor is a full-service restaurant.
Chapter 11 Petition Date: November 18, 2024
Court: United States Bankruptcy Court
Southern District of New York
Case No.: 24-12005
Judge: Hon. Philip Bentley
Debtor's Counsel: Eric Medina, Esq.
MEDINA LAW FIRM LLC
641 Lexington Avenue 13th Floor
New York NY 10022
Tel: 212-404-1742
Email: emedina@medinafirm.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $500,000 to $1 million
The petition was signed by Suzaan Hauptfleisch as president.
A full-text copy of the petition containing, among other items, a
list of the Debtor's 10 unsecured creditors is available for free
at PacerMonitor.com at:
https://www.pacermonitor.com/view/DGBE4AY/De_Hoop_Corporation__nysbke-24-12005__0001.0.pdf?mcid=tGE4TAMA
DEL FUEGO: Seeks Nov. 26 Hearing of Restaurant Sale
----------------------------------------------------
Del Fuego Paradise LLLP seeks permission from the U.S. Bankruptcy
Court for the Southern District of Florida, West Palm Beach
Division, for the emergency hearing of its motion to sell its
restaurant, free and clear of all liens, claims, encumbrances and
interests.
The Debtor requests that the hearing will be heard on November 26,
2024.
The Debtor is the owner of a restaurant, which is a substantially
turnkey operation, including sophisticated tenant improvements and
fixtures. The restaurant operates under a lease agreement with CNQ
Investment, LLC for the property located at 900 East Atlantic
Avenue, Delray Beach FL 33428, Florida, with Meso Delray, LLC as
tenant. Meso Delray assigned the lease to the Debtor.
The Debtor wants to sell the restaurant in a private sale to
Michael Krychowecky and/or assigns.
The proposed sale is a private sale to the buyer, as opposed to an
auction sale, in view of the prior marketing and sale efforts, the
status of the case, and most importantly, the status of the
Debtor’s financial condition and operations. The Restaurant has
been marketed by a competent broker for many months and the
proposal by buyer represents the best offer received by the Debtor.
The purchase price of the restaurant is $850,000, with $95,000.000
in the form of an escrow deposit having been delivered to the
Escrow Agent, and an addition of $755,000 is payable at the closing
under the purchase agreement.
As part of the agreement, the Debtor is responsible for payment of
the unpaid rent to cure the Lease from the proceeds of the sale.
The net effect is that no claims will be asserted against the
Debtor’s estate as result of the Lease as the Lease will be cured
at closing. Consequently, effective upon the Closing Date, the
Lease will be assumed and assigned without any claim asserted
against the Debtor.
The Deposit shall be transferred to the trust account of Kelley
Kaplan & Eller, PLLC to be held in trust and disbursed only as
authorized by the final agreement, and Kelley Kaplan will be Escrow
Agent under the agreement.
At closing, the Buyer shall deliver to the Kelley Kaplan the
purchase price closing payment less any deductions, if any,
expressly authorized by the agreement that are expected to be none
or nominal.
The Debtor asserts that the sale contemplated in the agreement
offers the best price and the best terms for the sale of the
restaurant, particularly under the circumstances.
About Del Fuego Paradise LLLP
Del Fuego Paradise, LLLP in Delray Beach, FL, filed its voluntary
petition for Chapter 11 protection (Bankr. S.D. Fla. Case No.
24-14934) on May 20, 2024, listing $5,500 in assets and $4,580,433
in liabilities. Daniel Murphy, Power of Attorney for Joseph
DiNicole, Partner, signed the petition.
Judge Mindy A. Mora oversees the case.
KELLEY KAPLAN & ELLER, PLLC serves as the Debtor's legal counsel.
DISH NETWORK: S&P Upgrades ICR to 'CCC+' After Distressed Exchange
------------------------------------------------------------------
S&P Global Ratings raised its rating on Dish Network Corp. to
'CCC+' from 'SD' to be in line with the rating on EchoStar Corp.
because it considers Dish Network to be a core operating
subsidiary.
S&P said, "We raised our issue-level rating on Dish Network secured
debt to 'B' from 'CCC+' and removed from CreditWatch where they
were placed with positive implications on Nov. 14, 2024.
"We raised our issue-level rating on the nonparticipating unsecured
debt to 'CCC-' from 'D'.
"The negative outlook reflects significant execution risk
associated with expanding Dish Network's wireless business in a
highly competitive marketplace."
EchoStar Corp. completed a distressed exchange last week that
resulted in S&P Global Ratings lowering its rating on subsidiary
Dish Network Corp. to 'SD' (selective default) and its unsecured
debt to 'D'.
EchoStar's liquidity position is improved. S&P said, "We believe
the company has runway through 2025 following the receipt of $5.6
billion in new money from the Dish Network exchange. A separate
exchange at pay-TV subsidiary Dish DBS Corp. has been rejected by
lenders. We believe that if the exchange fails and the merger with
DirecTV is terminated that the company would face a significant
maturity wall in 2026 that would require external capital."
The negative outlook reflects ongoing free operating cash flow
(FOCF) deficits and uncertainty around EchoStar's ability to
penetrate the mature and competitive wireless market.
S&P said, "We could lower our rating on EchoStar if its liquidity
position narrows over the next year such that we believe a default
or distressed exchange is likely over the next 12 months.
"Although unlikely over the next year, we could raise the rating if
EchoStar demonstrates a path to long-term FOCF generation from
profitable market share gains in its wireless segment. This would
likely involve public disclosure of network partners and enterprise
contracts that would give us greater confidence that its wireless
strategy can generate significant revenues and cash flow."
DORMIFY INC: Seeks Chapter 11 Bankruptcy w/ $10MM to $50MM Debt
---------------------------------------------------------------
Clara Geoghegan of Law360 reports that Dormify Inc., a retailer of
college gear and dorm decor, filed for bankruptcy in Delaware with
estimated debts ranging from $10 million to $50 million.
The filing follows a default judgment issued against the company by
a Pennsylvania federal court in a lawsuit filed by an affiliate
marketing firm, the report related.
About Dormify Inc.
Dormify Inc. sells college gear and dorm decorations.
Dormify Inc. sought relief under Chapter 11 of the U.S. Bankruptcy
Code (Bankr. D. Del. Case No. 24-12634) on November 18, 2024. In
its filing, the Debtor reports estimated assets between $1 million
and $10 million and estimated liabilities between $10 million and
$50 million.
The Debtor is represented by Maria Aprile Sawczuk of Goldstein &
Mcclintock LLLP.
EMMAUS LIFE: Director Seah Lim Steps Down From Board
----------------------------------------------------
Emmaus Life Sciences, Inc. disclosed in a Form 8-K Report filed
with the U.S. Securities and Exchange Commission that on November
4, 2024, Seah Lim, M.D., Ph.D., resigned as a director of the
Company for personal reasons and expressed his best wishes to the
company.
The Company wishes to thank Dr. Lim for his service and support.
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.
ENGINEERING RECRUITING: J. McConnell Named Subchapter V Trustee
---------------------------------------------------------------
The U.S. Trustee for Region 21 appointed Jerrett McConnell, Esq.,
at McConnell Law Group, P.A. as Subchapter V trustee for
Engineering Recruiting Experts, LLC.
Mr. McConnell will be paid an hourly fee of $350 for his services
as Subchapter V trustee and will be reimbursed for work-related
expenses incurred.
Mr. McConnell declared that he is a disinterested person according
to Section 101(14) of the Bankruptcy Code.
The Subchapter V trustee can be reached at:
Jerrett M. McConnell, Esq.
McConnell Law Group, P.A.
6100 Greenland Rd., Unit 603
Jacksonville, FL 32258
Phone: (904) 570-9180
Email: info@mcconnelllawgroup.com
About Engineering Recruiting Experts
Engineering Recruiting Experts, LLC filed its voluntary petition
for relief under Chapter 11 of the Bankruptcy Code (Bankr. M.D.
Fla. Case No. 24-03292) on Oct. 29, 2024, listing $100,001 to
$500,000 in assets and $1 million to $10 million in liabilities.
Judge Jason A Burgess presides over the case.
Bryan K. Mickler, Esq., at Mickler & Mickler represents the Debtor
as legal counsel.
ENJOY SA: Creditors Agree to Delay Repayment Deadline to Nov. 29
----------------------------------------------------------------
Jose Orozco of Bloomberg News reports on November 19, 2024, that
Enjoy SA confirmed that creditors agreed to extend the "repayment
conditions" deadline to November 29, 2024.
The deadline for "repayment conditions" had previously been pushed
back to November 20, 2024, the report states.
On November 4, Enjoy announced that the U.S. Bankruptcy Court had
recognized its reorganization agreement.
About Enjoy SA
Enjoy SA owns and/or operates hotels and casinos.
Enjoy SA sought relief under Chapter 15 of the U.S. Bankruptcy Code
(Bankr. S.D.N.Y. Case No. 24-10433) on March 15, 2024.
Honorable Bankruptcy Judge Philip Bentley handles the case.
Foreign Representative's Counsel is Pedro A. Jimenez, Esq., at PAUL
HASTINGS LLP.
EP PROPERTY CLEARLAKE: Voluntary Chapter 11 Case Summary
--------------------------------------------------------
Debtor: EP Property Clearlake, LLC
4305 Hacienda Drive, Suite 430
Pleasanton, CA 94588
Chapter 11 Petition Date: November 20, 2024
Court: United States Bankruptcy Court
Northern District of California
Case No.: 24-41847
Debtor's Counsel: Arasto Farsad, Esq.
FARSAD LAW OFFICE, P.C.
1625 The Alameda, Suite 525
San Jose, CA 95126
Tel: 408-641-9966
E-mail: Farsadlaw1@gmail.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Jun Wu as managing member.
The Debtor failed to include in the petition a list of its 20
largest unsecured creditors.
A full-text copy of the petition is available for free at
PacerMonitor.com at:
https://www.pacermonitor.com/view/ECC63ZY/EP_Property_Clearlake_LLC__canbke-24-41847__0001.0.pdf?mcid=tGE4TAMA
EP PROPERTY FORTUNA: Voluntary Chapter 11 Case Summary
------------------------------------------------------
Debtor: EP Property Fortuna, LLC
4305 Hacienda Drive, Suite #430
Pleasanton, CA 94588
Chapter 11 Petition Date: November 20, 2024
Court: United States Bankruptcy Court
Northern District of California
Case No.: 24-41848
Debtor's Counsel: Arasto Farsad, Esq.
FARSAD LAW OFFICE, P.C.
1625 The Alameda, Suite 525
San Jose, CA 95126
Tel: 408-641-9966
Email: Farsadlaw1@gmail.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Jun Wu as managing member.
The Debtor failed to include in the petition a list of its 20
largest unsecured creditors.
A full-text copy of the petition is available for free at
PacerMonitor.com at:
https://www.pacermonitor.com/view/EUTY54A/EP_Property_Fortuna_LLC__canbke-24-41848__0001.0.pdf?mcid=tGE4TAMA
EP PROPERTY YREKA: Voluntary Chapter 11 Case Summary
----------------------------------------------------
Debtor: EP Property Yreka, LLC
4305 Hacienda Drive, Suite #430
Pleasanton, CA 94588
Chapter 11 Petition Date: November 20, 2024
Court: United States Bankruptcy Court
Northern District of California
Case No.: 24-41849
Debtor's Counsel: Arasto Farsad, Esq.
FARSAD LAW OFFICE, P.C.
1625 The Alameda, Suite 525
San Jose, CA 95126
Tel: 408-641-9966
E-mail: Farsadlaw1@gmail.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Jun Wu as managing member.
The Debtor indicated in the petition it has no unsecured
creditors.
A full-text copy of the petition is available for free at
PacerMonitor.com at:
https://www.pacermonitor.com/view/E3SKBIQ/EP_Property_Yreka_LLC__canbke-24-41849__0001.0.pdf?mcid=tGE4TAMA
EVOFEM BIOSCIENCES: Secures Voting Agreements for Aditxt Merger
---------------------------------------------------------------
Evofem Biosciences, Inc. announced it has secured voting agreements
with certain of its Series E-1 stockholders and convertible
noteholders to ensure they will vote in favor of the proposed
merger with Aditxt, Inc. subsidiary Adifem, Inc., under the Amended
and Restated Merger Agreement, as amended, at Evofem's upcoming
Special Meeting of Stockholders.
Under the voting agreements, certain holders of Evofem's Series E-1
Convertible Preferred Stock have agreed to vote the voting power of
their shares, and certain holders of Evofem's Convertible Notes
have agreed to vote any EVFM common stock they hold as of the
record date for the Special Meeting, in favor of the merger
proposal.
The voting agreements follow Aditxt's $2.28 million investment in
Evofem last week through the purchase of Evofem Series F-1
convertible preferred stock. This was the final investment
stipulated under the A&R Merger Agreement. Aditxt has completed
$5.0 million in Preferred Investments since May 2024, meeting its
commitments under the A&R Merger Agreement.
"The Capital we received from Aditxt since May enabled us to
acquire SOLOSEC, the single dose oral antibiotic FDA-approved to
treat bacterial vaginosis and trichomoniasis, and to fuel our
initiatives to drive uptake of Phexxi among GLP-1 users whose
concomitant use of oral contraceptives puts them at risk for
unplanned pregnancy," said Saundra Pelletier, CEO of Evofem. "We
look forward to further support from Aditxt and its ecosystem as we
work to catalyze our growth trajectory and execute our mission to
improve women's lives through diversified and differentiated
diagnostic, preventive, and therapeutic offerings."
"With the support of our stockholders, including the investors who
have committed to vote "for" the Merger Agreement under these
voting agreements, we hope to gain approval of the Merger at our
Special Meeting of Stockholders and to close shortly thereafter,
assuming closing conditions are met," Ms. Pelletier added.
Closing conditions to the merger include, among others, the
affirmative vote of a majority of the combined voting power of the
outstanding shares of Evofem common stock and Series E-1, voting
together as a single class as of the Record Date, at a meeting at
which a quorum is present and Aditxt raising sufficient capital to
fund its obligations at closing, which will require cash payments
of approximately $17 million. This includes the approximately $15.2
million required to satisfy Evofem's senior secured noteholder;
should Aditxt fail to secure these funds, Evofem's senior secured
noteholder is expected to block the closing of this merger. No
assurance can be provided that all conditions to closing will be
obtained or satisfied or that the transaction will ultimately
close.
Evofem plans to file an amended preliminary proxy related to the
merger in the near future.
About Evofem
Evofem Biosciences, Inc., is a San Diego-based commercial-stage
biopharmaceutical company with a strong focus on innovation in
women's sexual and reproductive health. The Company's first
commercial product, Phexxi, was approved by the FDA on May 22,
2020. Phexxi is the first and only FDA-approved, hormone-free
prescription contraceptive vaginal gel.
Walnut Creek, Calif.-based BPM, LLP, the Company's auditor since
2023, issued a "going concern" qualification in its report dated
March 26, 2024, citing that the Company has suffered recurring
losses from operations; negative cash flows from operations since
inception; has received a notice of default for its convertible
notes, and does not have sufficient capital to repay such
obligations (which are now currently due); and has a net capital
deficiency that raises substantial doubt about its ability to
continue as a going concern.
As of June 30, 2024, Evofem Biosciences had $8.6 million in total
assets, $73.2 in total liabilities, and $69.3 million in total
stockholders' deficit.
EXPRESS INC: Dec. 17 Chapter 11 Plan Confirmation Hearing Set
-------------------------------------------------------------
The U.S. Bankruptcy Court for the District of Delaware will hold a
hearing on Dec. 17, 2024, at 10:30 a.m. Prevailing Eastern Time,
before the Hon. Karen B. Owens at 824 Market Street, Fifth Floor,
Courtroom #3, Wilmington, Delaware 19801, to confirm the joint
Chapter 11 plan of Express Inc. and its debtor-affiliates.
Objection to the confirmation of the Debtors' plan, if any, must be
filed no later than 4:00 p.m. Prevailing Eastern Time on Dec. 11,
2024.
The deadline to vote to accept or reject the Debtors' Chapter 11
plan is Dec. 11, 2024, at 4:00 p.m. Prevailing Eastern Time.
The Debtors said it will file the plan supplement no later than
Dec. 4, 2024.
The Court approved the adequacy of the Debtors' disclosure
statement explaining their joint Chapter 11 plan of Nov. 6, 2024.
Under the Plan, the Debtors shall distribute the proceeds from the
sale transaction. Following the signing of the purchase agreement
in connection with the contemplated going concern sale, on June 14,
2024, the Bankruptcy Court entered the order:
i) approving asset purchase agreement;
ii) authorizing and approving sale of certain assets of debtors
pursuant to section 363 of the bankruptcy code free and clear of
all liens, claims, interests, and encumbrances;
iii) approving the assumption, assignment and sale of certain
executory contracts and unexpired leases pursuant to section 365 of
the bankruptcy code;
iv) authorizing the debtors to consummate transactions related
to the above; and
v) granting related relief, pursuant to which the debtors
consummated the sale transaction on june 21, 2024.
In connection with the closing of the sale transaction, the debtors
effectuated a going concern sale of all or substantially all of the
Debtors' assets and now seek to distribute proceeds as recoveries
to holders of allowed claims under the plan.
Summary of Expected Recoveries under the Debtors' Plan:
Amount of Projected Recovery
Class Claim Claims Under the Plan
----- ----- --------- ------------------
1 Other $0 100%
Secured
2 Other $29 Mil. 100%
Priority
3 General $212 Mil. 10%-15%
Unsecured
4 Intercompany N/A N/A
Claims
5 Intercompany N/A N/A
Interests
6 Existing N/A N/A
Equity
Interests
7 Section 510(b) N/A N/A
Claims
After the Effective Date, the Debtors will initiate a Wind-Down
process. The Wind-Down is the wind down, liquidation, and
dissolution of each of the Wind-Down Debtors, which will include,
among other things, the disposition of some or all of the Wind-Down
Debtors’ remaining assets, potentially through one or more asset
sales, together with a waterfall distribution of the net cash
proceeds (if any) and wind down of each of the Debtors’ post sale
Estates, all as provided in the Plan. A Plan Administrator will be
appointed to facilitate the Wind-Down.
As contemplated under the Plan, on the Effective Date, the
Wind-Down Debtors shall be formed or converted into for the benefit
of the Wind-Down Debtor Beneficiaries, and each of the Debtors
shall transfer the Wind-Down Debtor Assets for distribution in
accordance with the terms of the Plan. The Wind- Down Debtors
shall continue in existence for the purposes of
a) establishing and funding the Administrative Claims Reserve
and the Wind-Down Reserve,
b) enforcing and prosecuting claims, interests, rights, and
privileges under the Causes of Action in an efficacious manner and
only to the extent the benefits of such enforcement or prosecution
are reasonably believed to outweigh the costs associated
therewith,
c) filing appropriate tax returns,
d) complying with its continuing obligations under the Purchase
Agreement and related documents,
e) liquidating all assets of the Wind-Down Debtors, and
f) otherwise administering the Plan.
The Confirmation Order will be deemed to, pursuant to sections 363
and 1123 of the Bankruptcy Code, authorize, among other things, all
actions as may be necessary or appropriate to affect any
transaction described in, approved by, contemplated by, or
necessary to effectuate the Plan.
A full-text copy of the Debtors' disclosure statement is available
for free at https://tinyurl.com/yc379z4w
A full-text copy of the Debtors' joint Chapter 11 plan is available
for free at https://tinyurl.com/yhr4e9kw
About Express Inc.
Express, Inc., operates specialty retail apparel stores. The
Company offers apparel and accessories such as jeans, sweaters,
dresses, suits, and coats. Express serves customers in the United
States.
The Debtors sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. D. Del. Lead Case No. 24-10831) on April
22, 2024. In the petition signed by Stewart Glendinning, chief
executive officer, the Debtor disclosed $1,298,055,000 in assets
and $1,199,781,226 in liabilities.
The Debtors tapped Kirkland & Ellis, LLP and Kirkland & Ellis
International, LLP as bankruptcy counsel; Klehr Harrison Harvey
Branzburg, LLP as local bankruptcy counsel; Moelis & Company, LLC
as investment banker; M3 Advisory Partners, LP as restructuring
advisor; and Stretto, Inc. as claims agent.
Stephen L. Iacovo, Esq., at Ropes & Gray, LLP serves as counsel to
ReStore Capital, LLC, agent to the FILO Lenders. ReStore is also
the agent under a second lien senior secured DIP single-draw term
facility. AlixPartners, LLP serves as advisor to the DIP agents.
Randall L. Klein, Eseq., Eva D. Gadzheva, Esq., and Dimitri G.
Karcazes, Esq., at Goldberg Kohn Ltd., serve as counsel to Wells
Fargo Bank, National Association, as first lien ABL agent. Wells
Fargo is also the agent under a first lien senior secured DIP
revolving credit facility.
FIG & FENNEL: Gets Interim OK to Use Cash Collateral Until Dec. 6
-----------------------------------------------------------------
Fig & Fennel at Mia, LLC and its affiliates received interim
approval from the U.S. Bankruptcy Court for the Southern District
of Florida to use collateral until Dec. 6.
The interim order approved the use of cash collateral to pay
operating expenses in accordance with the companies' projected
budget, with a 10% variance.
To protect creditors including Newtek Small Business Finance, Inc.
and the U.S. Small Business Administration, the court granted these
creditors replacement liens.
In addition, the court ordered the companies to make interest-only
payments to Newtek. In case of non-payment, Newtek must notify the
companies of any default. If the companies fail to rectify the
default within 10 days, Newtek may seek further relief regarding
its cash collateral rights.
The next hearing is scheduled for Dec. 4.
About Fig & Fennel at Mia
Fig & Fennel at MIA, LLC and affiliates own and operate restaurants
offering a broad selection of grab-and-go sandwiches, salads,
bowls, snacks and desserts.
The Debtors filed Chapter 11 petitions (Bankr. S.D. Fla. Lead Case
No. 23-18515) on October 18, 2023. Robert Siegmann, manager, signed
the petitions.
At the time of the filing, Fig & Fennel at MIA reported $2,956,271
in total assets and $523,057 in total liabilities.
Judge Scott M. Grossman oversees the cases.
Adam Leichtling, Esq., at Lapin & Leichtling, LLP, is the Debtors'
legal counsel.
FLUID MARKET: Has Court Okay to Tap Chapter 11 Financing
--------------------------------------------------------
Rick Archer of Law360 Bankruptcy Authority reports that on November
19, 2024, a Delaware bankruptcy judge authorized Fluid Market Inc.,
a truck rental company, to obtain Chapter 11 financing and proceed
with a baseline bid for its assets following the resolution of
objections from its unsecured creditors.
About Fluid Market
Fluid Market, Inc., et al. operate and manage a technology-based,
peer-to-peer truck-sharing platform across the United States with a
fleet of nearly 5,500 vehicles owned by their non-Debtor affiliates
or third-party owners who have elected to put their vehicles on the
Debtors' platform, https://www.fluidtruck.com. Customers have quick
and easy access to the right vehicle whenever they need it via the
Debtors' mobile app and website.
Fluid Market Inc. and Fluid Fleet Services, LLC sought relief under
Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Del. Case No.
24-12363) on Oct. 16, 2024. In the bankruptcy petition, Fluid
Market reported $50 million to $100 million in assets and
liabilities.
The petition was signed by T. Scott Avila as chief executive
officer.
Pachulski Stang Zihel & Jones LLP serves as the Debtors' counsel.
Paladin Management Group, LLC acts as the Debtors' restructuring
advisor; SSG Capital Advisors, LLC acts as investment banker to the
Debtors; and EPIQ Corporate Restructuring LLC is claims and
noticing agent to the Debtors.
FOSSIL CREEK: Chapter 15 Case Summary
-------------------------------------
Eleven affiliates that concurrently filed voluntary petitions for
relief under Chapter 15 of the Bankruptcy Code:
Debtor Case No.
------ --------
Fossil Creek A2A Limited Partnership (Lead Case) 24-44299
900, 744 - 4 Avenue SW
Calgary AB T2P 3T4
Canada
A2A Capital Services Canada Inc. 24-44301
A2A Developments Inc. 24-44302
Fossil Creek A2A GP Inc. 24-44303
Fossil Creek A2A Trust 24-44304
Hills Of Windridge A2A GP Inc. 24-44307
Hills Of Windridge A2A LP 24-44308
Hills of Windridge A2A Trust 24-44309
Serene Country Homes (Canada) Inc. 24-44310
Windridge A2A Developments, LLC 24-44311
Fossil Creek A2A Developments, LLC 24-44313
Business Description: The Debtors are composed of real estate
investment companies that previously
purported to raise money from individual
retail investors both in Canada and
globally for the stated purpose of
investing in real estate developments.
Chapter 15 Petition Date: November 20, 2024
Court: United States Bankruptcy Court
Northern District of Texas
Judge: Hon. Edward L Morris
Foreign Representative: Fossil Creek A2A Limited Partnership
900, 744 - 4 Avenue SW
Calgary AB T2P 3T4
Canada
Signed by: Orest Konowalchuk
Alvarez & Marsal Canada Inc.
Foreign Proceeding: Court of King's Bench of Alberta Court
File No. 2401-15969
Foreign
Representative's
Counsel: Michael P. Cooley, Esq.
Keith M. Aurzada, Esq.
Dylan T.F. Ross, Esq.
REED SMITH
2850 N. Harwood Street, Suite 1500
Dalla, TX 75201
Tel: 469.680.4200
469.680.4213
Fax: 469.680.4299
Email: mpcooley@reedsmith.com
kaurzada@reedsmith.com
dylan.ross@reedsmith.com
Estimated Assets: Unknown
Estimated Debt: Unknown
A full-text copy of the Lead Debtor's Chapter 15 petition is
available for free at PacerMonitor.com at:
https://www.pacermonitor.com/view/TAVH3WA/Fossil_Creek_A2A_Limited_Partnership__txnbke-24-44299__0001.0.pdf?mcid=tGE4TAMA
FOUNDATION ACADEMY: S&P Lowers 2018 Bond Rating to 'BB+'
--------------------------------------------------------
S&P Global Ratings lowered its long-term rating to 'BB+' from
'BBB-' on the New Jersey Economic Development Authority's series
2018 revenue refunding bonds, issued for the Friends of Foundation
Academy Inc. (Friends of FA) and Foundation Academy Charter School
(Foundation Academy).
At the same time, S&P assigned its 'BB+' long-term rating to the
Public Finance Authority of Wisconsin's $61 million series 2024
tax-exempt charter school revenue bonds issued for Friends of FA on
behalf of Foundation Academy. The outlook for both bond issues is
stable.
"The downgrade reflects our view of Foundation Academy's
significantly leveraged financial position from the issuance of
additional debt for the school's new high school campus," said S&P
Global Ratings credit analyst Ryan Miller.
S&P said, "In our view, the additional debt weakens the school's
financial profile, pressuring maximum annual debt service (MADS)
coverage below 1x and increasing debt burden metrics to elevated
levels. While annual debt service coverage remains sufficient, the
school will be heavily reliant on enrollment growth at the new
campus to meet increased debt service requirements, which are
expected to almost quadruple by fiscal 2027. We expect Foundation
Academy will continue to meet enrollment projections; however, we
believe the increased leverage and expansion risk is better
reflected in the 'BB+' rating."
Friends of FA, a single-purpose New Jersey not-for-profit
corporation, will use the approximately $61 million in debt to
finance the acquisition of a 1.8-acre lot located at 350 Grand
Street in Trenton, New Jersey. Bond proceeds will also be used to
renovate a 60,000-square-foot building on the property that will
serve as the school's new high school campus, plus, on the same
site, construct the expansion/addition of a three-story
30,000-square-foot building, which will include a gym and theatre
for extracurricular programming; fund construction period interest;
pay costs of issuance; and fully fund a debt service reserve fund
(DSRF) deposit.
Post-issuance, total pro forma debt outstanding is approximately
$77.6 million, consisting of the proposed series 2024 bonds, the
remaining series 2018A revenue bonds (series 2018B bonds were paid
in full during fiscal 2024), and a $3.8 million lease liability (as
of fiscal 2023). The series 2024 bonds will be issued with a
35-year maturity, with pro forma aggregate MADS totaling $5.1
million in 2046. When smoothing debt service over a typical 30-year
amortization, we estimate total pro forma MADS increases to
approximately $5.8 million, or an increase of the MADS burden to
22.3% from 20.0% based on the 2023 audit.
The series 2024 bonds are secured by an absolute assignment of
lease payments from Foundation Academy to Friends of FA, a fully
funded DSRF, and a mortgage on the financed facilities. The terms
of the lease agreement between the school and Friends of FA require
the school to make lease payments sufficient to cover annual bond
debt service to the trustee. The series 2024 bonds are essentially
on parity with the series 2018 bonds with substantially similar
security provisions.
The stable outlook reflects S&P Global Ratings' expectation that
the school will continue to meet enrollment projections, such that
operations remain positive, MADS coverage improves closer to 1.00x,
liquidity remains steady, and the debt burden moderates gradually.
S&P said, "We could lower the rating if Foundation Academy misses
enrollment projections, or the school posts operating deficits,
leading to weak MADS coverage or liquidity from current levels. In
addition, we believe the organization has limited additional debt
capacity at the current rating level and, though not currently
planned, any notable additional debt within the outlook period
could result in a negative rating action. Although unlikely over
the outlook period, we could raise the rating in the longer term if
the school can successfully execute its expansion plans with
continued growth in enrollment and generate positive operations,
with MADS coverage improving closer to 1x, while debt metrics
moderate over time."
FTX TRADING: Tech Expert Zixiao Wang Avoids Prison
--------------------------------------------------
Pete Brush of Law360 Bankruptcy Authority reports that on November
20, 2024, a Manhattan federal judge spared tech expert Zixiao
"Gary" Wang from jail time for his involvement in the $11 billion
FTX fraud, citing his cooperation in exposing programming "back
doors" that allowed Sam Bankman-Fried to misappropriate funds from
the bankrupt cryptocurrency exchange.
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.
GLOBALSTAR INC: Satisfies Services Agreements, Pays Off 2023 Notes
------------------------------------------------------------------
Globalstar Inc. disclosed in a Form 8-K Report filed with the U.S.
Securities and Exchange Commission that effective November 5, 2024,
the conditions precedent to the Updated Services Agreements as
described in the Form 8-K filed with the SEC on November 1, 2024,
have been satisfied.
Accordingly, the previously announced transactions have been
consummated, including the full payoff of the Company's 2023 13%
Notes and the issuance and sale of 400,000 Class B Units of the
Company's subsidiary, Globalstar Licensee, LLC.
About Globalstar Inc.
Headquartered in Covington, Louisiana, Globalstar Inc. provides
Mobile Satellite Services including voice and data communications
services globally via satellite. The Company offers these services
over its network of in-orbit satellites and its active ground
stations, which the Company refers to collectively as the
Globalstar System. In addition to supporting Internet of Things
data transmissions in a variety of applications, the Company
provides reliable connectivity in areas not served or underserved
by terrestrial wireless and wireline networks and in circumstances
where terrestrial networks are not operational due to natural or
man-made disasters.
As of March 31, 2024, the Company had $917 million in total assets,
$540 million in total liabilities, and $377 million in total
stockholders' equity.
* * *
Egan-Jones Ratings Company, on September 4, 2024, maintained its
'CC' foreign currency and local currency senior unsecured ratings
on debt issued by Globalstar, Inc.
GRADE A HOME: Files Chapter 11 Bankruptcy in Texas
--------------------------------------------------
On November 4, 2024, Grade A Home LLC filed Chapter 11 protection
in the Southern District of Texas. According to court documents,
the Debtor reports between $500,000 and $1 million in debt owed to
1 and 49 creditors. The petition states funds will be available to
unsecured creditors.
A meeting of creditors under Sec. 341(a) to be held on December 11,
2024 at 9:30 AM, US Trustee Houston Teleconference.
About Grade A Home LLC
Grade A Home LLC is a limited liability company.
Grade A Home LLC sought relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. S.D. Tex. Case No. 24-35197) on November 4,
2024. In the petition filed by Sharif Muhammad, as authorized
representative, the Debtor reports estimated assets between $1
million and $10 million and estimated liabilities between $500,000
and $1 million.
Honorable Bankruptcy Judge Eduardo V. Rodriguez oversees the case.
The Debtor is represented by:
Reese Baker, Esq.
BAKER & ASSOCIATES
950 Echo Ln Ste 300
Houston TX77024-2824
Email: courtdocs@bakerassociates.net
HAIRLAND CORP: To Sell Business Assets to Owner's Brother
---------------------------------------------------------
Hairland Corp. seeks permission from the U.S. Bankruptcy Court for
the District of Puerto Rico, to sell business assets that include
cash register, radio, TV, desk with chair, waiting chairs, mirrors,
and water cooler at a market value of $500.
Other assets include eight barber chairs, eight working stations,
shampoo bowl, scissors, blowers, barber razors, hair cutters and
cameras at a market value of $3,000, for a total estimated value of
$3,500.
The Debtor's owner, Rafael Burgoz Lopez, passed away on January 13,
2024 and the company was administered by his brotker, Carlos R.
Burgos Lopez.
The owner's only heirs, two minor children ages 12 and 14, and
their mother, Lizza M. Diou Rovira, has requested Mr. Burgos to
close the business since she will not take over the same in favor
of her children.
Carlos R. Burgos Lopez wants to purchase all of the Debtor's assets
free and clear of liens and third party interests.
The Debtor proposes that after payment of administrative expenses,
and U.S. Trustee's fees, it will surrender the remaining balance as
per the confirmed plan for no other distribution will continue.
About Hairland Corporation
Headquartered at San Juan, Puerto Rico, Hairland Corporation
manages a barbershop. The Debtor filed a petition for relief under
Chapter 11 of the Bankruptcy Code (Bankr. D.P.R. Case No. 17-00286)
on Jan. 23, 2017.
Judge Enrique S Lamoutte Inclan presides over the case.
The Debtor is represented by Emily Darice Davila Rivera, Esq., at
the Law Office of Emily D. Davila Rivera.
HARBOR DRIVE: Gerard Luckman Named Subchapter V Trustee
-------------------------------------------------------
The U.S. Trustee for Region 2 appointed Gerard Luckman, Esq., at
Forchelli Deegan Terrana, LLP as Subchapter V trustee for Harbor
Drive, LLC.
Mr. Luckman will be paid an hourly fee of $695 for his services as
Subchapter V trustee and will be reimbursed for work-related
expenses incurred.
Mr. Luckman declared that he is a disinterested person according to
Section 101(14) of the Bankruptcy Code.
The Subchapter V trustee can be reached at:
Gerard R. Luckman, Esq.
Forchelli Deegan Terrana, LLP
333 Earle Ovington Blvd., Suite 1010
Uniondale, NY 11553
Tel: (516) 812-6291
Email: gluckman@ForchelliLaw.com
About Harbor Drive
Harbor Drive, LLC is the owner of a parcel of real property in
Brooklyn, N.Y., encumbered by a mortgage lien.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. E.D. N.Y. Case No. 24-44525) on October 31,
2024, with $1 million to $10 million in assets and liabilities.
Judge Nancy Hershey Lord presides over the case.
HARDINGE INC: Unsecureds Will Get 0% to 10% in Liquidating Plan
---------------------------------------------------------------
Hardinge Inc., and affiliates filed with the U.S. Bankruptcy Court
for the District of Delaware a Combined Disclosure Statement and
Chapter 11 Plan of Liquidation dated October 9, 2024.
The Debtors were a global leader in the design, manufacture and
distribution of precise, advanced metal-cutting machine tool
solutions. The Company also provided post-sale support services and
maintenance training, in-field maintenance, and in-field repair.
In late-May 2024, the Debtors engaged Houlihan to serve as their
investment banker to begin exploring strategic alternatives to
address upcoming debt maturities and liquidity constraints. Upon
its retention, Houlihan immediately began conducting due diligence
with respect to the Assets and the Debtors' operations. Subsequent
to its initial assessment of alternatives and timing of a marketing
process, Houlihan began marketing preparations, including
determining market interest in (a) a potential sale of the Debtors'
business or (b) a new debt financing deal that would be coupled
with a restructuring of existing debt claims.
One of these proposals was from Centre Lane to, through one or more
affiliates or newly formed affiliate entities, purchase the secured
debt, provide an incremental bridge facility immediately after
closing the proposed debt sale, provide a debtor in possession
financing facility in chapter 11, and to serve as the stalking
horse bidder for substantially all of the Debtors' and their
non-debtor subsidiaries businesses, except Weisser.
On July 29, 2024, the Debtors filed the Bidding Procedures Motion
seeking approval of, among other things, (a) bidding procedures
governing the potential auction and sale of the Debtors' assets and
(b) the Debtors' entry into the Stalking Horse APA. On August 21,
2024, the Court entered the Bidding Procedures Order by which the
Court, inter alia, (i) approved procedures setting forth the
process by which the Debtors were authorized to conduct a marketing
and auction process for the sale or sales of substantially all of
the Debtors' assets through one or more sale transactions, (ii)
approved the Debtors' entry into the Stalking Horse APA, and
scheduling the sale hearing.
Prior to the hearing to approve the Stalking Horse APA, however,
the Committee raised informal objections to the Stalking Horse APA
and Stalking Horse Sale Order as well as to the proposed Final DIP
Order. In addition, the Debtors received a bid from Ohio Tool Work,
LLC with respect to the Debtors' assets related to the Debtors'
Ohio Tool Works business (the "OTW Assets"), which were also
covered by the Stalking Horse APA.
Working with the Committee, the Stalking Horse Purchaser and Ohio
Tool Work, LLC, the Committee's objections were resolved and on
September 17, 2024, the Court entered the Stalking Horse Sale Order
and the OTW Sale Order, which sales closed on September 17 and 18,
2024, respectively.
The Committee's informal objections to the proposed Stalking Horse
Sale Order and the proposed Final DIP Order were resolved with the
Stalking Horse Purchaser and the Prepetition First Lien and DIP
Lender and, on or about September 12, 2024, the Stalking Horse
Purchaser and the Committee entered into the Committee Resolution
Term Sheet. The Committee Resolution Term Sheet provided, among
other things, the following key terms:
* Funding. The Stalking Horse Purchaser and the DIP Lenders
will fund $3,000,000 in the aggregate, inclusive of amounts
budgeted for the Committee's professional in the budget filed with
the Interim DIP Order (the "CLP Funding Amount"), which is intended
to cover (i) $1,350,000 of allowed, unpaid professional fees and
expenses of the Committee incurred in the period prior to and
following the Close of Sale of the Stalking Horse Purchase, and
(ii) $1,650,000 of wind down expenses (the "Wind-Down Amount"),
including the Initial GUC Trust Funding Amount of $500,000 to be
segregated by the Debtors and, subject to further order of the
Court, is to be utilized for the funding of the GUC Trust for the
benefit of general unsecured creditors.
* Stalking Horse Purchaser Contributions. The Stalking Horse
Purchaser shall pay or assume the administrative and priority
claims set forth in the Stalking Horse APA, including, for example,
(i) postpetition payables [§3.1(a)(iv)]; (ii) section 503(b)(9)
liability [§3.1(a)(xviii)]; (iii) payroll, PTO, and WARN Act
Liability [Exhibit C; §3.1(a)(iv), (ix), (xiii)]; (iv) Houlihan
Lokey fee [Exhibit C]; (v) certain taxes [§3.1(a)(xvi), (xvii)];
and (vi) U.S. Trustee fees.
Class 6 consists of all General Unsecured Claims against the
Debtors. Except to the extent that a Holder of an Allowed General
Unsecured Claim has agreed to a less favorable treatment of such
Claim, and only to the extent that any such Allowed General
Unsecured Claim has not been paid by any applicable Debtor prior to
the Effective Date, in full and final satisfaction of each Allowed
General Unsecured Claim, each Holder of an Allowed General
Unsecured Claim shall receive such Holder's Pro Rata share of the
GUC Trust Assets as full and complete satisfaction of their Claims,
which claims shall not be assumed by, and are extinguished and
discharged against the Reorganized Debtor.
The Debtors estimate that the aggregate amount of Allowed General
Unsecured Claims, taking into account the assumption of liabilities
under the APAs and Sale Orders, the Debtors' Schedules, and Claims
asserted against the Estates, will be approximately $7-10 million.
Pursuant to the Committee Resolution Term Sheet, Prepetition Lender
has agreed to forgo distributions under the Plan on account of any
Deficiency Claims the Prepetition Lender may hold without waiver of
any such Deficiency Claims. This Class will receive a distribution
of 0% to 10% of their allowed claims. Class 6 is Impaired.
Class 8 consists of all Equity Interests in the Debtors. On the
Effective Date, all Equity Interest in the Debtors shall be
cancelled, released, and extinguished.
The Plan provides for the liquidation and distribution of all of
the Debtors' remaining assets. The Debtors will be providing to the
GUC Trust the Initial GUC Trust Funding Amount in cash on the
Effective Date to fund the GUC Trust which fund the GUC Trustee may
use to make distributions to creditors or to pursue the GUC Estate
Causes of Action. Accordingly, the Debtors believe that all chapter
11 plan obligations will be satisfied without the need for further
reorganization of the Debtors.
A full-text copy of the Combined Disclosure Statement dated October
9, 2024 is available at https://urlcurt.com/u?l=8Kkxq0 from
PacerMonitor.com at no charge.
Counsel to the Debtors:
Mark L. Desgrosseilliers, Esq.
Robert A. Weber, Esq.
Chipman Brown Cicero & Cole, LLP
Hercules Plaza
1313 N. Market Street, Suite 5400
Wilmington, DE 19801
Tel: (302) 295-0196
Email: desgross@chipmanbrown.com
weber@chipmanbrown.com
-and-
Gregg M. Galardi, Esq.
Lindsay C. Barca, Esq.
Ropes & Gray LLP
1211 Avenue of the Americas
New York, NY 10036
Telephone: (212) 596-9000
Facsimile: (212) 596-9090
Email: gregg.galardi@ropesgray.com
About Hardinge Inc.
Hardinge Inc. globally designs, manufactures, and distributes
computer-controlled metal cutting lathes, grinding and related
tooling, and accessories. It markets its products in the United
States, Europe, and Asia. The company is based in Elmira, N.Y.
Hardinge and its affiliates sought relief under Chapter 11 of the
U.S. Bankruptcy Code (Bankr. D. Del. Lead Case No. 24-11605) on
July 29, 2024. In its petition, Hardinge reported $100 million to
$500 million in both assets and liabilities.
Judge J. Kate Stickles oversees the cases.
The Debtors tapped Ropes & Gray, LLP and Chipman Brown Cicero &
Cole, LLP as bankruptcy counsels; Houlihan Lokey Capital, Inc. as
financial advisor and investment banker; Adrian Frankum of Ankura
Consulting Group, LLC as chief restructuring officer; and C Street
Advisory Group, LLC as strategic communications advisor. Kroll
Restructuring Administration, LLC is the claims and noticing agent
and administrative advisor.
HEARTHSIDE FOOD: Prepares Chapter 11 Bankruptcy Filing
------------------------------------------------------
Reshmi Basu of Bloomberg News reports that Hearthside Food
Solutions, a snack maker, is preparing to file for bankruptcy,
according to sources familiar with the matter who spoke on
condition of anonymity.
The company, which manufactures and packages products such as
granola bars and frozen burritos for prominent brands, has been
negotiating a restructuring plan where its private equity owners
would relinquish control to creditors, as reported by Bloomberg.
The talks come as Hearthside, owned by Charlesbank Capital Partners
and Partners Group Holding AG, faces nearly $2 billion in debt, the
report states.
About Hearthside Food Solutions
Hearthside Food Solutions -- https://www.hearthsidefoods.com/-- is
a leader in modern manufacturing and produces some of the world's
most iconic foods from leading brands.
HIRSCH GLASS: Brian Hofmeister Named Subchapter V Trustee
---------------------------------------------------------
The U.S. Trustee for Regions 3 and 9 appointed Brian Hofmeister,
Esq., as Subchapter V trustee for Hirsch Glass Corporation.
Mr. Hofmeister will be paid an hourly fee of $400 for his services
as Subchapter V trustee and will be reimbursed for work-related
expenses incurred.
Mr. Hofmeister declared that he is a disinterested person according
to Section 101(14) of the Bankruptcy Code.
The Subchapter V trustee can be reached at:
Brian W. Hofmeister, Esq.
3131 Princeton Pike
Building 5, Suite 110
Lawrenceville, NJ 08648
Phone: (609) 890-1500
Email: bwh@hofmeisterfirm.com
About Hirsch Glass Corporation
Hirsch Glass Corporation is a stone supplier in New Jersey.
Hirsch Glass sought relief under Chapter 11 of the Bankruptcy Code
(Bankr. D.N.J. Case No. 24-20881) on November 1, 2024, with total
assets of $6,562,458 and total liabilities of $2,554,600. Helen
Zhao, partner and executive vice president, signed the petition.
The Debtor is represented by:
Marc C. Capone, Esq.
Gillman Capone, LLC
60 Highway 71 Unit 2
Spring Lake, NJ 07762
Tel: (732) 528-1166
Email: mcapone@gillmancapone.com
HYPERION EDUCATION: Aleida Molina Named Subchapter V Trustee
------------------------------------------------------------
The U.S. Trustee for Region 21 appointed Aleida Martinez Molina,
Esq., as Subchapter V trustee for Hyperion Education Town Center,
LLC.
Ms. Molina will be paid an hourly fee of $450 for her services as
Subchapter V trustee and will be reimbursed for work-related
expenses incurred.
Ms. Molina declared that she is a disinterested person according to
Section 101(14) of the Bankruptcy Code.
The Subchapter V trustee can be reached at:
Aleida Martinez Molina, Esq.
2121 NW 2nd Avenue, Suite 201
Miami, FL 33127
Telephone: (305) 297-1878
Email: Martinez@subv-trustee.com
About Hyperion Education Town Center
Hyperion Education Town Center, LLC, doing business as Childcare of
Brando, provides childcare and educational programs for children
ages 2 years to 12 years old. It offers a variety of programs
including early preschool, preschool, and Voluntary prekindergarten
(VPK). Hyperion also offers after school care and summer camps for
elementary age children at varying locations.
Hyperion sought relief under Subchapter V of Chapter 11 of the U.S.
Bankruptcy Code (Bankr. S.D. Fla. Case No. 24-21550) on November 1,
2024. In the petition filed by Jeffrey J. Renard, as manager, the
Debtor reports total assets of $10,923 and total liabilities of
$2,160,241.
Bankruptcy Judge Erik P. Kimball handles the case.
The Debtor is represented by:
Robert C. Furr, Esq.
Furr & Cohen
2255 Glades Road, Suite 419A
Boca Raton, FL 33431
Email: rfurr@furrcohen.com
IDEAL PROPERTY: Court OKs Use of Cash Collateral Thru Dec. 12
-------------------------------------------------------------
The U.S. Bankruptcy Court for the Eastern District of Washington
granted Ideal Property Investments, LLC interim authority to use
cash collateral.
The interim order authorized the company to use cash collateral
through Dec. 12 to pay operating expenses set forth in its
projected budget. Ideal Property can exceed the budgeted line items
by up to 10%, subject to adjustments.
The projected budget shows total operating expenses of $393,502,
which include payments to secured lenders.
Ideal Property was authorized to make adequate protection payments
of $11,287 to First Federal Bank, $14,402 to Socotra REIT I, LLC,
and $10,609 to Cadence. In addition, these secured lenders were
granted replacement liens on the company's post-petition assets.
The next hearing is scheduled for Dec. 11.
About Ideal Property Investments
Ideal Property Investments, LLC is primarily engaged in renting and
leasing real estate properties. The company is based in Everett,
Wash.
Ideal Property Investments filed Chapter 11 petition (Bankr. E.D.
Wash. Case No. 24-01421) on September 5, 2024, with $50 million to
$100 million in assets and $100 million to $500 million in
liabilities.
Judge Frederick P. Corbit oversees the case.
Laurie Thornton, Esq., at DBS Law is the Debtor's bankruptcy
counsel.
IMERYS TALC: Plan Confirmation Hearing Set in April 2025
--------------------------------------------------------
The U.S. Bankruptcy Court for the District of Delaware will hold
hearing on April 22, 23, & 24, 2025 at 10:00 a.m. (Prevailing
Eastern Time), before the Hon. Laurie Selber Silverstein at the
Bankruptcy Court, located at 824 North Market Street, Sixth Floor,
Courtroom No. 2, Wilmington, Delaware, to confirm the second joint
Chapter 11 plan of reorganization of Imerys Talc America Inc. and
its debtor-affiliates and the first amended Chapter 11 plan of
reorganization of Cyrus Mines Corporation. Objection to the
confirmation of the Chapter 11 plans, if any, must be filed on
March 26, 2025, no later than 4:00 p.m. (Prevailing Eastern Time).
Deadline to vote to accept or reject the Debtors' Chapter 11 plans
is Dec. 16, 2024, at 4:00 p.m. (Prevailing Eastern Time). If you
have not received a ballot and are entitled to vote on Imerys plan
and the Cyprus plan, you may request a ballot and voting
instructions from the solicitation agent by email at
iandctalcinfo@ra.kroll.com or by calling (844) 514-9092 (US /
Canada Toll-Free) or +1 (646) 777-2342 (International, toll), and
submit your ballot before the voting deadline.
Class Designation Treatment Recovery
----- ----------- --------- --------
1 Priority Non- Unimpaired 100%
Tax Claims
2 Secured Claims Unimpaired 100%
3a Unsecured Unimpaired 100%
Claims against
the North
American
Debtors
3b Unsecured Unimpaired 100%
Claims
against ITI
4a Talc Personal Impaired 0.4% - 1.6%
Injury Claims -
Fund A Claims
4b Talc Personal Impaired 1.9% - 6.0%
Injury Claims -
Fund B Claims
5a Non-Debtor
Intercompany Unimpaired (See Treatment)
Claims
5b Debtor Unimpaired 100%
Intercompany
Claims
6a Equity Unimpaired (See Treatment)
Interests in
ITA and ITC
6b Equity Unimpaired 100%
Interests in
ITV
6c Equity Unimpaired 100%
Interests in
ITI
Pursuant to the combined solicitation procedures, all talc personal
injury claims in Class 4a and Class 4b of the plans will be
temporarily allowed in the amounts set forth in the combined
solicitation procedures. Holders of Talc Personal Injury claims
agents the Imerys Debtors and Cyprus Debtor may file a motion in
applicable Chapter 11 case, pursuant to Bankruptcy Rule 3018(a),
seeking temporary allowance of their claim in a different amount
for purposes of voting to accept or reject the Imerys Plan and
Cyprus Plan, as applicable. Any such Rule 3018 motion must be file
in the applicable Chapter 11 case and served no later than Nov. 22,
2024, at 4:00 p.m. (Prevailing Eastern Time).
The Imerys Plan and Cyprus Plan propose certain releases and
injunctions in furtherance of the Imerys Plan. Both Plans propose
a channeling injunction that permanently channels all talc personal
injury claims against the Imerys Debtors and the Imerys protected
parties to a trust established pursuant to section 105 and 524(g)
of the Bankruptcy Code. In addition, the Plans propose an
injunction that permanently enjoins the pursuit of any claim
against or interest in the Imerys and Cyprus Debtors, the
reorganized Imerys and Cyprus Debtors, the talc personal injury
trust, or any of their respective property to the extend that such
claim or interest has been discharged, released, waived, settled,
or deemed satisfied in accordance with the Imerys and Cyprus
Plans.
Furthermore, the plans proposes establishing a trust to resolve all
talc personal injury claims against the Debtors. Persons and
entities with talc persona injury claims will be forever barred
from asserting their claims against the Debtor and the other
protected parties specified in the Plans. If the plans are
approved by the Court, all current and future holders of talc
personal injury claims against the Debtors can requests and receive
money only from the talc personal injury trust.
A full-text copy of the Debtors' disclosure statement is available
for free at https://tinyurl.com/5br5788z
A full-text copy of the Debtors' Chapter 11 plan of reorganization
is available for free at https://tinyurl.com/3fj4swv2
About Imerys Talc America
Imerys Talc America, Inc. and its subsidiaries --
https://www.imerys-performance-additives.com/ -- are in the
business of mining, processing, selling and distributing talc. Its
talc operations include talc mines, plants and distribution
facilities located in Montana (Yellowstone, Sappington, and Three
Forks); Vermont (Argonaut and Ludlow); Texas (Houston); and
Ontario, Canada (Timmins, Penhorwood, and Foleyet). It also
utilizes offices located in San Jose, Calif., and Roswell, Ga.
Imerys Talc America and its subsidiaries, Imerys Talc Vermont,
Inc., and Imerys Talc Canada Inc., sought Chapter 11 protection
(Bankr. D. Del. Lead Case No. 19-10289) on Feb. 13, 2019. The
Debtors were estimated to have $100 million to $500 million in
assets and $50 million to $100 million in liabilities as of the
bankruptcy filing.
Judge Laurie Selber Silverstein oversees the cases.
The Debtors tapped Richards, Layton & Finger, P.A., and Latham &
Watkins LLP as their legal counsel, Alvarez & Marsal North America,
LLC as financial advisor, and CohnReznick LLP as restructuring
advisor. Prime Clerk, LLC, is the claims agent.
The U.S. Trustee for Region 3 appointed an official committee of
tort claimants in the Debtors' Chapter 11 cases. The tort
claimants' committee is represented by Robinson & Cole, LLP.
INFINERA CORP: UBS Group AG Holds 6.14% Equity Stake
----------------------------------------------------
UBS Group AG disclosed in a Schedule 13G filed with the U.S.
Securities and Exchange Commission that as of September 30, 2024,
it beneficially owned 14,484,028 shares of Infinera Corp.'s common
stock, representing 6.14% of the shares outstanding.
A full-text copy of UBS Group's SEC Report is available at:
https://tinyurl.com/yz8fvrdy
About Infinera Corp.
Headquartered in Sunnyvale, Calif., Infinera Corp. --
www.infinera.com -- is a semiconductor manufacturer and global
supplier of networking solutions comprised of networking equipment,
optical semiconductors, software and services. The Company's
portfolio of solutions includes optical transport platforms,
converged packet-optical transport platforms, compact modular
platforms, optical line systems, coherent optical engines and
subsystems, a suite of automation software offerings, and support
and professional services. Leveraging its U.S.-based compound
semiconductor fabrication plant and in-house test and packaging
capabilities, the Company designs, develops and manufactures indium
phosphide-based photonic integrated circuits for use in its
vertically integrated, high-capacity optical communications
products.
Infinera reported a net loss of $25.21 million for the year ended
Dec. 30, 2023, compared to a net loss of $76.04 million for the
year ended Dec. 31, 2022. As of June 29, 2024, Infinera had $1.52
billion in total assets, $604.45 million in total current
liabilities, $660.42 million in long-term debt, $14.52 million in
long-term accrued warranty, $21.98 million in long-term deferred
revenue, $1.69 million in long-term deferred tax liability, $44.79
million in long-term operating lease liabilities, $39.38 million in
other long-term liabilities, and $131.59 million in total
stockholders' equity.
* * *
Egan-Jones Ratings Company, on September 18, 2024, maintained its
'CC' foreign currency and local currency senior unsecured ratings
on debt issued by Infinera Corporation.
INNOVATE CORP: Reports $16.2 Million Net Loss in Fiscal Q3
----------------------------------------------------------
Innovate Corp. filed with the U.S. Securities and Exchange
Commission its Quarterly Report on Form 10-Q reporting a net loss
of $16.2 million on $242.2 million of revenues for the three months
ended September 30, 2024, compared to a net loss of $8.6 million on
$375.3 million of revenues for the three months ended September 30,
2023.
For the nine months ended September 30, 2024, the Company reported
a net loss of $22.4 million on $870.5 million of total revenues,
compared to a net loss of $28.3 million on $1.1 billion of total
revenues for the same period in 2023.
Going Concern
As of November 6, 2024, there is substantial doubt about the
Company's ability to continue as a going concern within the next 12
months. According to the Company, the principal conditions leading
to this conclusion are the upcoming maturities of current debt at
certain of the Company's subsidiaries as well as from certain
cross-default provisions in the Company's Senior Secured Notes.
Based on these conditions, the Company may not be able to meet its
obligations at maturity and comply with certain cross-default
provisions under the Senior Secured Notes over the next 12 months.
The Company plans to alleviate these conditions through various
initiatives it is currently exploring, including refinancing the
debt at Broadcasting and DBMG, pursuing asset sales, and raising
additional capital. However, there can be no assurance that the
Company will have the ability to raise additional capital when
needed, be successful in any asset sales, or refinance its existing
debt, on attractive terms, or at all, nor any assurances that
lenders will provide additional extensions, waivers or amendments
in the event of future non-compliance with the Company's debt
covenants or other possible events of default. Further, there can
be no assurance that the Company will be able to execute a
reduction, extension, or refinancing of the debt, or that the terms
of any replacement financing would be as favorable as the terms of
the debt prior to the maturity date. There can be no assurance that
these plans will be successfully implemented or that they will
mitigate the conditions that raise substantial doubt about the
Company's ability to continue as a going concern. The inability to
refinance or extend the maturity of the current debt at the
Company's subsidiaries, or to raise sufficient cash to pay the debt
at maturity would have a material adverse effect on the Company's
financial condition and likely cause the price of the Company's
common stock to decline.
Management Commentary:
"INNOVATE continued its momentum in the third quarter, delivering
solid third quarter financial results while achieving key
milestones across our business segments," said Avie Glazer,
Chairman of INNOVATE. "Despite lower-than-expected sales at the
Infrastructure segment, DBMG experienced a strong booking quarter,
indicating they are well positioned to execute given the current
market backdrop. At Life Sciences, R2 once again achieved record
high Glacial system unit sales in North America in the third
quarter, a 247% increase in units sold over the same period last
year, while MediBeacon remains focused on working with the U.S.
Food and Drug Administration ("FDA") as they conduct their
substantive review of the kidney monitoring system. At Spectrum, we
continue to see significant growth in both sales and profitability
during the third quarter, as well as year-to-date."
"The performance within our three operating segments drove our
third quarter financial results.," said Paul Voigt, INNOVATE's
Interim CEO. "At DBM, while sales were lower in the quarter due to
project timing, the Company delivered strong margin performance and
a strong bookings performance. At Pansend, R2 unit sales in North
America maintained their strong momentum, achieving significant
growth again this quarter. Broadcasting continues to expand its
platform by adding new networks, which drove top and bottom line
results in that business."
As of September 30, 2024, the Company had $897.2 million in total
assets, $1.02 billion in total liabilities, $15.8 million in total
temporary equity, and $141.1 million in total stockholders'
deficit.
A full-text copy of the Company's Form 10-Q is available at:
https://tinyurl.com/z37h952z
About Innovate
New York-based Innovate Corp. -- innovatecorp.com -- is a
diversified holding company that has a portfolio of subsidiaries in
a variety of operating segments. The Company seeks to grow these
businesses so that they can generate long-term sustainable free
cash flow and attractive returns in order to maximize value for all
stakeholders. As of Dec. 31, 2023, its three operating platforms or
reportable segments, based on management's organization of the
enterprise, are Infrastructure, Life Sciences, and Spectrum, plus
its Other segment, which includes businesses that do not meet the
separately reportable segment thresholds.
Innovate incurred a net loss of $38.9 million in 2023, compared to
a net loss of $42 million in 2022.
* * *
In May 2024, S&P Global Ratings lowered its issuer credit rating on
Innovate Corp. to 'CCC' from 'CCC+' and its rating on the company's
senior notes due 2026 to 'CCC+' from 'B-'. The recovery rating on
the notes remains '2′, indicating its expectation for meaningful
(75%) recovery in the event of a default. The negative outlook
reflects S&P's view that the company's liquidity will be under
stress in the next six to 12 months, such that sources are unlikely
to meet uses absent any unforeseen positive developments.
The downgrade indicates S&P Global Ratings' view that Innovate's
liquidity will be strained for the next six to 12 months and that
the risk of its failure to make interest payments has increased. As
of March 31, 2024, the company had corporate-level cash and
equivalents of $9.2 million and was fully drawn on its $20 million
line of credit. While the company receives cash flows from dividend
payments and tax share agreements from its subsidiary DBM Global
Inc., S&P believes it may be strained to make the $39 million in
interest payments on its corporate-level debt over the next 12
months.
INTRUM AB: Defends Prepacked Chapter 11 Plan in Texas
-----------------------------------------------------
Vince Sullivan of Law360 Bankruptcy Authority reports that on
November 18, 2024, a debt collection service provider based in
Stockholm told a Texas bankruptcy court that its proposed two-step
restructuring plan is the only viable option to address imminent
debt maturities and restructure its business.
About Intrum AB
Intrum AB is a provider of credit management services with a
presence in 20 markets in Europe. By helping companies to get paid
and supporting people with their late payments, Intrum leads the
way to a sound economy and plays a critical role in society at
large. Intrum has circa 10,000 dedicated professionals who serve
around 80,000 companies across Europe. In 2023, income amounted to
SEK 20.0 billion. Intrum is headquartered in Stockholm, Sweden and
publicly listed on the Nasdaq Stockholm exchange. On the Web:
http://www.intrum.com/
On November 15, 2024, Intrum AB and U.S. affiliate Intrum AB of
Texas LLC each filed a voluntary petition for the relief under
Chapter 11 of the United States Bankruptcy Code in the United
States Bankruptcy Court for the Southern District of Texas (Bankr.
S.D. Tex. Lead Case No. 24-90575) to seek confirmation of their
Prepackaged Reorganization Plan.
The cases are pending before the Honorable Christopher M. Lopez.
Milbank LLP and Porter Hedges LLP are serving as counsel in the
U.S. restructuring. Houlihan Lokey is the advisor to Intrum. Kroll
Issuer Services Limited is the information agent. Kroll
Restructuring Administration is the claims agent. Brunswick Group
is also serving as advisers to Intrum.
Latham & Watkins LLP and Latham & Watkins (London) LLP, and
Advokatfirmaet Schjodt AS, are advising a group of bondholders
holding widely across Intrum AB's notes issuances (the "Notes Ad
Hoc Group"). PJT Partners (UK) Limited is financial advisor to the
noteholder ad hoc group.
Weil Gotshal & Manges LLP is representing a group of short-dated
bondholders holding primarily 2024- and 2025-maturing notes
("Minority Ad Hoc Group").
Ropes & Gray LLP is representing another minority group of
bondholders.
Clifford Chance US LLP is counsel to the group that collectively
holds approximately 76% of the total commitments under the RCF (the
"RCF Steerco Group").
ISLANDS INTERNATIONAL: Aaron Cohen Named Subchapter V Trustee
-------------------------------------------------------------
The U.S. Trustee for Region 21 appointed Aaron Cohen, Esq., a
practicing attorney in Jacksonville, Fla., as Subchapter V trustee
for Islands International Group, Inc.
Mr. Cohen will be paid an hourly fee of $315 for his services as
Subchapter V trustee and will be reimbursed for work-related
expenses incurred.
Mr. Cohen declared that he is a disinterested person according to
Section 101(14) of the Bankruptcy Code.
The Subchapter V trustee can be reached at:
Aaron R. Cohen, Esq.
P.O. Box 4218
Jacksonville, FL 32201
Tel: (904) 389-7277
Email: aaron@arcohenlaw.com
About Islands International Group
Islands International Group, Inc. sought protection under Chapter
11 of the U.S. Bankruptcy Code (Bankr. M.D. Fla. Case No. 24-05973)
on November 1, 2024, with $100,001 to $500,000 in assets and
liabilities.
R. Scott Shuker, Esq., at Shuker & Dorris, P.A. represents the
Debtor as legal counsel.
IVF ORLANDO: Gets Interim OK to Use Cash Collateral Thru 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.
The budget shows total expenses of $108,282.81, which include
payroll, rent and vendor payments.
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.
JANE STREET: S&P Alters Outlook to Positive, Affirms 'BB' ICR
-------------------------------------------------------------
On Nov. 20, 2024, S&P Global Ratings revised the outlook on its
issuer credit rating on Jane Street Group LLC to positive from
stable. S&P also affirmed its 'BB' issuer credit and secured debt
ratings on the company.
As a market maker, Jane Street operates on lit exchanges and dark
pools, where it posts bid and ask offers using proprietary
algorithms and pockets the spread. In its institutional client
business, Jane Street employs physical traders who execute clients'
orders--notably asset managers' orders--on a bilateral basis to
provide liquidity under various market conditions. By doing this,
it directly competes with large banks.
In North American equities, its market share (excluding ETFs)
surged from 4% in 2021 to greater than 10% last year. The company
is now a leading player in the equity wholesaling segment, where it
buys and executes order flows from retail brokers' clients
(although it remains smaller than the two largest incumbents in
this segment, Citadel Securities and Virtu).
Likewise, the company has gained good market share in options, and
it recently entered the options wholesaling business. Jane Street
is also particularly active now in fixed income, whether on
electronic platforms (such as MarketAxess for corporate bonds) or
in portfolio trading on a bilateral basis.
In ETFs, Jane Street continues to leverage its strong capital base,
and it remains the world leader in hard-to-price and hard-to-hedge
ETFs (notably international ETFs), where spreads--and therefore,
profits--are higher than they are for more commoditized ETFs.
Beyond achieving sizable market share gains, Jane Street--like its
peer technology-driven trading firms--benefits from the structural
tailwinds that are affecting the markets it operates in. They
include a secular increase in the electronification of fixed-income
markets and the steady rise of ETFs (which now account for nearly a
third of U.S. equity volume).
In principal trades, the company operates like a hedge fund and
deploys longer-duration strategies (such as statistical arbitrage)
that may play out over a couple of days or longer.
Although the very fast growth has increased trading, operational,
and credit risks, Jane Street's record net trading revenue, growth
in net income, and earnings retention have been accretive to its
already high capital base. As of March 2024, Jane Street operated
with Members'equityof about $24 billion, by far the largest equity
base among the technology-driven trading firms that we rate.
S&P said, "We estimate that Jane Street had a risk-adjusted capital
(RAC) ratio of 16% in June, one of the two highest capital ratios
in its group of rated peers (Citadel Securities had the other). We
expect our RAC ratio for Jane Street to decrease by the end of this
year, following an earnings distribution to the partners, but we
still expect it to stay above 13%."
The firm added $3.4 billion of long-term debt this year, over four
separate transactions: $850 million in two term loan upsizes and
$2.55 billion in two notes issuances (with $1.15 billion being
added in October).
The addition of stable funding resources, coupled with a surge in
shareholders' equity, has contributed to Jane Street's improving
funding position, as measured by our gross stable funding ratio
(which climbed to 74.2% at the end of June 2024 from 66.1% at the
end of 2023).
S&P also views positively the implementation of longer notice
periods with prime brokers, ensuring higher funding stability in a
stress scenario.
The ratio of margin to S&P Global Ratings' net trading capitalis
65%, pro forma for the term loan upsize in September and the debt
issuance in October. This ratio is S&P's preferred metric for
measuring liquidity. The 65% figure for Jane Street shows that it
would have good capacity to meet incremental margin calls in a
stress scenario, although with less of a cushion than some of its
higher-rated peers.
The firm uses its considerable trading capital as a strategic
advantage, and it doesn't shy away from putting capital at risk
opportunistically. S&P sees this in the volatility of its daily and
weekly profit and loss (P&L) and its trading book value at risk.
S&P believes the company's commitment to providing liquidity to the
markets under various conditions may bring risks--notably, at times
of higher volatility.
However, S&P thinks there are a couple of mitigating factors from a
risk management standpoint. First, Jane Street regularly buys "out
of the money" options on major indices, commodities, and Treasuries
as downside protection. These positions would pay off in a market
crash scenario, as they did in 2020.
Second, S&P views the compensation framework as probably less
conducive to excessive risk-taking than at some of its peers. This
is because individual traders and quants are compensated based on a
variety of factors, including their contributions to research,
their understanding of market dynamics, and their cooperation with
other teams.
JML ENGINEERING: Mark Sharf Named Subchapter V Trustee
------------------------------------------------------
The U.S. Trustee for Region 17 appointed Mark Sharf, Esq., a
practicing attorney in Los Angeles, as Subchapter V trustee for JML
Engineering & Construction, Inc.
Mr. Sharf will charge $660 per hour for his services as Subchapter
V trustee and will seek reimbursement for work-related expenses
incurred.
Mr. Sharf declared that he is a disinterested person according to
Section 101(14) of the Bankruptcy Code.
The Subchapter V trustee can be reached at:
Mark Sharf, Esq.
6080 Center Drive, 6th Floor
Los Angeles, CA 90045
Telephone: (323) 612-0202
Email: mark@sharflaw.com
About JML Engineering & Construction
JML Engineering & Construction, Inc. is a specialty contractor that
serves the San Ramon, California area and specializes in paving and
surfacing, landscaping, concrete, and irrigation.
JML sought relief under Subchapter V of Chapter 11 of the U.S.
Bankruptcy Code (Bankr. N.D. Calif. Case No. 24-41729) on October
30, 2024, with $1 million to $10 million in both assets and
liabilities. John Michael Shearer, chief executive officer and
chief financial officer, signed the petition.
Judge William J. Lafferty handles the case.
The Debtor is represented by:
C. Alex Naegele, Esq.
C. Alex Naegele, A Professional Law Corporation
10080 North Wolfe Road, Suite SW32000
Cupertino, CA 95014
Tel: 408-883-8994
Email: alex@canlawcorp.com
JORDAN HEALTH: Court Approves Nov. 19 Auction for All Assets
------------------------------------------------------------
The U.S. Bankruptcy Court for the District of Delaware approved the
bidding procedures for the sale of substantially all of the assets
of Jordan Health Products I Inc. and its debtor-affiliates.
The auction will take place on Nov. 19, 2024, at 10:00 a.m.
(Prevailing Eastern Time) at the offices of Polsinelli C, 222
Delaware Avenue, Suite 1101, Wilmington, Delaware 19801. The bid
deadline was on Nov. 15, 2024.
A hearing will be held t confirm the results of the auction and
approve the transactions contemplated in the bid procedures and the
bid procedures and sale motion to the applicable successful bidder
at the auction before the Hon. Thomas M. Moran, Courtroom #7, U.S.
Bankruptcy Court for the District of Delaware, 824 North Market
Street, Wilmington, Delaware 19801 on Nov. 22, 2024, at 11:00 a.m.
(Prevailing Eastern Time).
According to the Court Documents, the Debtors believe that the
prompt sale of the Assets represents the best, and likely only,
option available to maximize value for all stakeholders in these
Chapter 11 Cases. Moreover, it is critical for the Debtors to
execute on any sale transaction as expeditiously as possible, as
the Debtors are utilizing the DIP lenders’ financing and the
prepetition lenders' cash collateral in order to conduct this sale
process. Therefore, time is of the essence.
The Debtors said that the aggregate consideration for the purchase
of the acquired assets will be: (a) Purchaser's assumption of the
Assumed Liabilities plus (b) a credit bid pursuant to Section
363(k) of the Bankruptcy Code of the Prepetition Loan Obligations
in the aggregate amount of $72,500,000 outstanding as of the
Closing.
About Jordan Health Products I, Inc.
Jordan Health Products I, Inc., doing business as Avante Health
Solutions, is a provider of medical equipment solutions, selling
new and refurbished equipment, parts, service, support, and
training to healthcare facilities worldwide. Several Avante
businesses act as independent service organizations ("ISO") for
various medical facilities to provide maintenance and support
services for equipment manufactured and produced by other companies
(known as original equipment manufacturers, or "OEMs").
Jordan Health Products I, Inc. and its affiliates sought protection
under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Del. Lead
Case No. 24-12271) on Oct. 8, 2024. In the petitions signed by Rob
Hubbard, chief restructuring officer, the Debtors disclosed up to
$100 million in estimated assets and up to $500 million in
estimated liabilities.
The Debtors tapped Polsinelli PC as counsel, Riveron Management
Services, LLC as restructuring advisor, and Livingstone Partners
LLC as investment banker. Omni Agent Solutions, Inc., is the
Debtors' notice, claims, and balloting agent.
JUBILEE ACADEMIC: S&P Rates 2024 Charter School Rev. Bonds 'BB+'
----------------------------------------------------------------
S&P Global Ratings assigned its 'BB+' long-term rating to New Hope
Cultural Education Finance Corp. (NHCEFC), Texas' series 2024A and
2024B charter school revenue bonds, issued for Jubilee Academic
Center Inc. (Jubilee). At the same time, S&P Global Ratings
affirmed its 'BB+' long-term rating on Jubilee's existing debt. The
outlook is stable.
"The rating reflects our view of Jubilee's variable demand,
sufficient academics, improving liquidity position, and sufficient
lease-adjusted maximum annual debt service coverage, though pro
forma coverage levels weakened somewhat in fiscal 2024," said S&P
Global Ratings credit analyst Alexander Enriquez. We assessed
Jubilee's enterprise profile as adequate and financial profile as
vulnerable; combined, these credit factors lead to an anchor of
'bb'. As our criteria indicate, we may notch the rating up or down,
based on a variety of factors. In our view, the 'BB+' final rating
better reflects Jubilee's sizable student body and scope of
operations in comparison with peers at a lower rating level.
The stable outlook reflects S&P Global Ratings' expectation that
over the one-year outlook period, Jubilee will maintain its market
position, with at least stable enrollment; near break-even
operations; and lease-adjusted maximum annual debt service (MADS)
coverage consistent with the current rating. Additionally, we
expect that liquidity will continue improving over the outlook
period, in part due to the anticipated sale of property in Austin.
We could lower the rating if enrollment continues to decrease,
which could lead to lease-adjusted MADS coverage further declining
such that it is inconsistent with the current rating. In our
opinion, any additional debt or lease obligations Jubilee incurs,
without a material increase in total revenue or enrollment, could
pressure the rating.
In our view, a positive rating action is unlikely during the
outlook period, due to the school's elevated debt and recent
enrollment declines. However, we would view favorably if the school
were to demonstrate a trend of healthy positive full-accrual
operations, lease-adjusted MADS coverage, and liquidity to levels
we consider more consistent with those of higher-rated peers, while
growing enrollment and maintaining its academic profile.
KANSAI INC: Matthew Schaeffer Named Subchapter V Trustee
--------------------------------------------------------
The U.S. Trustee for Regions 3 and 9 appointed Matthew Schaeffer,
Esq. as Subchapter V trustee for Kansai, Inc.
Mr. Schaeffer will be paid an hourly fee of $385 for his services
as Subchapter V trustee and will be reimbursed for work-related
expenses incurred.
Mr. Schaeffer declared that he is a disinterested person according
to Section 101(14) of the Bankruptcy Code.
The Subchapter V trustee can be reached at:
Matthew Schaeffer, Esq.
10 W. Broad St., Ste. 2100
Columbus, Ohio 43215
o. (614) 229-3289
f. (614) 221-0479
mschaeffer@baileycav.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.
Kansai sought protection under Chapter 11 of the U.S. Bankruptcy
Code (Bankr. S.D. Ohio Case No. 24-12574) on November 1, 2024, with
$167,577 in assets and $2,072,772 in liabilities. Mark Barngrover,
president of Kansai, signed the petition.
Judge Beth A. Buchanan oversees the case.
Eric W. Goering, Esq., at Goering and Goering, represents the
Debtor as legal counsel.
KBS REAL ESTATE: Maturity of Accenture Tower Loan Moved to Dec. 10
------------------------------------------------------------------
KBS Real Estate Investment Trust III, Inc. disclosed in a Form 8-K
Report filed with the U.S. Securities and Exchange Commission that
REIT III, through an affiliate, has entered into a third
modification agreement to the 2020 loan facility with a group of
lenders.
On November 2, 2020, the Company, through an indirect wholly owned
subsidiary or the "Accenture Tower Borrower" entered into a loan
facility with U.S. Bank, National Association, as administrative
agent, joint lead arranger and co-book runner; Bank of America,
N.A., as syndication agent, joint lead arranger and co-book runner;
and each of the financial institutions signatory thereto as
lenders. The current lenders under the Accenture Tower Revolving
Loan are U.S. Bank, National Association, Bank of America, N.A.,
Deutsche Pfandbriefbank AG and the National Bank of Kuwait S.A.K.P.
Grand Caymans Branch. The Accenture Tower Revolving Loan is secured
by Accenture Tower.
On November 1, 2024, KBS REIT III, through the Accenture Tower
Borrower, entered into a third modification agreement with the
Accenture Tower Lenders to:
(i) extend the maturity date of the Accenture Tower Revolving
Loan to December 10, 2024; and
(ii) remove any prior right of the Accenture Tower Borrower to
exercise an additional 12-month extension option. Under the Third
Modification Agreement, the Agent and the Accenture Tower Lenders
waived the requirement for KBS REIT Properties III, LLC, KBS REIT
III's wholly owned subsidiary, as guarantor to satisfy the net
worth covenant, the leverage ratio covenant and the EBITDA to fixed
charges ratio covenant for all periods following November 1, 2024
through the extended maturity date of December 10, 2024.
As of November 1, 2024, the outstanding principal balance of the
Accenture Tower Revolving Loan was $306 million, which consisted of
$229.5 million of term debt and $76.5 million of revolving debt.
KBS REIT III continues to work with the Accenture Tower Lenders to
reach a longer-term extension of the Accenture Tower Revolving
Loan, though there can be no assurance as to the certainty or
timing of KBS REIT III's plans.
About KBS Real Estate
KBS Real Estate Investment Trust III, Inc. is a Maryland
corporation that has elected to be taxed as a real estate
investment trust and it intends to continue to operate in such a
manner. The Company conducts its business primarily through its
Operating Partnership, of which the Company is the sole general
partner.
The Company has invested in a diverse portfolio of real estate
investments. As of Dec. 31, 2023, the Company owned 16 office
properties (of which one property was held for non-sale
disposition), one mixed-use office/retail property, and an
investment in the equity securities of a Singapore real estate
investment trust. On Dec. 29, 2023, the Company entered a
deed-in-lieu of foreclosure transaction with the 201 Spear Street
mortgage lender. On Jan. 9, 2024, the mortgage lender transferred
title to the 201 Spear Street property to a third-party buyer of
the mortgage loan. Additionally, on Feb. 21, 2024, the Company sold
the McEwen Building to a third-party buyer.
Irvine, California-based Ernst & Young LLP, the Company's auditor
since 2010, issued a "going concern" qualification in its report
dated March 18, 2024, citing that the Company has $1.2 billion of
loan principal maturing within one year from the date of issuance
of the consolidated financial statements, and has stated that
substantial doubt exists about the Company's ability to continue as
a going concern.
KBS reported a net loss of $157.53 million for the year ended Dec.
31, 2023, compared to a net loss of $62.46 million for the year
ended Dec. 31, 2022.
LAW OFFICE OF JESSICA PIEDRA: Case Summary & Top Unsec. Creditors
-----------------------------------------------------------------
Debtor: Law Office of Jessica Piedra, LLC
600 Broadway
Suite 490
Kansas City, MO 64105
Business Description: The Debtor is a law firm in Kansas City, MO.
Chapter 11 Petition Date: November 19, 2024
Court: United States Bankruptcy Court
Western District of Missouri
Case No.: 24-41664
Judge: Hon. Brian T Fenimore
Debtor's Counsel: Erlene W. Krigel, Esq.
KRIGEL, NUGENT + MOORE, P.C.
4520 Main Street, Suite 700
Kansas City, MO 64111
Tel: 816-756-5800
Fax: 816-756-1999
Total Assets: $2,031,260
Total Liabilities: $337,037
The petition was signed by Jessica Piedra 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/VFQZ4QQ/Law_Office_of_Jessica_Piedra_LLC__mowbke-24-41664__0001.0.pdf?mcid=tGE4TAMA
LUDLOW HOSPITALITY: Files Chapter 11 in Tennessee
-------------------------------------------------
On November 6, 2024, Ludlow Hospitality LLC filed Chapter 11
protection in the Middle District of Tennessee. According to court
documents, the Debtor reports $2,493,829 in debt owed to 1 and 49
creditors. The petition states funds will be available to unsecured
creditors.
A meeting of creditors under Sec. 341(a) to be held on December 2,
2024 at 9:00 AM.
About Ludlow Hospitality LLC
Ludlow Hospitality LLC is a locally owned & operated restaurant &
Lounge serving modern Americana Cuisine, USDA Prime Steaks, Fresh
Seafood, Oysters, Gumbo & many other everyday favorites.
Ludlow Hospitality LLC sought relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. M.D. Tenn. Case No. 24-04309) on November
6, 2024. In the petition filed by Timothy Kohler, as member, the
Debtor reports total assets of $384,055 and total liabilities of
$2,493,829.
Honorable Bankruptcy Judge Randal S. Mashburn handles the case.
The Debtor is represented by:
Keith D. Slocum, Esq.
SLOCUM LAW
370 Mallory Station Road Suite 504
Franklin, TN 37067
Tel: (615) 656-3344
Email: keith@keithslocum.com
MISTY MOON: James LaMontagne Named Subchapter V Trustee
-------------------------------------------------------
The U.S. Trustee for Region 1 appointed James LaMontagne of Sheehan
Phinney Bass & Green as Subchapter V trustee for Misty Moon
Transport 2 Inc.
Mr. LaMontagne will be paid an hourly fee of $425 for his services
as Subchapter V trustee and will be reimbursed for work-related
expenses incurred.
Mr. LaMontagne declared that he is a disinterested person according
to Section 101(14) of the Bankruptcy Code.
The Subchapter V trustee can be reached at:
James S. LaMontagne, Esq.
Sheehan Phinney Bass & Green
75 Portsmouth Boulevard, Suite 110
Portsmouth, NH 03801
Phone: (603) 627-8102
Email: jlamontagne@sheehan.com
About Misty Moon Transport 2
Misty Moon Transport 2 Inc. is an independent service provider for
FedEx.
Misty Moon sought relief under Subchapter V of Chapter 11 of the
U.S. Bankruptcy Code (Bankr. D. Me. Case No. 24-20218) on October
28, 2024, with total assets of $1,276,121 and total liabilities of
$3,043,852. Morgan Morang, president of Misty Moon, signed the
petition.
Judge Peter G. Cary handles the case.
The Debtor is represented by:
Tanya Sambatakos, Esq.
Molleur Law Firm
190 Main St., 3rd Fl
Saco ME 04072
Tel: (207) 283-3777
Email: tanya@molleurlaw.com
NEPHILIM IMOBILIARE: Yann Geron Named Subchapter V Trustee
----------------------------------------------------------
The U.S. Trustee for Region 2 appointed Yann Geron, Esq., at Geron
Legal Advisors, LLC as Subchapter V trustee for Nephilim
Imobiliare, LLC.
Mr. Geron will be paid an hourly fee of $850 for his services as
Subchapter V trustee and will be reimbursed for work-related
expenses incurred.
Mr. Geron declared that he is a disinterested person according to
Section 101(14) of the Bankruptcy Code.
The Subchapter V trustee can be reached at:
Yann Geron, Esq.
Geron Legal Advisors, LLC
370 Lexington Avenue, Suite 1101
New York, NY 10017
Phone: (646) 560-3224
Email: ygeron@geronlegaladvisors.com
About Nephilim Imobiliare
Nephilim Imobiliare, LLC sought protection under Chapter 11 of the
U.S. Bankruptcy Code (Bankr. E.D.N.Y. Case No. 24-44472) on October
28, 2024, with $100,001 to $500,000 in assets and liabilities.
Judge Jil Mazer-Marino presides over the case.
NO2SAC TRANSPORTATION: Greta Brouphy Named Subchapter V Trustee
---------------------------------------------------------------
The Acting U.S. Trustee for Region 5 appointed Greta Brouphy, Esq.,
at Heller Draper & Horn, LLC as Subchapter V trustee for NoSac
Transportation, LLC.
Ms. Brouphy will be paid an hourly fee of $400 for her services as
Subchapter V trustee and will be reimbursed for work-related
expenses incurred.
Ms. Brouphy declared that she is a disinterested person according
to Section 101(14) of the Bankruptcy Code.
The Subchapter V trustee can be reached at:
Greta M. Brouphy
Heller Draper & Horn, LLC
650 Poydras St., Ste. 2500
New Orleans, LA 70130-6175
Telephone: 504-299-3300-; Fax 504-299-33
Email: gbrouphy@hellerdraper.com
About NoSac Transportation
NoSac Transportation, LLC sought protection under Chapter 11 of the
U.S. Bankruptcy Code (Bankr. E.D. La. Case No. 24-12136) on October
30, 2024, with $500,001 to $1 million in assets and liabilities.
Judge Meredith S. Grabill presides over the case.
Eric J. Derbes, Esq., at The Derbes Law Firm, LLC represents the
Debtor as bankruptcy counsel.
OSTEEN'S LOAD: Seeks Chapter 11 Bankruptcy Protection in Florida
----------------------------------------------------------------
On November 7, 2024, Osteen's Load and Go LLC filed Chapter 11
protection in the Middle District of Florida. 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 Sec. 341(a) to be held on December 9,
2024 at 1:00 PM.
About Osteen's Load and Go LLC
Osteen's Load and Go LLC is a dumpster rental service provider
serving residential and commercial customers.
Osteen's Load and Go LLC sought relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. M.D. Fla. Case No. 24-06079) on November 7,
2024. In the petition filed by Larry Osteen, as manager, the Debtor
reports estimated assets between $100,000 and $500,000 and
estimated liabilities between $1 million and $10 million.
Honorable Bankruptcy Judge Tiffany P. Geyer oversees the case.
The Debtor is represented by:
Jeffrey S. Ainsworth, Esq.
BRANSONLAW, PLLC
1501 E. Concord Street
Orlando, FL 32803
Tel: 407-498-6834
E-mail: jeff@bransonlaw.com
OSTERIA DEL TEATRO: Gets OK to Use Cash Collateral Until Dec. 7
---------------------------------------------------------------
Osteria Del Teatro, LLC received interim approval from the U.S.
Bankruptcy Court for the Southern District of Florida, Miami
Division to continue to use the cash collateral of its secured
creditors until Dec. 7.
The company requires the use of cash collateral to fund its
operating expenses as set forth in its budget, with a 10%
variance.
ASSN Company, Transportation Alliance Bank, Inc., the U.S. Small
Business Administration, and Kalamata Capital Group, LLC assert
interests in the company's cash collateral.
The adequate protection provided to these secured creditors
includes the company's positive cash flow position and replacement
liens on the company's personal property, with the same priority
as
their pre-bankruptcy liens.
The next hearing is scheduled for Dec. 5.
About Osteria Del Teatro
Osteria Del Teatro, LLC operates the Italian restaurant Osteria Del
Teatro in North Bay Village, Fla.
Osteria Del Teatro sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. S.D. Fla. Case No. 24-20959) on October 22,
2024, with up to $50,000 in assets and up to $1 million in
liabilities. Gilberto Gonzalez, president of Osteria Del Teatro,
signed the petition.
Judge Robert A. Mark oversees the case.
Bradley S. Shraiberg, Esq., at Shraiberg Page PA, represents the
Debtor as legal counsel.
OVAINNOVATIONS: SSG Served as Investment Banker in Veos Sale
------------------------------------------------------------
SSG Capital Advisors, LLC served as the investment banker to Anada
Inc., OvaInnovations, LLC, and Crimson Holdings, LLC (collectively,
OvaInnovations or the Company ) in the sale of substantially all
its assets to Veos USA Inc. The sale was effectuated through a
Chapter 11 Section 363 process in the U.S. Bankruptcy Court for the
Western District of Wisconsin. The transaction closed in November
2024.
Founded in 2020, OvaInnovations produces high-quality dried egg
products primarily for the pet food industry. The eggs are
processed through the Company-owned 70,000 square-foot facility in
Adrian, Michigan. OvaInnovations repurposes inedible egg byproducts
from 40+ farms across the Midwest into dried egg ingredients. The
strategic location of the Adrian facility, near major egg
suppliers, reduces transportation costs and ensures a steady supply
of raw materials -- which are primarily in liquid form. Through its
broad network, the Company connects and facilitates supply and
demand needs across the egg production ecosystem.
After multiple years of growth and profitability, OvaInnovations
faced external challenges in 2023 that included a class-action
lawsuit related to odor emissions, and other litigation related to
intellectual property. The Company was required by the city of
Adrian and the state of Michigan to limit its operating hours until
the alleged odor issue was resolved. This curtailed the plant's
operations, significantly reducing volume and sales. Additionally,
a settlement of the intellectual property litigation burdened the
Company with a significant amount of indebtedness. In an attempt to
preserve operations, the Company elected to file for relief under
Chapter 11 to pursue a sale of its assets.
SSG was retained to conduct a comprehensive marketing process and
solicit competing offers to the stalking horse bid from potential
strategic and financial acquirers. After extensive marketing and
discussion with numerous interested parties, the stalking horse bid
submitted by Veos was determined to be the highest and best offer
for substantially all the Company's assets. SSG's extensive Chapter
11 transaction experience and industry knowledge resulted in a
process where value was maximized in an expedited time frame.
Veos is a Belgian-based company specializing in the production of
high-quality animal proteins, primarily for the animal feed, pet
food, and aquaculture industries.
Other professionals who worked on the transaction include:
* Kristin J. Sederholm and Colton J. Chase of Krekeler Law,
S.C., bankruptcy counsel to OvaInnovations;
* Barry S. Sackett and Channing M. Burd of Goosmann Law Firm,
corporate counsel to OvaInnovations;
* Louis F. Solimine and Daniel Glass of Thompson Hine LLP,
co-counsel to Veos USA Inc.;
* James D. Sweet of Swanson Sweet LLP, co-counsel to Veos USA
Inc.;
* John J. Stockdale, Jr. of Schafer & Weiner, PLLC, counsel to
the Crimson Holdings Unsecured Creditors Committee;
* Marc N. Swanson and Ronald A. Spinner of Miller, Canfield,
Paddock and Stone, P.L.C., co-counsel to the OvaInnovations
Unsecured Creditors Committee; and
* Michael P. Richman of Richman & Richman LLC, co-counsel to
the OvaInnovations Unsecured Creditors Committee.
About OvaInnovations LLC
Madison, Wis.-based OvaInnovations, LLC and its affiliates, Anada
Inc. and Crimson Holdings, LLC, filed Chapter 11 petitions (Bankr.
W.D. Wis. Lead Case No. 24-10663) on April 8, 2024. At the time of
the filing, OvaInnovations reported $1 million to $10 million in
assets and $10 million to $50 million in liabilities. Anada, Inc.
listed $100,000 to $500,000 in assets and $1 million to $10 million
in liabilities.
Judge Thomas M. Lynch oversees the cases.
The Debtors tapped Kristin J. Sederholm, Esq., at Krekeler Law, SC,
as bankruptcy counsel; Frost, PLLC as accountant; and SSG Advisors,
LLC as investment banker.
The U.S. Trustee for Region 11 appointed an official committee to
represent unsecured creditors in the Debtors' Chapter 11 cases. The
committee is represented by the law firms of Richman & Richman, LLC
and Miller, Canfield, Paddock and Stone, PLC.
PEACHY ATHLETIC: Kathleen DiSanto Named Subchapter V Trustee
------------------------------------------------------------
The U.S. Trustee for Region 21 appointed Kathleen DiSanto, Esq., at
Bush Ross, P.A., as Subchapter V trustee for Peachy Athletic, LLC.
Ms. DiSanto will be paid an hourly fee of $350 for her services as
Subchapter V trustee and will be reimbursed for work-related
expenses incurred.
Ms. DiSanto declared that she is a disinterested person according
to Section 101(14) of the Bankruptcy Code.
The Subchapter V trustee can be reached at:
Kathleen L. DiSanto, Esq.
Bush Ross, P.A.
P.O. Box 3913
Tampa, FL 33601-3913
Phone: (813) 224-9255
Fax: (813) 223-9620
Email: disanto.trustee@bushross.com
About Peachy Athletic
Peachy Athletic, LLC sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. M.D. Fla. Case No. 24-06501) on November 1,
2024, with $100,001 to $500,000 in assets and liabilities.
Judge Roberta A. Colton presides over the case.
Scott A. Stichter, Esq. at Stichter, Riedel, Blain & Postler, P.A.
represents the Debtor as legal counsel.
POLAR POWER: Bard Associates Holds 17.1% Equity Stake
-----------------------------------------------------
Bard Associates, Inc. disclosed in a Schedule 13 filed with the
U.S. Securities and Exchange Commission that as of July 10, 2024,
it beneficially owned 3,011,623 shares of Polar Power, Inc.'s
common stock, representing 17.1% of the shares outstanding.
A full-text copy of Bard Associates' SEC Report is available at:
https://tinyurl.com/5dy5pdpn
About Polar Power
Gardena, Calif.-based Polar Power, Inc. designs, manufactures, and
sells direct current (DC) power systems to supply reliable and
low-cost energy for off-grid, bad-grid, backup power, electric
vehicle charging, and nano grid applications.
Los Angeles, Calif.-based Weinberg & Company, P.A., the Company's
auditor since 2016, issued a "going concern" qualification in its
report dated April 1, 2024, citing that during the year ended
December 31, 2023, the Company incurred a net loss and utilized
cash in operations. These conditions raise substantial doubt about
the Company's ability to continue as a going concern.
As of June 30, 2024, Polar Power had $22,180,000 in total assets,
$10,632,000 in total liabilities, and $11,548,000 in total
stockholders' equity.
PREFERRED EMERGENCY: Case Summary & 17 Unsecured Creditors
----------------------------------------------------------
Debtor: Preferred Emergency Road Service LLC
d/b/a Preferred Automotice
d/b/a Preferred Truck & Auto Center
15603 Crawford Ave. St. #3
Markham, IL 60428
Chapter 11 Petition Date: November 19, 2024
Court: United States Bankruptcy Court
Northern District of Illinois
Case No.: 24-17397
Judge: Hon. Deborah L Thorne
Debtor's Counsel: Paul M. Bach, Esq.
BACH LAW OFFICES
P.O. Box 1285
Northbrook, IL 60065
E-mail: paul@bachoffices.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Luke W. Daulton as managing member.
A full-text copy of the petition containing, among other items, a
list of the Debtor's 17 unsecured creditors is available for free
at PacerMonitor.com at:
https://www.pacermonitor.com/view/3KTDRHA/Preferred_Emergency_Road_Service__ilnbke-24-17397__0001.0.pdf?mcid=tGE4TAMA
QURATE RETAIL: Reports $15 Million Net Loss in Fiscal Q3
--------------------------------------------------------
Qurate Retail, Inc. filed with the U.S. Securities and Exchange
Commission its Quarterly Report on Form 10-Q reporting a net loss
of $15 million on $2.3 billion of total net revenues for the three
months ended September 30, 2024, compared to net earnings of $12
million on $2.5 billion of total net revenues for the three months
ended September 30, 2023.
For the nine months ended September 30, 2024, the Company reported
net earnings of $25 million on $7.1 billion of total net revenues,
compared to net earnings of $164 million on $7.8 billion of total
revenues for the same period in 2023.
As of September 30, 2024, the Company had $10.8 billion in total
assets, $10.3 billion in total liabilities, and $479 million in
total equity.
"While the third quarter was anticipated to be the most difficult
quarter of 2024, current headline events and the challenging
macro-economic climate heavily impacted viewership of our
programming and consumer behavior more than expected," said David
Rawlinson, President and CEO of Qurate Retail. "As a result,
revenue underperformed this quarter and resulted in meaningful
bottom-line deleverage. Despite this, we were able to hold
consolidated gross margin flat with disciplined cost management and
reduced operating expenses. We also continued our proactive balance
sheet management, completing an offer in which 89% of QVC's 2027
and 2028 notes were tendered which improves the QVC credit profile
with reduced debt and an extended maturity profile.
"We are nearing the end of our multi-year Project Athens initiative
focused on margin and free cash flow. The team has materially
improved the business, becoming a more profitable, leaner and more
nimble organization. We are transitioning to the next phase of our
strategic growth as we enhance our capabilities to reach aggregated
audiences on primarily social and streaming platforms."
A full-text copy of the Company's Form 10-Q is available at:
https://tinyurl.com/4xmn59tu
About Qurate Retail
Headquartered in Englewood, Colorado, Qurate Retail, Inc. owns
controlling and non-controlling interests in a broad range of video
and online commerce companies. Qurate has six leading retail
brands: QVC, HSN, Ballard Designs, Frontgate, Garnet Hill, and
Grandin Road. Qurate Retail Group is the largest player in video
commerce, which includes video-driven shopping across linear TV,
e-commerce sites, digital streaming, and social platforms. The
retailer reaches more than 200 million homes worldwide via 15
television channels, which are widely available on cable/satellite
TV, free over-the-air TV, and digital livestreaming TV. The
retailer also reaches millions of customers via its QVC+ and HSN+
streaming experiences, websites, mobile apps, social pages, print
catalogs, and in-store destinations. Qurate Retail, Inc. also holds
various minority interests.
Qurate Retail reported a net loss of $94 million for the year ended
Dec. 31, 2023, compared to a net loss of $2.53 billion for the year
ended Dec. 31, 2022. As of June 30, 2024, the Company had $10.9
billion in total assets, $10.5 billion in total liabilities, and
$421 million in total stockholders' equity.
Qurate Retail disclosed in a Form 8-K filed with the Securities and
Exchange Commission that on June 10, 2024, it received written
notice from The Nasdaq Stock Market notifying the Company that,
because the closing bid price for the Company's Series A common
stock, par value $0.01 per share, had fallen below $1.00 per share
for 30 consecutive business days, the Company no longer complies
with the minimum bid price requirement for continued listing of
QRTEA on the Nasdaq Global Select Market.
* * *
As reported by TCR on April 22, 2024, S&P Global Ratings revised
its outlook to stable from negative and affirmed all its ratings on
U.S.-based video commerce and online retailer Qurate Retail Inc.,
including its 'CCC+' issuer credit rating. The stable outlook
reflects S&P's expectation that Qurate will maintain sufficient
liquidity over the next 12 months despite its view that its capital
structure remains unsustainable, as further cost reductions offset
sales weakness and support profit recovery.
R.R. DONNELLEY: S&P Rates New $300MM Senior PIK Toggle Notes 'CCC+'
-------------------------------------------------------------------
S&P Global Ratings assigned its 'CCC+' issue-level rating and '6'
recovery rating to the proposed $300 million senior pay-in-kind
(PIK) toggle notes issued by RRD Intermediate Holdings Inc., the
parent of R.R. Donnelley & Sons Co. The '6' recovery rating
indicates its expectation of negligible (0%-10%; rounded estimate:
0%) recovery of principal in the event of a payment default.
The company intends to use the proceeds from this issuance to repay
some of its existing PIK debt and a portion of its revolver
facility.
The negative outlook reflects RRD's weaker cash flow metrics due to
incremental debt issuance from the Valassis acquisition and the
execution risks associated with integrating and realizing
synergies, which could keep free operating cash flow to debt below
5% on a sustained basis. The outlook also reflects the secular
pressures that continue to strain RRD's major print segments.
RAPID7 INC: Reports $16.5 Million Net Income in Fiscal Q3
---------------------------------------------------------
Rapid7 Inc. filed with the U.S. Securities and Exchange Commission
its Quarterly Report on Form 10-Q reporting net income of $16.5
million on $214.6 million of total revenues for the three months
ended September 30, 2024, compared to a net loss of $76.6 million
on $198.8 million of total revenues for the three months ended
September 30, 2023.
For the nine months ended September 30, 2024, the Company reported
net income of $27 million on $627.7 million of total revenues,
compared to a net loss of $169.3 million on $572.4 million of total
revenues for the same period in 2023.
As of September 30, 2024, the Company had $1.57 billion in total
assets, $1.58 billion in total liabilities, and $6.3 million in
total stockholders' deficit.
"Rapid7 continued to see positive momentum across key areas of our
business in the third quarter, highlighted by growth in our threat
detection and response business, and strong demand for our
consolidated offerings, which resulted in revenue and operating
income exceeding guided ranges. There are also a number of
promising indicators on the horizon, including a stronger sales
pipeline and early positive traction from our newly launched
Command platform," said Corey Thomas, Chairman and CEO of Rapid7.
"We continue to thoughtfully invest to bring our customers the most
relevant security solutions, and I am confident that Rapid7 is well
positioned to continue driving profitable growth over time."
A full-text copy of the Company's Form 10-Q is available at:
https://tinyurl.com/r6whwwc4
About Rapid7 Inc.
Rapid7, Inc. (Nasdaq: RPD) provides cybersecurity services.
Rapid7 reported a net loss of $149.26 million for the year ended
December 31, 2023, compared to a net loss of $124.7 million for the
year ended December 31, 2022. As of June 30, 2024, Rapid7 had $1.5
billion in total assets, $1.6 billion in total liabilities, and
$52.9 million in total stockholders' deficit.
* * *
Egan-Jones Ratings Company on October 10, 2023, maintained its 'CC'
foreign currency and local currency senior unsecured ratings on
debt issued by Rapid7, Inc.
RAYONIER ADVANCED: 30% of 2026 Notes Redeemed in Tender Offer
-------------------------------------------------------------
Rayonier Advanced Materials Inc., the global leader in High Purity
Cellulose, and its wholly-owned subsidiary, Rayonier A.M. Products
Inc., have consummated the cash tender offer by the Issuer to
purchase any and all of the Issuer's outstanding 7.625% Senior
Secured Notes due 2026, which was made pursuant to the terms of the
offer to purchase, dated as of October 29, 2024, and the notice of
guaranteed delivery attached thereto.
The tender offer expired at 5:00 p.m., New York City time, on
November 4, 2024. The deadline for delivery of notes tendered
pursuant to guaranteed delivery procedures expired at 5:00 p.m.,
New York City time, on November 6. The Issuer accepted for payment
all $135,486,000 aggregate principal amount of the notes that were
validly tendered and not validly withdrawn in the tender offer,
representing 29.93% of the aggregate principal amount of the notes
outstanding, and the Issuer was slated to pay for the notes on
November 7.
RYAM announced the commencement of the Cash Tender Offer on October
29, saying Holders of the notes who validly tender, and do not
validly withdraw, their notes at or prior to the Expiration Date,
or who deliver to the information and tender agent a properly
completed and duly executed Notice of Guaranteed Delivery, in each
case in accordance with the instructions described in the Offer to
Purchase and the Notice of Guaranteed Delivery, will be eligible to
receive for each $1,000 principal amount of notes accepted for
purchase:
(1) $1,000 in cash as consideration, and
(2) a cash amount equal to accrued and unpaid interest from
the last interest payment date up to, but not including, the
settlement date, which was to occur on November 7.
As of October 29, 2024, the Issuer had $452,640,000 aggregate
principal amount of notes outstanding.
As previously disclosed, the Issuer intends to legally defease all
of its obligations under the outstanding notes that are not validly
tendered and purchased in the tender offer pursuant to the terms of
the indenture for such notes.
In late October, Rayonier announced it has raised $700 million in
aggregate principal amount of secured term loan financing from
funds managed by Oaktree Capital Management, L.P., as lead lender,
as well as certain affiliates and managed funds of Silver Point
Capital, L.P. and Blue Torch Capital LLC. Proceeds from the Term
Loan, along with cash from the Company's balance sheet are expected
to be used to purchase, defease and redeem RYAM's existing 2026
senior secured notes, to repay RYAM’s existing 2027 secured term
loan financing in full and to pay related fees and expenses.
About RYAM
RYAM -- http://www.RYAM.com-- is a global leader of
cellulose-based technologies, including high purity cellulose
specialties, a natural polymer commonly used in the production of
filters, food, pharmaceuticals, and other industrial applications.
The Company also manufactures products for paper and packaging
markets. The Company has manufacturing operations in the U.S.,
Canada, and France.
Rayonier Advanced reported a net loss of $101.84 million in 2023
compared to a net loss of $14.92 million in 2022. As of June 29,
2024, Rayonier had $2.20 billion in total assets, $376.60 million
in total current liabilities, $752.75 million in long-term debt,
$159.97 million in non-current environmental liabilities, $94.69
million in pension and other post-retirement benefits, $13.87
million in deferred tax liabilities, $43.95 million in other
liabilities, and $755.13 million in total stockholders' equity.
* * *
As reported by the TCR on June 17, 2024, Moody's Ratings affirmed
Rayonier Advanced Materials Inc.'s (RYAM) Caa1 corporate family
rating. The change in outlook to positive reflects the improvement
in liquidity and reduction in the risk of a potential covenant
breach due to covenant relief from lenders and declining secured
net leverage as a result of improving operating performance,
suspension of loss-making High Purity Cellulose (HPC) operations at
Temiscaming and sale of softwood duty refund rights. However, RYAM
has heightened refinancing risk with its ABL facility expiring in
December 2025 and senior secured notes maturing in January 2026.
The positive outlook also reflects Moody's expectation that the
company will refinance these upcoming debt maturities before they
go current.
RAYONIER ADVANCED: Reports $32.6 Million Net Loss in Fiscal Q3
--------------------------------------------------------------
Rayonier Advanced Materials Inc. filed with the U.S. Securities and
Exchange Commission its Quarterly Report on Form 10-Q reporting a
net loss of $32.6 million on $401.1 million of net sales for the
three months ended September 28, 2024, compared to a net loss of
$25.1 million on $368.7 million of net sales for the three months
ended September 30, 2023.
For the nine months ended September 28, 2024, the Company reported
a net loss of $22.8 million on $1.2 billion of net sales, compared
to a net loss of $40.2 million on $1.2 billion of net sales for the
same period in 2023.
As of September 28, 2024, the Company had $2.2 billion in total
assets, $1.4 billion in total liabilities, and $732.7 million in
total stockholders' equity.
A full-text copy of the Company's Form 10-Q is available at:
https://tinyurl.com/ycy4yxp5
About RYAM
RYAM -- http://www.RYAM.com-- is a global leader of
cellulose-based technologies, including high purity cellulose
specialties, a natural polymer commonly used in the production of
filters, food, pharmaceuticals, and other industrial applications.
The Company also manufactures products for paper and packaging
markets. The Company has manufacturing operations in the U.S.,
Canada, and France.
Rayonier Advanced reported a net loss of $101.84 million in 2023
compared to a net loss of $14.92 million in 2022. As of June 29,
2024, Rayonier had $2.20 billion in total assets, $376.60 million
in total current liabilities, $752.75 million in long-term debt,
$159.97 million in non-current environmental liabilities, $94.69
million in pension and other post-retirement benefits, $13.87
million in deferred tax liabilities, $43.95 million in other
liabilities, and $755.13 million in total stockholders' equity.
* * *
As reported by the TCR on June 17, 2024, Moody's Ratings affirmed
Rayonier Advanced Materials Inc.'s (RYAM) Caa1 corporate family
rating. The change in outlook to positive reflects the improvement
in liquidity and reduction in the risk of a potential covenant
breach due to covenant relief from lenders and declining secured
net leverage as a result of improving operating performance,
suspension of loss-making High Purity Cellulose (HPC) operations at
Temiscaming and sale of softwood duty refund rights. However, RYAM
has heightened refinancing risk with its ABL facility expiring in
December 2025 and senior secured notes maturing in January 2026.
The positive outlook also reflects Moody's expectation that the
company will refinance these upcoming debt maturities before they
go current.
RED RIVER: J&J Wants Beasley Allen Atty Sanctioned for No Show
--------------------------------------------------------------
Jake Maher of Law360 reports that Johnson & Johnson's talc unit has
requested that a Texas bankruptcy court sanction a Beasley Allen
Law Firm attorney for "unilaterally" choosing to skip a scheduled
deposition in the company's bankruptcy case.
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.
REDLINE METALS: Gets Interim OK to Use Cash Collateral Thru Nov. 26
-------------------------------------------------------------------
Redline Metals, Inc. received interim approval from the U.S.
Bankruptcy Court for the Northern District of Illinois to use the
cash collateral of its senior secured creditor, Old Second National
Bank.
The company was authorized to use cash to pay payroll and related
expenses up to $45,000 weekly, and applicable employer paid taxes
pursuant to its budget.
Old Second National Bank will be granted replacement lien and will
receive a weekly payment of $7,500 as adequate protection. In order
to partially address the shortfall of the adequate protection
payments to date, Redline Metals was ordered to make three
additional payments each in the amount of $25,000 per week to the
bank.
The next hearing is set for Nov. 26.
About Redline Metals
Redline Metals, Inc., a recycling center in Lombard, Ill., filed
Chapter 11 petition (Bankr. N.D. Ill. Case No. 24-12590) on Aug.
27, 2024, with $10 million to $50 million in both assets and
liabilities.
Judge Jacqueline P. Cox oversees the case.
Paul M. Bach, Esq., at Bach Law Offices is the Debtor's bankruptcy
counsel.
RENALYTIX PLC: Jefferson River Holds 5.9% of Ordinary Shares
------------------------------------------------------------
Jefferson River Capital, LLC disclosed in a Schedule 13D/A Report
filed with the U.S. Securities and Exchange Commission that as of
November 5, 2024, the firm and its affiliated entities -- The
Hamilton E. James 2003 Children's Trust, Hamilton E. James, David
R. James -- beneficially owned a total of 19,644,391 Ordinary
Shares of Renalytix PLC, representing approximately 5.9% of the
331,206,012 Ordinary Shares stated to be outstanding as of November
5.
Peter Trapani, the firm's Chief Financial Officer, reports that on
November 5, the Trust acquired 11,111,111 Ordinary Shares of the
Company for an aggregate purchase price of GBP1,000,000, pursuant
to a Subscription Agreement, using cash on hand. The purchase price
under the Subscription Agreement represented a purchase price of
GBP0.090 per Ordinary Share.
A full-text copy of Jefferson River's SEC Report is available at:
Jefferson River may be reached at:
Peter Trapani
Chief Financial Officer
Jefferson River Capital LLC
499 Park Avenue, 27th Floor
New York, NY 10022
Tel: (212) 805-8110
https://tinyurl.com/yeyjmz76
About Renalytix
Headquartered in United Kingdom, Renalytix (LSE: RENX) (NASDAQ:
RNLX) -- www.renalytix.com -- is an artificial intelligence enabled
in-vitro diagnostics and laboratory services company that is the
global founder and leader in the field of bioprognosis for kidney
health. In late 2023, the Company's kidneyintelX.dkd test was
recognized as the first and only FDA-authorized prognostic test to
enable early-stage CKD (stages 1-3b) risk assessment for
progressive decline in kidney function in T2D patients. By
understanding how disease will progress, patients and clinicians
can take action earlier to improve outcomes and reduce overall
health system costs.
As of June 30, 2024, the Company had $7.9 million in total assets,
$15.8 million in total liabilities, and $7.9 million in total
stockholders' deficit.
New York, New York-based CohnReznick LLP, the Company's auditor
since June 2024, issued a "going concern" qualification in its
report dated September 30, 2024, citing that the Company has
suffered recurring losses from operations and has a net capital
deficiency that raise substantial doubt about its ability to
continue as a going concern.
RENOVARO INC: William Anderson Wittekind Holds 11.4% Stake
----------------------------------------------------------
William Anderson Wittekind disclosed in a Schedule 13D/A filed with
the U.S. Securities and Exchange Commission that as of November 4,
2024, he beneficially owned 18,483,196 shares of Renovaro Inc.'s
common stock, representing 11.4% of the 161,717,342 shares of
common stock outstanding as of October 27, 2024, as disclosed in
the Company's Form 10-K/A filed with the Commission on October 28,
2024.
A full-text copy of Mr. Wittekind's SEC Report is available at:
https://tinyurl.com/ddm9xhzf
About Renovaro Inc.
Headquartered in Los Angeles, Calif., Renovaro Inc. --
http://www.renovarobio.com-- formerly Renovaro BioSciences Inc.,
is a biotechnology company intending, if the necessary funding is
obtained, to develop advanced allogeneic cell and gene therapies to
promote stronger immune system responses potentially for long-term
or life-long cancer remission in some of the deadliest cancers, and
potentially to treat or cure serious infectious diseases such as
Human Immunodeficiency Virus (HIV) infections. As a result of the
Company's acquisition of GEDi Cube Intl on Feb. 13, 2024, the
Company has shifted the Company's primary focus and resources to
the development of the GEDi Cube Intl technologies.
Draper, Utah-based Sadler, Gibb & Associates, LLC, the Company's
auditor since 2018, issued a "going concern" qualification in its
report dated Oct. 10, 2024, citing that the Company has incurred
substantial recurring losses from operations, has used cash in the
Company's continuing operations, and is dependent on additional
financing to fund operations which raises substantial doubt about
its ability to continue as a going concern.
As of June 30, 2024, Renovaro had $163.13 million in total assets,
$31.15 million in total liabilities, and $131.98 million in total
stockholders' equity.
RICEBRAN TECH: Ceases Biz Operations After Asset Sale to Funicular
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RiceBran Technologies disclosed in a Form 8-K Report filed with the
U.S. Securities and Exchange Commission that the Company entered
into that certain Secured Party Asset Purchase Agreement by and
among Funicular Funds, LP, a Delaware limited partnership, the
holder of the notes and the Company.
The Company is indebted to the Secured Party pursuant to the terms
of:
(i) that certain Secured Promissory Note, dated as of December
1, 2023,
(ii) that certain Secured Promissory Note, dated as of June 4,
2024,
(iii) that certain Secured Promissory Note, dated as of July 22,
2024, each of (i), (ii) and (iii) were executed by the Company in
favor of the Secured Party and guaranteed by MGI Grain Incorporated
and Golden Ridge Rice Mills, Inc., as guarantors, and
(iv) all other documents, instruments and agreements entered
into in connection with the Secured Notes. The Secured Party also
holds a security interest in substantially all of the Company's
personal property.
On September 20, 2024, the Company acknowledged that Event of
Defaults have occurred and continued to occur under the Note
Documents, and the Secured Party accelerated the maturity of the
indebtedness of the Company to the Secured Party under the Note
Documents. Pursuant to the Note Documents, the Secured Party is
entitled to exercise its remedies under the Note Documents and
applicable law, including the Uniform Commercial Code.
As of September 20, 2024, the Company's total obligations to the
Secured Party were $5.4 million. The Company does not have
sufficient funds to repay the Secured Party and does not have any
commitments for additional funds.
On September 20, 2024, pursuant to Section 9-611 of the Code, the
Secured Party delivered a Notice of Public or Private Disposition
of Collateral to the Company and all other parties required under
the Code. In accordance with the Notice, a public auction of
certain Company assets occurred on October 24, 2024. The assets
included the Transferred Assets. The sale of the assets was
effected via a statutory procedure under Article 9 of the Code,
which permits a creditor to exercise its right of foreclosure
subsequent to a borrower's loan default, take control of collateral
assets of a borrower and sell them while reserving rights to credit
bid.
On October 24, 2024, the foreclosure sale pursuant to the auction
was completed, and the Transferred Assets were sold to Funicular.
Effective as of the consummation of the sale, the Company ceased to
have any further business operations.
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.
SC SJ HOLDINGS: Wants to Remain Open in Chapter 11
--------------------------------------------------
Emily Lever of Law360 Bankruptcy Authority reports that on November
19, 2024, a California judge requested additional details from
bankrupt San Jose hotel owner SC SJ Holdings regarding the
ownership of the cash management account the debtor seeks to use to
maintain operations during its second Chapter 11 bankruptcy case.
About SC SJ Holdings and FMT SJ
San Ramon, California-based Eagle Canyon Management's SC SJ
Holdings LLC owns The Fairmont San Jose, an 805-room luxury hotel
located at 170 South Market St., San Jose, Calif. The hotel is
near many of the largest Fortune 1000 corporations and is a popular
location for conferences and conventions, particularly in the
technology industry.
On March 5, 2021, SC SJ Holdings' affiliate, FMT SJ LLC, filed a
voluntary petition for relief under Chapter 11 of the Bankruptcy
Code (Bankr. D. Del. Case No. 21-10521). On March 10, 2021, SC SJ
Holdings sought Chapter 11 protection (Bankr. D. Del. Case No.
21-10549). The cases are jointly administered under Case No.
21-10549.
At the time of the filing, SC SJ Holdings disclosed assets of
between $100 million and $500 million and liabilities of the same
range. FMT SJ estimated assets of between $500,000 and $1 million
and liabilities of between $100 million and $500 million.
Judge John T. Dorsey is assigned to the case.
The Debtors tapped Pillsbury Winthrop Shaw Pittman, LLP, as their
bankruptcy counsel, Cole Schotz P.C. as local counsel, and Verity
LLC as financial advisor. Stretto is the claims agent and
administrative advisor.
2nd Attempt
SC SJ Holdings LLC sought protection for the second time under
Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Cal. Case No.
24-51685) on November 5, 2024. In its petition, the Debtor reports
assets and liabilities between $100 million and $500 million each.
Honorable Bankruptcy Judge Stephen L. Johnson handles the case.
The Debtor is represented by James Edward Till of Till Law Group.
SEATON INVESTMENTS: Court Extends Use of Cash Collateral to Dec. 10
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The U.S. Bankruptcy Court for the Central District of California
approved a stipulation to further continue the hearing on the
motion to authorize the use of cash collateral for SLA Investments,
LLC and three other affiliates of Seaton Investments, LLC.
The hearing, originally scheduled for Nov. 12, has been continued
to Dec. 10, at 11:00 a.m.
The stipulation allows the Seaton affiliates to use the cash
collateral of secured enders, including Archway Broadway Loan SPE,
LLC, Wells Fargo Bank National West, and Harvest Small Business
Finance, LLC, until Dec. 10.
All terms of the interim cash collateral order, including
protections for the lenders, remain in effect during this
extension.
About Seaton Investments
Seaton Investments, LLC is a Single Asset Real Estate debtor (as
defined in 11 U.S.C. Section 101(51B)).
Seaton Investments filed its voluntary petition for relief under
Chapter 11 of the Bankruptcy Code (Bankr. C.D. Calif. Case No.
24-12079) on March 19, 2024, listing $10 million to $50 million in
both assets and liabilities. The petition was signed by Alan D.
Gomperts as managing member.
Judge Vincent P. Zurzolo presides over the case.
Derrick Talerico, Esq., at Weintraub Zolkin Talerico & Selth, LLP
represents the Debtor as legal counsel.
SENMIAO TECHNOLOGY: Hudson Bay Capital Holds 4.83% Stake
--------------------------------------------------------
Hudson Bay Capital Management LP and managing member Sander Gerber
disclosed in a Schedule 13G/A filed with the U.S. Securities and
Exchange Commission that as of September 30, 2024, they
beneficially owned 533,576 shares of Senmiao Technology Limited's
Common Stock issuable upon exercise of warrants, representing 4.83%
of the 10,518.040 shares of Common Stock outstanding as of August
12, 2024, as reported in the Company's Quarterly Report on Form
10-Q for the quarterly period ended June 30, 2024 filed with the
Securities and Exchange Commission on August 14, 2024, and assumes
the exercise of the reported warrants.
A full-text copy of Hudson Bay Capital's SEC Report is available
at:
https://tinyurl.com/745tx5u5
About Senmiao Technology Limited
Senmiao Technology Limited is a U.S. holding company incorporated
in the State of Nevada on June 8, 2017. Although it is a holding
company with no material operations of its own, Senmiao conducts a
substantial majority of its operations through its operating
entities established in the People's Republic of China (PRC). This
includes its subsidiaries and equity investee company. Since
November 2018, the Company has been providing automobile
transaction and related services focusing on the online
ride-hailing industry in China through its wholly owned
subsidiaries, Yicheng and Corenel, its majority-owned subsidiaries,
Jiekai and Hunan Ruixi, and its equity investee company,
Jinkailong. Since October 2020, the Company has been operating an
online ride-hailing platform through XXTX, a wholly owned
subsidiary of Senmiao Consulting. XXTX's platform enables qualified
ride-hailing drivers to provide transportation services mainly in
Chengdu, Changsha, and other 20 cities in China as of the date of
this Report. The Company's business includes Automobile Transaction
and Related Services and Online Ride-Hailing Platform Services.
As of June 27, 2024, New York, New York-based Marcum Asia CPAs LLP,
the Company's auditor since 2018, issued a "going concern"
qualification. The report cited a significant working capital
deficiency, substantial losses, and the need for additional funds
to meet obligations and sustain operations. These conditions raise
substantial doubt about the Company's ability to continue as a
going concern.
Senmiao reported a net loss of $4.23 million for the year ended
March 31, 2024, compared to a net loss of $3.79 million for the
year ended March 31, 2023. As of June 30, 2024, the Company had
$9.21 million in total assets, $5.71 million in total liabilities,
$234,364 in mezzanine equity, and $3.26 million in total equity.
SLEEP COUNTRY: S&P Assigns 'BB-' ICR, Outlook Stable
----------------------------------------------------
S&P Global Ratings assigned its 'BB-' issuer credit rating (ICR) to
Canada-based Sleep Country Canada Holdings Inc. The 'BB-' ICR
reflects its 'b+' stand-alone credit profile (SACP) and a one-notch
uplift based on our assessment of Sleep Country's moderately
strategic status to Fairfax Holdings Ltd. (BBB+/Positive/--)
S&P said, "We also assigned our 'BB-' issue-level rating, and '4'
recovery rating to the company's proposed unsecured debt. The '4'
recovery rating reflects modest (30%-50%; rounded estimate: 45%)
recovery in an event of hypothetical default.
"The stable outlook reflects our view that through sustained
same-store sales growth, contribution from recent acquisitions, and
modest cost efficiency measures, should allow the company to
increase its EBITDA over the next 12 months such that the leverage
ratio improves to the high-4x area.
"We believe that leverage will likely improve to the mid-4x area
through 2025 as EBITDA strengthens and acquisition related one-time
charges roll off. On Oct. 1, 2024, Fairfax completed the
take-private transaction of Sleep Country, which was funded with
debt and equity. Sleep Country will use proceeds from the proposed
issuance of senior unsecured notes to repay a portion of the
secured term loan and revolver. Pro forma the transaction, and
based on S&P Global Ratings-adjusted EBITDA as of LTM June 30,2024,
we expect the company's leverage to be about 5x. However, our
expectation is that 2024 year-end EBITDA could be pressured due to
one-time acquisition related charges that negatively affect credit
measures. As a result, we place greater emphasis on 2025 expected
leverage, which we believe will improve to the high-4x area on an
S&P Global Ratings-adjusted basis.
"We expect Sleep Country will achieve low-single-digit percentage
revenue growth. S&P Global Ratings forecasts consumer discretionary
spending will remain stable in 2025, buttressing steady demand for
mattresses, which have an eight- to 10-year replacement cycle. In
addition, new home formation and population expansion are
supportive factors that should contribute to overall sales growth
and therefore support our view that Sleep Country should achieve
low-single-digit same-store sales growth. Furthermore, the company
has completed certain acquisitions in the past years (Hush, Endy,
Silk & Snow), which should continue to be accretive to revenues as
these investments mature. As a result of steady revenue growth and
operating cost savings primarily related to freight, logistics, and
marketing, in part as a result of achieving acquisition-related
synergies, we expect EBITDA to increase on a year-over-year basis.
We expect Sleep Country's debt to EBITDA will improve to the
high-4x area in 2025.
"Our ratings incorporate a one-notch uplift for group support. We
understand Sleep Country will be 100% owned and fully consolidated
with the financials of its parent Fairfax, but will be operated as
a stand-alone business. We view Sleep Country as moderately
strategic to Fairfax and therefore we do not expect any ongoing
financial support, and only under extraordinary foreseeable
circumstances would we expect Fairfax to assist. We also believe
Fairfax will be a long-term investor of Sleep Country and maintain
a prudent financial policy with respect to dividends. Hence our
'b+' SACP on Sleep Country receives a one-notch uplift resulting in
final issuer credit rating of 'BB-'.
"The key differentiators of Sleep Country's business are its
entrenched market position, brand diversity, and omnichannel
capabilities. Our rating reflects Sleep Country's entrenched market
position reflected in its leading market share (about 40%) in the
mattress category in Canada, with a focus on the premium category
of mattresses. The company sells mattresses and other accessories
under its own brands, such as Sleep Country, Dormez-vous, and
Casper (exclusive rights to sell in Canada), which are well-known
among Canadian consumers. Sleep Country sells a diversity of
brands, including its own Bloom mattress brand and is supplemented
with partnerships to sell well-known third-party brands such as
Kingsdown, Tempur Sealy, and Serta Simmons, among others. The
company's omnichannel capabilities are evidenced with Sleep
Country's well-established brick and mortar presence and expansion
into the online space (about 20% of revenue), with ownership of the
direct-to-consumer portals of Endy, Hush, and Silk & Snow, in
addition to curated offerings on Walmart Canada's and Best Buy
Canada's e-commerce sites. Finally, our rating incorporates the
company's above-average profitability as measured by S&P Global
Ratings-adjusted EBITDA margins of over 20%.
"Narrow product focus in a cyclical and seasonal discretionary
retail segment and a small revenue base relative to peers are
factors that constrain the rating. We view Sleep Country's small
revenue scale relative to rated North American peers such as
Mattress Firm Inc. (B+/Stable/--), combined with limited product
and geographic diversity, as key risk factors. Sleep Country's
business is seasonal, with the summer and holiday season marking
important quarters for sales growth in the competitive and
fragmented Canadian home goods industry that includes retailers
such as The Brick, Leon's, and Ikea. As a specialty retailer, we
view Sleep Country's merchandise to be highly discretionary leading
to greater volatility of profitability and credit measures in times
of economic stress.
"The stable outlook reflects our view that Sleep Country will
continue to maintain its strong market share in Canada. The outlook
also incorporates our view that through sustained same store sales
growth, contribution from recent acquisitions, and modest
cost-efficiency measures, the company will be able to increase its
EBITDA over the next 12 months such that leverage ratio is
sustained at high-4x."
Assuming Sleep Country's strategic importance to its parent company
is unchanged, thereby maintaining a one-notch uplift in the final
rating, S&P could still lower its ICR if S&P lowers the SACP rating
within the next 12 months if the following occurs:
-- The company's operating performance is not in line with S&P's
base-case forecasts owing to a combination of weaker consumer
discretionary spend leading to weaker-than expected same store
sales and revenues.
-- Debt financed acquisitions or ongoing restructuring and other
one-time charges that weigh on EBITDA such that we believe debt to
EBITDA will be sustained over 5x.
Although unlikely within the next 12 months, S&P could raise the
ratings if:
-- The company demonstrates a sustained track record of improving
operating performance, including expanding sales and profitability;
and
-- Fairfax's management team remains committed to its financial
policy of maintaining prudent capital structure such that leverage
improves to below 3x.
ESG factors are an overall neutral consideration in S&P's credit
analysis of Sleep Country.
SLEEPOX LLC: Armistead Long Named Subchapter V Trustee
------------------------------------------------------
The Acting U.S. Trustee for Region 5 appointed Armistead Long as
Subchapter V trustee for Sleepox, LLC.
Mr. Long will be paid an hourly fee of $415 for his services as
Subchapter V trustee and an hourly fee of $140 for his legal
assistant. In addition, the Subchapter V trustee will receive
reimbursement for work-related expenses incurred.
Mr. Long declared that he is a disinterested person according to
Section 101(14) of the Bankruptcy Code.
The Subchapter V trustee can be reached at:
Armistead M. Long
400 E. Kaliste Saloom Road
Lafayette LA 70508
Email: along@gamb.com
Phone: (337) 237-0132
About Sleepox LLC
Sleepox, LLC filed a Chapter 11 bankruptcy petition (Bankr. W.D.
La. Case No. 24-50958) on October 31, 2024, with $100,001 to
$500,000 in assets and $1 million to $10 million in liabilities.
Judge John W. Kolwe oversees the case.
The Debtor tapped Weinstein & St. Germain, LLC as legal counsel.
SOLID BIOSCIENCES: Reports $32.7 Million Net Loss in Fiscal Q3
--------------------------------------------------------------
Solid Biosciences Inc. filed with the U.S. Securities and Exchange
Commission its Quarterly Report on Form 10-Q reporting a net loss
of $32.7 million for the three months ended September 30, 2024,
compared to a net loss of $21 million for the three months ended
September 30, 2023.
For the nine months ended September 30, 2024, the Company reported
a net loss of $82.1 million, compared to a net loss of $75.7
million for the same period in 2023.
Through September 30, 2024, the Company has funded its operations
primarily with the proceeds from the sale of redeemable preferred
units and member units as well as the sale of common stock and
pre-funded warrants to purchase shares of its common stock in
private placements and the sale of common stock in its initial
public offering, follow-on public offering in March 2021 and under
its at-the-market sales agreement.
On January 11, 2024, the Company issued and sold in a private
placement 16,973,103 shares of the Company's common stock at a
price per share of $5.53 and, to one investor in lieu of shares of
common stock, pre-funded warrants to purchase 2,712,478 shares of
common stock at a price of $5.529 per pre-funded warrant. The
Company received $103.7 million of net proceeds from the January
2024 Private Placement after deducting offering costs. No warrants
were exercised during the nine months ended September 30, 2024.
During the three and nine months ended September 30, 2024, the
Company issued and sold 330,670 and 1,208,287 shares of its common
stock, respectively, pursuant to the Company's
"at-the-market-offering" sales agreement, between the Company and
Jefferies LLC. During the three and nine months ended September 30,
2024, the Company received net proceeds of $3.1 million and $11.5
million, respectively, from sales pursuant to the ATM Sales
Agreement.
The Company has evaluated whether there are conditions and events
that, considered in the aggregate, raise substantial doubt about
the Company's ability to continue as a going concern within one
year after the date the financial statements are issued. As of
September 30, 2024, the Company had an accumulated deficit of
$740.9 million. The Company expects to continue to generate
operating losses for the foreseeable future. Based upon its current
operating plan, the Company expects that its cash, cash equivalents
and available-for-sale securities of $171.1 million excluding
restricted cash of $1.9 million, as of September 30, 2024, will be
sufficient to fund its operating expenses and capital expenditure
requirements for at least twelve months from the date of issuance
of these condensed consolidated financial statements. However, the
Company has based this estimate on assumptions that may prove to be
wrong, and its operating plan may change as a result of many
factors currently unknown to it. As a result, the Company could
deplete its capital resources sooner than it currently expects. The
Company expects to finance its future cash needs through a
combination of equity offerings, debt financings, collaborations,
strategic partnerships and alliances, or licensing arrangements. If
the Company is unable to obtain funding, the Company would be
forced to delay, reduce or eliminate some or all of its research
and development programs, preclinical and clinical testing, or
commercialization efforts, which could adversely affect its
business prospects.
A full-text copy of the Company's Form 10-Q is available at:
https://tinyurl.com/3cvzkzvj
About Solid Biosciences
Charlestown, Mass.-based Solid Biosciences, Inc. is a life sciences
company focused on advancing a portfolio of current and future gene
therapy candidates, including SGT-003 for the treatment of Duchenne
muscular dystrophy, SGT-501 for the treatment of catecholaminergic
polymorphic ventricular tachycardia, and additional assets for the
treatment of cardiac and other diseases, at different stages of
development with varying levels of investment.
As of September 30, 2024, the Company had $211.8 million in total
assets, $44.8 million in total liabilities, and $167 million in
total stockholders' equity.
SQRL SERVICE: Court OKs Bid to Appoint Chapter 11 Trustee
---------------------------------------------------------
Judge Michelle Larson of the U.S. Bankruptcy Court for the Northern
District of Texas granted the motion by Kevin Epstein, the U.S.
Trustee for Region 6, to appoint a Chapter 11 trustee in the
bankruptcy case of SQRL Service Stations, LLC.
Judge Larson ordered the U.S. Trustee for Region 6 to appoint a
bankruptcy trustee and the trustee is authorized to take immediate
control of all of the company's assets and operations and to be the
sole party authorized to take any action on behalf of the company.
Judge Larson further ordered the company, including its officers,
directors, employees, agents, insiders, members, equity owners, and
professionals not to remove or dispose of any of the company's
assets pending appointment of the trustee.
About SQRL Service Stations
SQRL Service Stations, LLC, a convenience store chain, sought
relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D.
Texas Case No. 24-32457) on August 16, 2024, with $10 million to
$50 million in assets and $1 billion to $10 billion in liabilities.
Jamal Hizam, managing member, signed the petition.
Judge Stacey G. Jernigan oversees the case.
The Debtor is represented by Joyce Lindauer, Esq., at Joyce W.
Lindauer Attorney, PLLC.
STERETT COMPANIES: Unsecured Will Get 0% to 13% of Claims
---------------------------------------------------------
The Official Committee of Unsecured Creditors and Webster Business
Credit, a Division of Webster Bank, N.A., submitted a Disclosure
Statement describing Amended Joint Chapter 11 Plan for Sterett
Companies, LLC and its Affiliated Debtors dated October 9, 2024.
The Debtors are primarily owned and controlled by their principal
shareholder, Mr. William L. "Tres" Sterett III.
Born from a construction company started by the grandfather of the
Debtors' CEO in 1949, the Debtors are a leader in the crane
industry and the present incarnation of a family business with more
than six decades' experience providing experienced personnel,
specialized lift planning, and turnkey project solutions to
customers throughout the United States, in a radius greater than
1,000 miles from the Debtors' headquarters in Owensboro, Kentucky.
On August 3, 2024, the Debtors filed the Debtors' Motion for Entry
of an Order (I) Authorizing the Debtors to Enter Into the Agency
Agreement, (II) Authorizing the Sale of Assets Free and Clear of
all Liens, Claims, Interests, and Encumbrances, and (III) Granting
Related Relief (the "Sale Motion"), by which the Debtors sought
authorization to enter into the Agency Agreement, commence the M&E
Sales, and begin efforts to pursue the Sterett Sale.
On August 22, 2024, the Court entered the Order (I) Authorizing the
Debtors to Enter into Agency Agreement, (II) Authorizing the Sale
of Assets Free and Clear of All Liens, Claims, and Interests and
Encumbrances, and (III) Granting Related Relied (the "Sale Order"),
by which it granted the Sale Motion.
The overarching objectives of the Plan are to quickly and
efficiently sell or otherwise dispose of the Debtors' Assets and
pursue Retained Causes of Action for the benefit of the Debtors'
Estates and creditors. The Plan provides for the creation of a
Liquidation Trust that will take title to all of the Debtors'
remaining Assets on the Effective Date and retain such assets for
the benefit of creditors in anticipation of liquidating such Assets
and ultimately making distributions to creditors.
The Plan Proponents are intending to pursue Confirmation of this
Plan while the Sale Process is ongoing. If the Sale Process is not
completed as of the Confirmation Date, the Plan permits the Post
Confirmation Debtors to continue the M&E Sales after Confirmation
and through the Effective Date by assuming all rights, duties, and
obligations of the Debtors in the Agency Agreement. Thereafter,
pursuant to the Plan and Confirmation Order, the Liquidation
Trustee will be authorized to oversee the continuation of the M&E
Sale Process on behalf of the Liquidation Trust while winding down
the Debtors' remaining operations and outstanding projects.
While the Sale Process is ongoing, the Liquidation Trustee will
also begin pursuing Retained Causes of Action on behalf of the
Liquidation Trust. Retained Causes of Action, to the extent known,
may be identified by the Plan Proponents in a Plan Supplement.
Proceeds of Retained Causes of Action will distributed to holders
of General Unsecured Claims, subject the "Causes of Action
Allocation" as described herein and in the Plan.
The Plan will be initially and primarily funded using Cash held by
the Debtors as of the Confirmation Date. To the extent Cash and
collections of accounts receivable are insufficient, the Lenders
may provide a "Lender Advance" by permitting the use of Sale
Proceeds (or such other funding as the Lenders determine in their
sole discretion) for Confirmation-related expenses, including
amounts sufficient to guarantee the payment of all Administrative
Expense Claims. Such amounts, taken together, will be sufficient to
satisfy on the Effective Date (i) United States Trustee Fees, (ii)
Allowed Administrative Expense Claims, (iii) Allowed Priority Tax
Claims, (iv) Allowed Other Priority Claims, and (v) Allowed
Professional Fee Claims.
Remaining Sale Proceeds, Cash, and proceeds of Retained Causes of
Action, as applicable, will be paid next to (i) the Lender Secured
Claim; (ii) Allowed Other Secured Claims, and (iii) Allowed General
Unsecured Claims pro rata. In addition, the Lenders have agreed to
provide a "Lender Contribution" to holders of General Unsecured
Claims (excluding the Lender Deficiency Claim and Insider Claims),
whereby the first $500,000 of Sale Proceeds will be made available
to holders of General Unsecured Claims for the purpose of enhancing
the distribution to holders and Allowed General Unsecured Claims.
Class 3 consists of all Allowed General Unsecured Claims, including
any Allowed deficiency claims of Holders of Other Secured Claims
and the Lender Deficiency Claim (if any). The allowed unsecured
claims total $3,829,657. This Class will receive a distribution of
0% to 13% of their allowed claims.
On such date as is reasonably practicable after the occurrence of
the Effective Date, Holders of Allowed General Unsecured Claims
shall receive, in full and final satisfaction, compromise,
settlement, release, and discharge of and in exchange for such
Claims, Liquidation Trust Interests, which shall receive a
Distribution of their Pro Rata share of:
* for General Unsecured Claims other than the Lender
Deficiency Claim and Insider Claims, (i) the Lender Contribution;
(ii) Sale Proceeds remaining after satisfaction of or reserve for
Plan Expenses, the Class 1 Claims, Class 2 Claims, and any
PostConfirmation Liens, and (iii) subject to the Causes of Action
Allocation, proceeds of Retained Causes of Action; provided,
however that the Liquidation Trustee shall be permitted to retain
the Lender Contribution until all General Unsecured Claims have
been reviewed and Allowed or Disallowed, as applicable;
* for General Unsecured Claims constituting Insider Claims,
Sale Proceeds remaining after payment of or reserve for Plan
Expenses, the Class 1 Claims, Class 2 Claims, and any Post
Confirmation Liens. For the avoidance of doubt, the Lender
Contribution shall not be used to satisfy any portion of Insider
Claims; and
* for the Lender Deficiency Claim (if any), subject to the
Causes of Action Allocation, proceeds of Retained Causes of Action.
For the avoidance of doubt, the Lender Contribution shall not be
used to satisfy any portion of the Lender Deficiency Claim.
All Distributions and other expenses required to be satisfied in
Cash pursuant to the Plan will be satisfied with (i) Cash on hand
as of the Confirmation Date and the Effective Date; (ii)
collections of accounts receivable, (iii) the Lender Advance (if
any), (iv) revenues generated by the Debtors' post-Confirmation
operations (if any), (v) Sale Proceeds, (vi) the Lender
Contribution; and (vii) recoveries, if any, from the prosecution or
settlement of Retained Causes of Action.
A full-text copy of the Disclosure Statement dated October 9, 2024
is available at https://urlcurt.com/u?l=hlLVh2 from
PacerMonitor.com at no charge.
Counsel to the Committee:
DENTONS BINGHAM GREENEBAUM LLP
James R. Irving, Esq.
April A. Wimberg, Esq.
Ashley A. Brown, Esq.
3500 PNC Tower
101 South Fifth Street
Louisville, Kentucky 40202
Telephone: (502) 587-3606
Facsimile: (502) 540-2215
E-mail: james.irving@dentons.com
april.wimberg@dentons.com
ashley.brown@dentons.com
Local Counsel for Webster Bank:
FOWLER BELL PLLC
Taft A. McKinstry, Esq.
300 West Vine Street
Lexington, KY 40507
Telephone: (859) 252-6700
Facsimile: (859) 255-3735
Email: tmckinstry@fowlerlaw.com
Lead Counsel for Webster Bank:
THOMPSON COBURN LLP
Mark S. Indelicato, Esq.
Jacob T. Schwartz, Esq.
488 Madison Avenue
New York, New York 10022
Telephone: (212) 478-7200
Facsimile: (212) 478-7400
Email: mindelicato@thompsoncoburn.com
jtschwartz@thompsoncoburn.com
About Sterett Companies, LLC
Sterett Companies, LLC, based in Owensboro, Kentucky, operates in
the heavy equipment and logistics industry. The company specializes
in services such as equipment rental, heavy hauling, and crane
operations, catering to various sectors with an emphasis on safety
and efficiency.
Sterett Companies, LLC sought protection under Chapter 11 of the
U.S. Bankruptcy Code (Bankr. W.D. Ky. Case No. 23-40625) on October
27, 2023. In the petition signed by William L. Sterett, III, CEO,
the Debtor disclosed up to $50,000 in assets and up to $50 million
in liabilities.
Judge Charles R. Merrill oversees the case.
Neil C. Bordy, Esq., at Seiller Waterman LLC, is the Debtor's legal
counsel.
TACALA LLC: S&P Affirms 'B-' Issuer Credit Rating, Outlook Stable
-----------------------------------------------------------------
S&P Global Ratings affirmed its 'B-' issuer credit rating on Tacala
LLC (Tacala).
The stable outlook reflects S&P's expectation that Tacala will
continue to expand its EBITDA base from top-line growth, easing
commodity inflation, and improved labor retention, improving S&P
Global Ratings-adjusted debt to EBITDA toward 7.2x over the next 12
months.
S&P said, "We corrected an error in our debt calculation of Tacala
LLC. We now include convertible and senior nonconvertible preferred
equity issued by Tacala's parent, ACP Tacala Holdings L.P., in our
adjusted debt calculation. Due to the error, we previously did not
include the preferred equity in our calculation. The preferred
instruments contain features, including payment-in-kind (PIK)
interest and redemption rights, that cause us to view them as
debt-like obligations in accordance with our hybrid capital
criteria. Specifically, in our view, the steep interest rate and
rapid accretion give the issuer incentive to refinance the
instruments with debt. The correction adds about 1.2x to our
adjusted debt to EBITDA calculation for the trailing 12 months
ended Sept. 3, 2024, resulting in leverage of 7.5x. We expect low
double-digit percent revenue growth in fiscal 2024 and
mid-single-digit percent sales growth in 2025. Tacala LLC reported
mid-single-digit percent same-store sales growth through the first
three quarters of 2024. Total year-to-date revenues increased 9% to
$511 million due to continued new store development through the
addition of two new stores in the third quarter (bringing the store
count to 364). Additionally, effective marketing strategies and
ongoing enhancements to the Taco Bell menu drove performance.
"We project revenue will grow approximately 10% in fiscal 2024,
primarily driven by an increase in check sizes, calendar shift
effects (an additional week in the fourth quarter compared with the
fourth quarter in 2023), and back-end loaded expansion of the store
base to 372 stores. We forecast revenue growth will slow to 6.2% in
2025 as gains in average unit volumes (AUVs) moderate to the
low-single-digit percent area.
"We expect easing commodity inflation and stable labor rates to
help grow Tacala's EBITDA in 2024 and 2025. We expect Tacala's S&P
Global Ratings-adjusted EBITDA margins to remain unchanged at 24%
in 2024 as better gross margins are offset by higher selling,
general, and administrative (SG&A) margins. While labor rates
stabilized and training costs fell due to improved retention,
overall SG&A margin still rose 20 bps to 61.3% from 61.1% due to a
substantial increase in noncontrollable expenses, excluding rent
and depreciation. As a result of these continuing trends, we
project S&P Global Ratings-adjusted EBITDA will grow in 2024 and
2025 on increased sales and relatively flat S&P Global
Ratings-adjusted EBITDA margins. We expect Tacala's S&P Global
Ratings-adjusted leverage to improve to low-7x in 2025 from the
mid-7x area in 2024. We project the company's S&P Global
Ratings-adjusted debt to EBITDA will decrease to 7.4x by the end of
2024, from 7.5x over the trailing-12-month period ended Sept. 3,
2024 and 7.9x as of the end of 2023. We expect this due to strong
year-over-year EBITDA growth from sales leverage and improved gross
margins, partially offset by a larger debt load from the accretion
of $20 million-$25 million of PIK interest. We forecast leverage of
7.2x by the end of 2025.
"The stable outlook reflects our expectation that Tacala will
continue to expand its EBITDA base from top-line growth, easing
commodity inflation, and improved labor retention, improving S&P
Global Ratings-adjusted debt to EBITDA toward 7.2x over the next 12
months.
"Governance is a moderately negative consideration in our analysis
of Tacala, as is the case for most rated entities owned by
private-equity sponsors. We believe Tacala's highly leveraged
financial risk profile points to corporate decision-making that
prioritizes the interests of controlling owners. This also reflects
the generally finite holding periods and a focus on maximizing
shareholder returns."
TADA VENTURES: Claims to be Paid From Business Income
-----------------------------------------------------
TADA Ventures, LLC, filed with the U.S. Bankruptcy Court for the
Southern District of Texas a Combined Disclosure Statement and Plan
of Reorganization dated October 9, 2024.
The Debtor is a limited liability corporation whose offices are
located at 1773 Westborough Drive, Katy, Texas 77449.
The Debtor is a consortium of small businesses primarily owned by
Zane Russell and Daniel Ritz, Jr., who bought the assets and
assumed the liabilities of TADA Enterprises, LLC pursuant to a
Chapter 11 reorganization whose plan was confirmed on July 9, 2020
under Case No. 2020-32199. The business of leasing and managing the
income and expenses is handled by a tenant, Lanstar Corporation.
First State Bank of Athens, Texas ("FSB") is a secured creditor of
Debtor by virtue of the Deed of Trust Note dated September 17, 2021
in the original principal amount of $1,385,698.56. It holds a
perfected security interest and lien in the real property and
personal property, including the Debtor's cash collateral. The
indebtedness to FSB is guaranteed by Mark Kelley.
The U.S. Small Business Administration ("SBA") is the second lien
holder with security interests in the Debtor's assets as does FSB.
The obligations of the Debtor to the SBA are guaranteed by Jean C.
Stout and Alfred Earl Stout, shareholders of Lanstar Corporation,
the prior owner of the Property.
The Debtor filed bankruptcy after FSB sought to foreclosure on the
Debtor's real property. After much discussion among the member of
the corporation and its counsel, Debtor determined that bankruptcy
was the best course of action for TADA Ventures, Inc. and its
creditors.
The commercial market of office and warehouse leasing in the Gulf
Coast region is showing signs of sustained revival and historically
it has after the downturn the market experienced in recent years.
Debtor has also made changes in its rental collection procedures
that have brought its income vs. payables ratio more positive for
the Debtor.
The Debtor has taken steps to operate on a more efficient "income
to expense" ratio which Debtor believes will provide resources to
meet the projections of dividend distributions to the various
classes of creditors.
The Debtor has no unsecured debts. Debtor's Claims Register does
not reflect any claims of this class.
Class 4B is comprised of the members of TADA Ventures, LLC. Each
member shall retain ownership equity interest in the Debtor that
existed prior to the Date of Petition subject to the satisfaction
of the indebtedness of the superior classes of claimants.
Under the Plan as proposed, TADA Ventures, LLC shall remain in
possession of its assets and conduct additional business with
existing creditors.
A full-text copy of the Combined Disclosure Statement and Plan
dated October 9, 2024 is available at
https://urlcurt.com/u?l=Yn5zmE from PacerMonitor.com at no charge.
Attorney for the Debtor:
Larry A. Vick, Esq.
LAW OFFICES OF LARRY A. VICK
13501 Katy Freeway, Suite 1460
Houston, TX 77079
Tel: (832) 413-3331
Fax: (832) 202-2821
Email: lv@larryvick.com
About TADA Ventures
TADA Ventures is a Single Asset Real Estate debtor (as defined in
11 U.S.C. Section 101(51B)).
TADA Ventures filed a voluntary petition for relief under Chapter
11 of the Bankruptcy Code (Bankr. S.D. Tex. Case No. 24-32165) on
May 7, 2024. In the petition signed by Zane Russell as managing
member, the Debtor estimated $1 million to $10 million in both
assets and liabilities.
Judge Eduardo V. Rodriguez presides over the case.
Susan Tran Adams, Esq. at CORAL TRAN SINGH, LLP, represents the
Debtor as counsel.
TOPGOLF CALLAWAY: S&P Downgrades ICR to 'B' on Elevated Leverage
----------------------------------------------------------------
S&P Global Ratings lowered its ratings on Carlsbad, Calif.-based
Topgolf Callaway Brands Corp. (TCB), including the issuer credit
rating and issue level rating on its $1.1 billion term loan, to 'B'
from 'B+'.
The developing outlook reflects several uncertain elements related
to the company's strategic review. Namely, the mode of separation,
timing, amount of proceeds, and amount of debt pay down from the
separation of its Topgolf segment.
S&P said, "he downgrade reflects our expectation for weak credit
metrics over the next 12 months. TCB ended its third quarter (ended
Sept. 30, 2024) with S&P Global Ratings-adjusted leverage more than
6x, compared with 5.6x in the same quarter last year. The increased
leverage was partially driven by a 4% decline in EBITDA on lower
sales and increased costs as well as a 4% increase in adjusted
debt, including leases. We anticipate S&P Global Ratings-adjusted
leverage of 6.2x at the end of 2024, improving to the high-5x range
by December 2025. Consequently, we have revised our assessment of
TCB's financial risk profile to highly levered from aggressive due
to the weakened credit metrics. Our metrics do not incorporate the
potential separation of TCB's Topgolf segment because of the
uncertainty of both timing and proceeds.
"We anticipate weaker sales and profitability due to an uncertain
consumer environment over the next year, with budget-conscious
consumers closely scrutinizing their purchases. As consumers spend
more of their budgets on essentials like food and rent, spending on
discretionary products and services, such as those offered by TCB,
has been pressured. The company's sales fell 2.7% in the third
quarter, driven by an 11% decline in the Active Lifestyle segment
on lower wholesale and European sales. In addition, Topgolf's
same-venue sales and customer traffic significantly weakened,
falling 9% in the quarter. At the same time, the company noted
hesitant consumer purchasing in the equipment business, which saw
relatively flat sales.
"Additionally, S&P Global Ratings-adjusted EBITDA decreased 19.5%
in the third quarter, as margins declined 330 basis points to
15.4%. We expect consumer uncertainty to persist well into 2025,
which should keep profitability pressured due to sales deleveraging
and higher costs, partially offset by efficiency initiatives. We
project a nearly 3% decline in sales this year, as well as lower
S&P Global Ratings-adjusted EBITDA margins compared with 2023,
forecasted at 15.7% in 2024 and 16.5% in 2025. This is despite an
expectation of a nearly 4% increase in sales in 2025 largely
because of new Topgolf venues."
The potential for debt repayment following the separation of the
Topgolf segment may take more than a year to be realized. The
company previously stated its strategic review will include
evaluating Topgolf's growth opportunities and the potential
separation of the segment through a tax-free spin. It also plans to
use any proceeds from the eventual sale of retained shares,
post-spin, to reduce debt. S&P believes any significant debt
repayment will extend well beyond 12 months if TCB opts for a
tax-free spin of Topgolf. A tax-free status would likely require
TCB to retain a position in Topgolf for no more than a year after
the spin, leading us to think TCB's S&P Global Ratings-adjusted
leverage will remain higher for longer.
The developing outlook reflects several uncertain elements related
to the company's strategic review. Namely, the mode of separation,
timing, amount of proceeds, and amount of debt pay down from the
separation of its Topgolf segment.
S&P said, "We could lower the rating if we expect TCB's S&P Global
Ratings-adjusted leverage to remain above 6x and operational
improvements do not materialize, causing operating cash flow
remaining pressured.
"We could raise our rating if TCB executes the Topgolf separation
and the company significantly deleverages its balance sheet. In
this scenario, we would expect S&P Global Ratings-adjusted leverage
to fall below 5x while TCB sustains improvements in sales and
profitability."
TRUE VALUE: Can Terminate Leases After Chapter 11 Sale, Court Says
------------------------------------------------------------------
Clara Geoghegan of Law360 Bankruptcy Authority reports that on
November 19, 2024, a Delaware bankruptcy judge approved procedures
proposed by hardware store supplier True Value for terminating its
leases and contracts, as the company moves toward finalizing a
Chapter 11 sale.
About True Value Company
True Value Company, LLC and its affiliates are hardlines
wholesalers, serving approximately 4,500 stores worldwide. A
globally recognized retail brand, the Debtors provide customers in
over 55 countries an expansive product set across key categories
such as Hardware Lumber and Building, Outdoor Living and Tools, and
Plumbing and Heating.
The Debtors filed voluntary Chapter 11 petitions (Bankr. D. Del.
Lead Case No. 24-12337) on October 14, 2024. True Value estimated
total assets of $100 million to $500 million and total liabilities
of $500 million to $1 billion as of the bankruptcy filing.
Judge Karen B. Owens oversees the cases.
The Debtors tapped Skadden, Arps, Slate, Meagher & Flom LLP, and
Young Conaway Stargatt & Taylor, LLP as bankruptcy counsel; Glenn
Agre Bergman & Fuentes, LLP as conflicts counsel; Houlihan Lokey
Capital, Inc. as financial advisor; and Omni Agent Solutions, Inc.
as claims and administrative agent. The Debtors also tapped M3
Advisory Partners, LP to provide chief transformation officer and
supporting personnel.
UNION SCHOOL: S&P Lowers First-Mortgage Debt Rating to 'BB+'
------------------------------------------------------------
S&P Global Ratings lowered its underlying rating to 'BB+' from
'BBB-'on Union School Corp., Ind.'s existing ad valorem property
tax first-mortgage debt. The outlook is stable.
At the same time, S&P assigned its 'AA+' long-term and 'BB+'
underlying ratings the school corporation's $1.65 million series
2024 general obligation (GO) bonds, based on the application of its
"Methodology For Rating U.S. Governments," published Sept. 9, 2024,
on RatingsDirect.
"The downgrade reflects our views of the district's weak management
and transparency surrounding the oversight and reporting of its
operations given its significant virtual school population, which,
in our view, increases credit risk," said S&P Global Ratings credit
analyst Moreen Skyers-Gibbs.
Ad valorem property taxes, subject to state circuit-breaker tax
caps, secure the series 2024 bonds. Circuit breakers limit the
property tax burden for taxpayers based on a percentage of gross
assessed value. S&P rates this limited-tax GO pledge on par with
its view of the corporation's general creditworthiness as it levies
property taxes on all taxable properties and due to the fungibility
of resources available for debt service.
The 'AA+' long-term rating reflects S&P's assessment of the Indiana
State Aid Intercept program as it applies to the school
corporation.
Officials expect to use the bond proceeds to finance renovations
and improvements to its school building facilities.
"The stable outlook reflects our expectation that Union School
Corp. will yield balanced-to-positive operations through the
outlook horizon, resulting in cash reserve increases. In our
opinion, limited costs pressures from debt and pension provide
further rating stability," added Ms. Skyers-Gibbs.
Environmental, social, and governance
-- Governance: Transparency and reporting
UNITED DENTAL: Sec. 341 Meeting of Creditors on December 10
-----------------------------------------------------------
On November 3, 2024, United Dental Fullerton Corporation filed
Chapter 11 protection in the Central District of California.
According to court filing, the Debtor reports $3,295,248 in debt
owed to 1 and 49 creditors. The petition states funds will be
available to unsecured creditors.
A meeting of creditors under Sec. 341(a) will be held on December
10, 2024 at 10:00 AM.
About United Dental Fullerton Corporation
United Dental Fullerton Corporation owns and operates a dental
clinic.
United Dental Fullerton Corporation sought relief under Chapter 11
of the U.S. Bankruptcy Code (Bankr. C.D. Cal. Case No. 24-19069) on
November 3, 2024. In the petition filed by Jeong H. Kim, as
president, the Debtor reports total assets of $1,792,468 and total
liabilities of $3,295,248.
The case is overseen by Honorable Bankruptcy Judge Sheri Bluebond.
The Debtor is represented by:
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
UROGEN PHARMA: Morgan Stanley Holds 5.2% Equity Stake
-----------------------------------------------------
Morgan Stanley disclosed in a Schedule 13G/A filed with the U.S.
Securities and Exchange Commission that as of September 30, 2024,
he beneficially owned 2,172,327 shares of UroGen Pharma Ltd.'s
Ordinary Shares, representing 5.2% of the shares outstanding.
A full-text copy of Mr. Stanley's SEC Report is available at:
https://tinyurl.com/28nbc573
About UroGen Pharma Ltd.
Headquartered in Princeton, N.J., UroGen Pharma Ltd. --
http://www.urogen.com-- is a biotechnology company dedicated to
developing and commercializing innovative solutions that treat
urothelial and specialty cancers. The Company has developed RTGel
reverse-thermal hydrogel, a proprietary sustained release,
hydrogel-based technology that has the potential to improve
therapeutic profiles of existing drugs. The Company's technology is
designed to enable longer exposure of the urinary tract tissue to
medications, making local therapy a potentially more effective
treatment option.
Florham Park, N.J.-based PricewaterhouseCoopers LLP, the Company's
auditor since 2020, issued a "going concern" qualification in its
report dated March 14, 2024, citing that the Company has incurred
losses and experienced negative operating cash flows since its
inception that raise substantial doubt about its ability to
continue as a going concern.
As of September 30, 2024, UroGen Pharma had $301.9 million in total
assets, $276.4 million in total liabilities, and $25.5 million in
total stockholders' equity.
UROGEN PHARMA: Reports $23.7 Million Net Loss in Fiscal Q3
----------------------------------------------------------
UroGen Pharma Ltd. filed with the U.S. Securities and Exchange
Commission its Quarterly Report on Form 10-Q reporting a net loss
of $23.7 million on $25.2 million of revenues for the three months
ended September 30, 2024, compared to a net loss of $21.9 million
on $20.9 million of revenues for the three months ended September
30, 2023.
For the nine months ended September 30, 2024, the Company reported
a net loss of $89.4 million on $65.8 million of revenues, compared
to a net loss of $76.2 million on $59.2 million of revenues for the
same period in 2023. The Company has an accumulated deficit of
$768.7 million and $679.3 million as of September 30, 2024, and
December 31, 2023, respectively.
As of September 30, 2024, the Company had $301.9 million in total
assets, $276.4 million in total liabilities, and $25.5 million in
total stockholders' equity.
A full-text copy of the Company's Form 10-Q is available at:
https://tinyurl.com/mtryzcwu
About UroGen Pharma Ltd.
Headquartered in Princeton, N.J., UroGen Pharma Ltd. --
http://www.urogen.com-- is a biotechnology company dedicated to
developing and commercializing innovative solutions that treat
urothelial and specialty cancers. The Company has developed RTGel
reverse-thermal hydrogel, a proprietary sustained release,
hydrogel-based technology that has the potential to improve
therapeutic profiles of existing drugs. The Company's technology is
designed to enable longer exposure of the urinary tract tissue to
medications, making local therapy a potentially more effective
treatment option.
Florham Park, N.J.-based PricewaterhouseCoopers LLP, the Company's
auditor since 2020, issued a "going concern" qualification in its
report dated March 14, 2024, citing that the Company has incurred
losses and experienced negative operating cash flows since its
inception that raise substantial doubt about its ability to
continue as a going concern.
VERRICA PHARMA: CEO Jayson Rieger Holds 551,928 Common Shares
-------------------------------------------------------------
Jayson Rieger, CEO and President of Verrica Pharmaceuticals Inc.,
filed a Form 3 Report with the U.S. Securities and Exchange
Commission, disclosing direct ownership of 551,928 shares of common
stock, and indirect ownership of 150 shares held by his child, and
an aggregate of 6,905 shares held by trusts.
A full-text copy of Mr. Rieger's SEC Report is available at:
https://tinyurl.com/2b4c24e5
About Verrica Pharmaceuticals
West Chester, Pa.-based Verrica Pharmaceuticals Inc. is a
dermatology therapeutics company developing and selling medications
for skin diseases requiring medical intervention.
As of March 31, 2024, the Company had $66.3 million in total
assets, $64.8 million in total liabilities, and $1.5 million in
total stockholders' equity.
Going Concern
The Company cautioned in Form 10-Q Report for the quarterly period
ended March 31, 2024, that substantial doubt exists about its
ability to continue as a going concern.
The Company has incurred substantial operating losses since
inception and expects to continue to incur significant losses for
the foreseeable future and may never become profitable. As of March
31, 2024, the Company had an accumulated deficit of $250.8 million.
For the three months ended March 31, 2024, and 2023, the Company
reported net losses of $20.3 million and $6.6 million,
respectively. The Company plans to secure additional capital in the
future through equity or debt financings, partnerships, or other
sources to carry out its planned commercial and development
activities. If the Company is unable to raise capital when needed
or on attractive terms, it would be forced to delay, reduce, or
eliminate its future commercialization efforts or research and
development programs.
VERTEX ENERGY: Nov. 27, 2024 Claims Filing Deadline Set
-------------------------------------------------------
The U.S. Bankruptcy Court for the Southern District of Texas set
Nov. 27, 2024, at 4:00 p.m. (Prevailing Central Time) as the last
date and time for creditors of Vertex Energy Inc. and its
debtor-affiliates to file their proofs of claim against the
Debtors.
The Court also set March 24, 2025, at 4:00 p.m. (Prevailing Central
Time) as the deadline for governmental units to file their claims
against the Debtors.
Each Proof of Claim must be filed or submitted, including
supporting documentation, through any of the following methods: (i)
electronic submission through PACER (Public Access to Court
Electronic Records at https://ecf.txsb.uscourts.gov/), (ii)
electronic submission using the interface available on the Claims
and Noticing Agent's website at
https://www.veritaglobal.net/vertex, or (iii) if submitted through
non-electronic means, by U.S. mail or other hand delivery system,
so as to be actually received by the Claims and Noticing Agent on
or before the Claims Bar Date, the Governmental Bar Date, or other
applicable Bar Date, as applicable, at the following address:
If by First-Class Mail, Overnight Mail, or Hand Delivery:
Vertex Energy Claims Processing Center
c/o KCC dba Verita Global LLC
222 N. Pacific Coast Highway, Suite 300
El Segundo, CA 90245
All Proofs of Claim must be filed or submitted so as to be actually
received by the Claims and Noticing Agent on or before the
applicable Bar Date. If Proofs of Claim are not received by the
Claims and Noticing Agent on or before the applicable Bar Date, the
holders of the underlying claims shall be barred from asserting
such claims against the Debtors and precluded from voting on any
plans of reorganization filed in these chapter 11 cases and/or
receiving distributions from the Debtors on account of such claims
in these chapter 11 cases.
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 and its affiliates filed voluntary petitions 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 cases.
Bracewell, LLP, led by Jason G. Cohen, is serving as counsel to the
Debtors.
VIA ESCUELA: Court Approves Stipulation on Cash Collateral Use
--------------------------------------------------------------
The U.S. Bankruptcy Court for the Central District of California
approved a stipulation between Via Escuela Consulting, LLC and
Stormfield Capital Funding I, LLC, allowing the company to use its
secured creditor's cash collateral.
Stormfield holds a lien on the company's real property in Los
Angeles, Calif., and is owed
$1,195,999.96 by the company as of the petition date. Rental
proceeds received from the property constitute Stormfield's cash
collateral.
The stipulation allows Via Escuela to use the cash collateral to
pay its operating expenses totaling $11,745.96. The company may use
$983.33 of the cash collateral per month for maintenance expenses
and U.S. trustee quarterly fees, according to the stipulation.
As protection, Stormfield will receive monthly payments of
$9,843.75 from the rental proceeds beginning this month.
About Via Escuela Consulting
Via Escuela Consulting, LLC owns two properties in California
having a total current value of $2.26 million.
Via Escuela sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. C.D. Calif. Case No. 24-17567) on September
17, 2024, with $2,260,700 in assets and $2,019,299 in liabilities.
Melissa Regina Alvarado, principal, signed the petition.
Judge Deborah J. Saltzman oversees the case.
Onyinye N. Anyama, Esq., at Anyama Law Firm serves as the Debtor's
bankruptcy counsel.
VIEWBIX INC: MMCAP International, MM Asset Hold 8.76% Stake
-----------------------------------------------------------
MMCAP International Inc. SPC and MM Asset Management Inc. disclosed
in a Schedule 13G/A filed with the U.S. Securities and Exchange
Commission that as of September 30, 2024, they beneficially owned
1,855,921 shares of Viewbix Inc.'s common stock, representing 8.76%
of the 21,179,686 shares outstanding of the Company as reported in
the Form 10-Q filed with the Securities and Exchange Commission on
August 14, 2024.
A full-text copy of MMCAP's SEC Report is available at:
https://tinyurl.com/22n72t6n
About Viewbix
Headquartered in Ramat Gan, Israel, Viewbix Inc. is a digital
advertising platform that develops and markets a variety of
technological platforms that automate, optimize, and monetize
digital online campaigns. Viewbix's operations were previously
focused on analysis of the video marketing performance of its
clients as well as the effectiveness of their messaging. With the
Video Advertising Platform, Viewbix allowed its clients with
digital video properties the ability to use its platforms in a way
that allows viewers to engage and interact with the video. The
Video Advertising Platform measured when a viewer performs a
specific action while watching a video and collects and reports the
results to the client. The Company, through its subsidiaries Gix
Media and Cortex, expanded its digital advertising operations
across two additional main sectors: ad search and digital content.
Tel Aviv, Israel-based Brightman Almagor Zohar & Co., A Firm in the
Deloitte Global Network, the Company's auditor since 2012, issued a
"going concern" qualification in its report dated March 25, 2024,
citing that the Company's non-compliance with its debt covenants as
of Dec. 31, 2023 and the decrease in revenues and positive cash
flows from operations may result in the Company's inability to
repay its debt obligations during the 12-month period following the
issuance date of these financial statements. These conditions raise
a substantial doubt about the Company's ability to continue as a
going concern.
For the year ended December 31, 2023, Viewbix reported a net loss
of $8,687,000, compared to a net income of $1,117,000 for the same
period in 2022. As of June 30, 2024, Viewbix had $30 million in
total assets, $20.3 million in total liabilities, and $9.7 million
in total equity.
VIRTUAL MEDICAL: Tamara Miles Ogier Named Subchapter V Trustee
--------------------------------------------------------------
The U.S. Trustee for Region 21 appointed Tamara Miles Ogier, Esq.,
at Ogier, Rothschild & Rosenfeld, PC as Subchapter V trustee for
Virtual Medical Services, LLC.
Ms. Ogier will be paid an hourly fee of $450 for her services as
Subchapter V trustee and will be reimbursed for work-related
expenses incurred.
Ms. Ogier declared that she is a disinterested person according to
Section 101(14) of the Bankruptcy Code.
The Subchapter V trustee can be reached at:
Tamara Miles Ogier, Esq.
Ogier, Rothschild & Rosenfeld, PC
P.O. Box 1547
Decatur, GA 30031
Phone: (404) 525-4000
About Virtual Medical Services
Virtual Medical Services, LLC provides medical care online.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. N.D. Ga. Case No. 24-61749) on November 4,
2024, with $500,000 to $1 million in assets and $1 million to $10
million in liabilities. Samuel Wright, manager, signed the
petition.
Leslie Pineyro, Esq., at Jones & Walden, LLC represents the Debtor
as legal counsel.
VIVAKOR INC: Secures $3.67M Term Loan From Cedarview Opportunities
------------------------------------------------------------------
Vivakor, Inc. disclosed in a Form 8-K Report filed with the U.S.
Securities and Exchange Commission that the Company, as the
borrower, and certain of its subsidiaries, being Vivaventures
Management Company, Inc., Vivaventures Oil Sands, Inc., Silver
Fuels Delhi, LLC, White Claw Colorado City, LLC, Vivaventures
Remediation Corporation, Vivaventures Energy Group, Inc., Endeavor
Crude, LLC, and Meridian Equipment Leasing, LLC, and Silver Fuels
Processing, LLC, as guarantors, Cedarview Opportunities Master Fund
LP, as the lender; and Cedarview Capital Management, LLC, as the
agent, entered into a Loan and Security Agreement.
Pursuant to the Loan Agreement, the Company issued a secured
promissory note in the principal amount of $3,670,160.77, and the
Lenders agreed to provide such term loan to the Company with
maturity on October 31, 2025. On November 5 and 6, 2024, the
Company received the net proceeds from the Term Loan less (i) a 3%
origination fee, and (ii) repayment of $2,000,000 in outstanding
principal, $68,009 in accrued interest, and a $242,991 prepayment
fee pursuant to that certain Loan and Security Agreement dated
February 5, 2024, by and between the Company, as borrower
thereunder, certain of its Subsidiaries, as guarantors thereunder,
and Lender and Agent.
The amounts borrowed under the Loan Agreement will bear interest at
a rate per annum of 22%. The Company will also pay be obligated to
make monthly payments of $343,506.42 beginning November 30, 2024.
In the event of any prepayment, the Company shall pay a prepayment
premium in the amount of 10% of the principal amount of the Term
Loan outstanding prior to such prepayment. Notwithstanding the
foregoing, if and when the Company raises in the aggregate
$10,000,000 or more from the sale of its equity in sales (other
than in connection with any acquisition, merger, or like
transaction), the Company shall immediately offer to prepay the
entire outstanding balance of the Term Loan, which offer may be
accepted or rejected by the Agent.
The amounts borrowed pursuant to the terms of the Loan Agreement
are secured by substantially all of the present and after-acquired
assets of the Company and the Subsidiaries, except for certain
after-acquired assets that as provided by the Term Loan.
Additionally, the Company's obligations under the Loan Agreement
are jointly and severally guaranteed by substantially all of the
Subsidiaries.
The Loan Agreement contains customary representations, warranties
and affirmative and negative financial and other covenants for a
loan of this type. The closing was subject to customary closing
conditions.
In connection with the Loan Agreement, and as additional
consideration for the Lender agreeing to loan funds to the Company
thereunder, the Company issued an irrevocable letter to its
transfer agent to reserve 3,000,000 shares of the Company's common
stock until the Term Loan is repaid in full. In the event the Term
Loan is not paid in full by the Maturity Date, the Agent may
instruct the Transfer Agent to issue the Collateral Securities to
the Agent, which the Agent may then sell until such time the
amounts due under the Term Loan are repaid in full, after which any
shares of Collateral Securities remaining shall be returned to the
Company.
The Company issued to the Lender 300,000 shares of the Company's
common stock, restricted in accordance with Rule 144, as additional
consideration for the Term Loan.
About Vivakor Inc.
Coralville, Iowa-based Vivakor, Inc. is a socially responsible
operator, acquirer, and developer of technologies and assets in the
oil and gas industry, as well as related environmental solutions.
Currently, the Company's efforts are primarily focused on operating
crude oil gathering, storage and transportation facilities, as well
as contaminated soil remediation services.
Houston, Texas-based Marcum LLP, the Company's auditor since 2022,
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.
As of June 30, 2024, Vivakor had $73.68 million in total assets,
$58.65 million in total liabilities, and $15.03 million in total
stockholders' equity.
VOLITIONRX LTD: Appoints Timothy Still as Board Chair
-----------------------------------------------------
VolitionRx Limited, a multi-national epigenetics company, has
appointed Timothy Still as Chairman of its board of directors,
effective November 6, 2024.
Mr. Still is currently Chairman and CEO of TSTILL Enterprises LLC,
and an Operating Partner with REVIVAL Healthcare. An accomplished
executive with a career spanning over 35 years in medical
diagnostics, devices and digital health, his background includes
extensive experience in designing and implementing highly focused
commercial and business development strategies within both large
and small companies. Tim has been directly responsible for building
the commercial viability at his previous companies, many through to
acquisition.
His most recent operating role was President and CEO of Sense
Biodetection. Early in 2023, Sense Bio merged with Sherlock
Biosciences to create a leading point of care diagnostics company
serving the consumer diagnostics market. Prior to Sense
Biodetection, Mr. Still has been a CEO and/or a board member at
numerous medical technology companies: Myoscience, MDx Health, Gold
Standard Diagnostics (Executive Chairman), Global Kinetics, Xagenic
and Accumetrics. Earlier in his career, Tim also held senior
leadership roles at HemoSense, Cholestech, and Boehringer
Mannheim/Roche.
Mr. Still has a master's degree in business administration (Dean's
Scholar) from the University of Southern California, and a Bachelor
of Science degree (Highest Honors) from the University of
California at Davis.
Commenting on his appointment, Timothy Still said:
"I am excited to join Volition at such a pivotal time in the
company's journey. With its groundbreaking epigenetic technology, I
believe Volition has the potential to significantly impact global
healthcare by detecting, guiding treatment, and monitoring disease,
to improve outcomes for people and animals worldwide. I look
forward to working alongside the board and leadership team during
this important next phase of growth at Volition."
Cameron Reynolds, President and Group Chief Executive Officer,
added:
"We are delighted to welcome Tim as Chairman of the Board of
Directors at Volition. He brings extensive experience in the
diagnostic sector and has a proven track record of successfully
guiding companies from the R&D phase to market readiness,
ultimately driving commercial success. We look forward to
benefiting from his strategic advice and leadership.
"I would like to thank Guy Innes, who has acted as our Interim
Non-Executive Chair since the summer and continues to serve
diligently on the Volition board."
In connection with Mr. Still's appointment, on November 6, 2024,
him and the Company entered into an Independent Director Agreement,
pursuant to which Mr. Still will continue to serve as a member of
the Board subject to any necessary approval by the Company's
stockholders as required by applicable law and the Company's
governing documents. In exchange for his services, pursuant to the
terms of the Independent Director Agreement, Mr. Still shall
receive:
(i) $30,000 per calendar quarter commencing November 6, 2024;
(ii) $1,000 per day for any services performed as a member of a
committee of the Company, if any,
(iii) a grant of RSUs under the Company's 2015 Stock Incentive
Plan to receive an aggregate of 400,000 shares of the Company's
common stock underlying the RSUs that vest in three equal
installments at 12 months, at 24 months and at 36 months from the
grant date; and
(iv) a grant of RSUs under the Company's 2024 Stock Incentive
Plan to receive an aggregate of 1,000,000 shares of the Company's
common stock underlying the RSUs, that vest in two equal
installments following the achievement of a closing stock price
target above $2.50 per share and above $5.00 per share,
respectively, of the Company's common stock for a minimum of thirty
consecutive trading days prior to November 6, 2027 (but no earlier
than November 6, 2025), and also subject to time-based vesting in a
single installment six months after the timely achievement of each
stock price target, if at all. The Independent Director Agreement
provides that in the event that the Company undergoes a Change of
Control, the vesting of the RSUs in (iv) above shall be accelerated
to fully-vest the rights to such RSUs provided that the purchase
price per share of the Company's common stock in such transaction
exceeds $2.50 per share. "Change of Control" shall mean the
consummation of a merger or consolidation of the Company with any
other corporation, other than a merger or consolidation which would
result in the voting securities of the Company outstanding
immediately prior thereto continuing to represent (either by
remaining outstanding or by being converted into voting securities
of the surviving entity or its parent) at least 50% of the total
voting power represented by the voting securities of the Company or
such surviving entity or its parent outstanding immediately after
such merger or consolidation. The Independent Director Agreement
also provides that Mr. Still shall be awarded RSUs to receive
300,000 shares of the Company's common stock on an annual basis,
the vesting of which will be subject to the timely achievement by
the Company, or one of its affiliates, of certain corporate goals
as determined by the Board or a designated committee in its
absolute discretion and upon the terms and conditions set forth in
the award agreement and, if applicable, the governing plan. The
grant of these annual RSU awards shall be subject to availability
of shares under the governing plan and be made concurrently with
the grant of RSUs, on equivalent terms, to the other members of the
Board.
About Volition
Henderson, Nev.-based VolitionRx Limited is a multi-national
epigenetics company. It has patented technologies that use
chromosomal structures, such as nucleosomes, and transcription
factors as biomarkers in cancer and other diseases.
Going Concern
The Company cautioned in its Form 10-Q Report for the quarter ended
March 31, 2024, that there is substantial doubt about its ability
to continue as a going concern. According to the Company, it has
not attained profitable operations on an ongoing basis and is
dependent upon obtaining external financing to continue to pursue
its operational and strategic plans. The Company has generated
operating losses and has experienced negative cash flows from
operations since inception. The Company has not generated
significant revenues and expects to incur further losses in the
future, particularly from the continued development of its
clinical-stage diagnostic tests and the initiation of additional
clinical trials to seek regulatory approval. The future of the
Company as an operating business will depend on its ability to
obtain sufficient capital contributions, financing, and/or generate
revenues as may be required to sustain its operations.
As of June 30, 2024, VolitionRx had $13.1 million in total assets,
$36 million in total liabilities, and $22.9 million in total
stockholders' deficit.
VPR LLC: Amends Plan to Resolve Ford & Frederick County Claim Issue
-------------------------------------------------------------------
VPR, LLC, submitted a First Amended Chapter 11 Plan of
Reorganization dated October 8, 2024.
The Debtor filed its original Chapter plan of reorganization on
September 9, 2024 (the "Original Plan").
Upon consideration of the objection and Section 1111(b) election
filed by Ford Motor Credit Company, LLC, on September 23, 2024, the
amendment of schedules filed October 8, 2024, to address an
inadvertently omitted claim of Frederick County Treasurer, as well
as the comments and concerns voiced by counsel for certain
creditors, the Debtor finds it necessary to amend the Original Plan
by filing this Plan.
The Debtor intends by the filing of this Plan to correct certain
typographical errors relating to the distributions to the unsecured
Class 4 claims and to provide a revised budget and extended
projections regarding the Debtor's ability to perform under the
Plan. In addition, the Debtor is providing by this Plan's new
special provisions that both increase the minimum total to be
distributed to allowed unsecured creditors under this Plan and that
also require the Debtor to "share in the upside" with such
creditors by increasing the Plan Funding in the event that the
Debtor is sufficiently successful in its operations to have Free
Cash Flow.
This Plan also modifies the secured claim of Ford Motor Credit
Company, LLC, in Section 4.1.2 of the Plan and makes other changes
to the terms of the Original Plan not described in this
Introduction and Background section of the Plan. As such, all
parties are encouraged to review all provision of the Plan
carefully.
The Debtor believes that the restructuring of its obligations
pursuant to this Plan will enable it to maintain a steady
predictable stream of income to fund this Plan. Based on the
Debtor's projections of future cash flows, the Debtor believes that
it will be able to make all of the future payments required under
this Plan and operate without the need for further reorganization.
This Plan under chapter 11 of the Bankruptcy Code proposes to pay
creditors of the Debtor from its income generated from the
operation of its business.
The Debtor shall submit such portion of its future income to the
Plan as is necessary for the execution of the Plan. Under this
Plan, the Debtor shall make the following regular monthly plan
payments (the "Monthly Plan Payments" or the "MPP") and shall also
make up to four annual payments conditioned on the performance of
the Debtor (the "Annual Plan Payments" or the "APP").
The sum of the Sub V Trustee Payments, the MPP, and the APP will
determine the total plan funding ("Plan Funding"). The minimum Plan
Funding necessary to complete this Plan is $112,000.00.
Class 2 consists of the Secured Claims of Ford Motor Credit
Company, LLC, Sheffield Financial, and Frederick County Treasurer.
For each allowed claimant, the value of the secured claim will be
paid in full with interest. The portion of any allowed claim that
exceeds the amount of the secured claim will be treated as an
unsecured claim under Class 3. The holder of any claim as having
value in the column headed "Amount of Secured Claim Provided for in
this Class 2" will retain the lien on the property interest of the
Debtor or the estate, in the same priority as between other
lienholders as existed before the Petition Date or as otherwise
established by order of the Court, until the payment of the secured
claim. All distributions toward the allowed secured claims shall be
made directly by the Debtor and not from Plan Funding.
Class 3 includes all non-insider unsecured creditors. Distributions
will be made from Plan Funding to the allowed unsecured claims, pro
rata, in Class 3.
Class 4 consists of Equity Interests in VPR, LLC. The holders of
the equity interests shall retain their respective interests in
VPR, LLC, but they shall not be entitled, and shall not receive,
any distribution of available cash on account of such equity
interests during the Plan Term. The holders of the equity interests
also waive any prepetition claims owed to them by the Debtor.
The Debtor will fund its Plan from its business operations as
otherwise set forth in this Plan. Upon and after the Effective
Date, the reorganized Debtor shall have all powers provided for
under this Plan and the Confirmation Order and shall have all of
the powers provided by Section 1184 of the Bankruptcy Code. The
Debtor's disposable income shall be utilized to complete the
Monthly Plan Payments.
A full-text copy of the First Amended Plan dated October 8, 2024 is
available at https://urlcurt.com/u?l=prEuOh from PacerMonitor.com
at no charge.
Counsel for the Debtor:
H. David Cox, Esq.
Cox Law Group, PLLC
900 Lakeside Drive
Lynchburg, VA 24501
Telephone: (434) 845-2600
Facsimile: (434) 845-0727
Email: David@coxlawgroup.com
About VPR LLC
VPR LLC is a locally owned and operated roofing company
specializing in replacing, and installing various types of roofs
using Certified and Licensed Labor. Roofing options include but are
not limited to, Standing Seam Metal, Shingles, Copper, Synthetic
Slate, Natural Slate, Cedar Shakes, Gutter and EPDM/TPO.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. W.D. Va. Case No. 24-50315) on June 10,
2024. In the petition signed by Joseph A. Eshelman, manager, the
Debtor disclosed up to $500,000 in assets and up to $10 million in
liabilities.
David Cox, Esq., at COX LAW GROUP, is the Debtor's legal counsel.
WAT TIMBER: Alexandra Garrett Named Subchapter V Trustee
--------------------------------------------------------
Mark Zimlich, the U.S. Bankruptcy Administrator for the Southern
District of Alabama, appointed Alexandra Garrett as Subchapter V
trustee for WAT Timber, Inc.
About WAT Timber
WAT Timber Inc. sought relief under Subchapter V of Chapter 11 of
the U.S. Bankruptcy Code (Bankr. S.D. Ala. Case No. 24-12749) on
Oct. 29, 2024, with $1 million to $10 million in both assets and
liabilities. Willie Andrew Thomas, president, signed the petition.
Judge Jerry C. Oldshue handles the case.
The Debtor is represented by:
Wm. Wesley Causby, Esq.
Memory Memory & Causby, LLP
469 South McDonough Street
Montgomery AL 36104
Tel: (334) 834-8000
Email: wcausby@memorylegal.com
WW INTERNATIONAL: Swings to $46.2 Million Net Loss in Fiscal Q3
---------------------------------------------------------------
WW International Inc. filed with the U.S. Securities and Exchange
Commission its Quarterly Report on Form 10-Q reporting a net loss
of $46.2 million on $192.9 million of net revenue for the three
months ended September 28, 2024, compared to a net income of $43.7
million on $214.9 million of net revenue for the three months ended
September 30, 2023.
For the nine months ended September 28, 2024, the Company reported
a net loss of $370.8 million on $601.5 million of net revenue,
compared to a net loss of $24.1 million on $683.6 million of net
revenue for the same period in 2023.
As of September 28, 2024, the Company had $562.4 million in total
assets, $1.7 billion in total liabilities, and $1.1 billion in
total deficit.
"For over six decades, WeightWatchers has been the trusted leader
in weight management, offering a full spectrum of science-backed,
proven weight management solutions. With our expanded clinical
offering, iconic trusted brand, and global community of members, we
are well-equipped to succeed in today's rapidly evolving market,"
said Tara Comonte, Interim CEO. "We do, however, have significant
work to do to better unify our solutions and enhance our member
experience. I am fully committed to leading our team through this
next phase, as we seek to drive meaningful progress in these
strategic priorities and return the Company to sustainable
growth."
"The execution of our cost reduction initiatives continues to yield
results, including another quarter of record adjusted gross
margin," said Heather Stark, the Company's CFO. "We remain on track
to deliver on our 2024 adjusted operating income guidance and
deliver on our overall cost savings targets. Our current actions
are driving improved profitability and liquidity as we work to turn
around the business."
A full-text copy of the Company's Form 10-Q is available at:
https://tinyurl.com/3ejpxc6e
About WW International
Headquartered in New York, WW International Inc. is a technology
company at the forefront of weight health, grounded in nutritional
and behavior change science. The Company is powered by its weight
loss and weight management programs, its award-winning app and its
commitment to tailoring solutions for its members to improve their
weight health, including providing medical weight management
treatment via access to clinician-prescribed weight management
medications and related support through the WeightWatchers Clinic
affiliated practices.
WW International reported a net loss of $112.25 million in 2023
following a net loss of $256.87 million in 2022. As of March 30,
2024, WW International had $654.25 million in total assets, $1.76
billion in total liabilities, and a total deficit of $1.11
million.
* * *
As reported by the TCR on March 13, 2024, S&P Global Ratings
downgraded New York-based WW International Inc.'s ICR to 'CCC+'
from 'B-'. S&P said the negative outlook reflects the possibility
that S&P could lower its rating on WW if it is unable to improve
its performance and it envisions a default occurring in the
subsequent 12 months.
WZ REMODELING: Seeks Bankruptcy Protection in Pennsylvania
----------------------------------------------------------
On November 4, 2024, WZ Remodeling LLC filed Chapter 11 protection
in the Eastern 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 WZ Remodeling LLC
WZ Remodeling LLC is part of the residential building construction
industry.
WZ Remodeling LLC sought relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. E.D. Pa. Case No. 24-13967) on November 4,
2024. In the petition filed by Wes Zajac, as principal of LLC, the
Debtor reports estimated assets and liabilities between $1 million
and $10 million each.
The case is overseen by Honorable Bankruptcy Judge Ashely M. Chan.
The Debtor is represented by:
Steven C. Feinstein, Esq.
FEINSTEIN & FIORAVANTI
2633 E. Allegheny Ave
Philadelphia PA 19134
Tel: (215) 598-2130
Email: sfeinstein@portrichmondlawcenter.com
XRC LLC: Aaron Cohen Named Subchapter V Trustee
-----------------------------------------------
The U.S. Trustee for Region 21 appointed Aaron Cohen, Esq., a
practicing attorney in Jacksonville, Fla., as Subchapter V trustee
for XRC LLC.
Mr. Cohen will be paid an hourly fee of $315 for his services as
Subchapter V trustee and will be reimbursed for work-related
expenses incurred.
Mr. Cohen declared that he is a disinterested person according to
Section 101(14) of the Bankruptcy Code.
The Subchapter V trustee can be reached at:
Aaron R. Cohen, Esq.
P.O. Box 4218
Jacksonville, FL 32201
Tel: (904) 389-7277
Email: aaron@arcohenlaw.com
About XRC LLC
XRC LLC, doing business as Xtreme Roofing & Construction, offers
residential and commercial roofing services.
XRC sought relief under Subchapter V of Chapter 11 of the U.S.
Bankruptcy Code (Bankr. M.D. Fla. Case No. 24-05911) on October 30,
2024, with $1 million to $10 million in both assets and
liabilities. Matthew P. Appell, managing member, signed the
petition.
Judge Grace E. Robson oversees the case.
The Debtor is represented by:
Justin M. Luna, Esq.
Latham Luna Eden & Beaudine, LLP
201 S. Orange Avenue
Suite 1400
Orlando, FL 32801
Tel: (407) 481-5800
Fax: (407) 481-5801
Email: jluna@lathamluna.com
ZDK COMPANY: Amy Denton Mayer Named Subchapter V Trustee
--------------------------------------------------------
The U.S. Trustee for Region 21 appointed Amy Denton Mayer of
Stichter Riedel Blain & Postler, P.A. as Subchapter V trustee for
ZDK Company.
Ms. Mayer will be paid an hourly fee of $350 for her services as
Subchapter V trustee and will be reimbursed for work-related
expenses incurred.
Ms. Mayer declared that she is a disinterested person according to
Section 101(14) of the Bankruptcy Code.
The Subchapter V trustee can be reached at:
Amy Denton Mayer
Stichter Riedel Blain & Postler P.A.
110 East Madison Street, Suite 200
Tampa, FL 33602
Phone: (813)229-0144
Email: amayer@subvtrustee.com
About ZDK Company
ZDK Company sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. M.D. Fla. Case No. 24-06368) on October 29,
2024, with up to $50,000 in assets and up to $1 million in
liabilities.
Judge Roberta A. Colton presides over the case.
Katelyn M. Vinson, Esq. at Jennis Morse represents the Debtor as
legal counsel.
[*] Chicago Mixed-Use Commercial Property for Sale on Dec. 4
------------------------------------------------------------
A court-ordered real estate auction for the sale of a mixed-use
commercial & residential building located at 6422 N. Sheridan Road,
Chicago, Illinois, on Dec. 4, 2024. The property is previously
valued in excess of $20 million. Suggested opening bid for the
property is $14.5 million. Further information on the sale,
contact Rick Levin & Associates at 312-440-2000.
[*] Schnader Harrison Winding Up Unclaimed Client Files
-------------------------------------------------------
The law firm of Schnader Harrison Segal & Lewis LLP became a
partnership-in-dissolution on Aug. 31, 2023. As a result of its
dissolution and wind up, Schnader is preparing to destroy its
unclaimed client files, including electronically stored
information. If you were ever a client of Schnader Harrison and
have not yet to retrieved your files, records, including original
documents, that are in danger of being destroyed.
Schnader will provide these records to you, at your cost, upon
written request. We strongly urge you to contact the firm to
arrange transfer of your files at this time. If you wish to obtain
your files, please contact the firm in writing within 60 days from
the publication of the date of the notice, at:
Schnader Harrison Segal & Lewis LLP
a Pennsylvania Limited Liability partnership in
dissolution
c/o Leslie D. Corwin, Esq.
Duane Morris LLP
1540 Broadway, 12th Floor
New York, New York 10036
[] Willkie Farr & Gallagher Elects 19 New Partners
--------------------------------------------------
Willkie Farr & Gallagher LLP on Nov. 20 announced that it has
elected 19 new partners, effective January 1, 2025.
"We are thrilled to welcome this group of exceptionally talented
lawyers to our partnership," said Firm Chairman Thomas Cerabino.
"They reflect the breadth and depth of Willkie's global
capabilities across numerous practices and industries, and
exemplify Willkie's steadfast commitment to legal excellence and
outstanding client service"
Firm Chairman Matthew Feldman commented: "We congratulate these
individuals on this milestone achievement. They have demonstrated a
tremendous commitment to our clients and Firm, and we wish them
continued success"
The new partners are:
Marie Aubard: Corporate & Financial Services (Paris)
William Buchanan: Corporate & Financial Services (London)
James H. Burbage: Restructuring (New York)
Jeffrey Daniel: Corporate & Financial Services (New York)
Genevieve M. DiSpirito: Litigation (New York)
Augustine J. Donati: Corporate & Financial Services (New York)
Devon W. Edwards: Intellectual Property (New York)
Christina M. Kim: Corporate & Financial Services (New York)
Dan C. Kozusko: Office of General Counsel (New York)
Tiffany M. Lin: Litigation (San Francisco)
Caitlin Link: Tax (New York)
Donna P. Margolis: Private Wealth (New York)
Steven C. Matos: Asset Management (New York)
Aaron E. Nathan: Litigation (New York)
Sidney Nunez: Corporate & Financial Services (Houston)
Alex Owings: Litigation (Chicago)
Dr. Jan-Philipp Praß: Restructuring (Frankfurt)
Amy Stern: Litigation (Los Angeles)
Timothy F. Sullivan: Corporate & Financial Services (New York)
Willkie Farr & Gallagher LLP -- http://www.willkie.com-- provides
leading-edge legal solutions on complex, business critical issues
spanning markets and industries. Its approximately 1,200 attorneys
across 15 offices worldwide deliver innovative, pragmatic and
sophisticated legal services across approximately 45 practice
areas.
*********
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.
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S U B S C R I P T I O N I N F O R M A T I O N
Troubled Company Reporter is a daily newsletter co-published
by Bankruptcy Creditors Service, Inc., Fairless Hills,
Pennsylvania, USA, and Beard Group, Inc., Philadelphia, Pa., USA.
Randy Antoni, Jhonas Dampog, Marites Claro, Joy Agravante,
Rousel Elaine Tumanda, Joel Anthony G. Lopez, Psyche A. Castillon,
Ivy B. Magdadaro, Carlo Fernandez, Christopher G. Patalinghug, and
Peter A. Chapman, Editors.
Copyright 2024. All rights reserved. ISSN: 1520-9474.
This material is copyrighted and any commercial use, resale or
publication in any form (including e-mail forwarding, electronic
re-mailing and photocopying) is strictly prohibited without prior
written permission of the publishers. Information contained
herein is obtained from sources believed to be reliable, but is
not guaranteed.
The TCR subscription rate is $975 for 6 months delivered via
e-mail. Additional e-mail subscriptions for members of the same
firm for the term of the initial subscription or balance thereof
are $25 each. For subscription information, contact Peter A.
Chapman at 215-945-7000.
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