/raid1/www/Hosts/bankrupt/TCR_Public/241129.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 29, 2024, Vol. 28, No. 333
Headlines
1226 EVERGREEN: Case Summary & One Unsecured Creditor
138 LUDLOW: NY Public Sale Auction Set for Dec. 18
291 GRANT AVE: Unsecureds Will Get 100% of Claims in Plan
3125-3129 SUMMIT: Case Summary & Three Unsecured Creditors
352 WEST SIDE: Unsecureds Will Get 100% of Claims in Plan
58 OCEAN: Case Summary & Three Unsecured Creditors
99 CENTS: Plan Nears Completion Following Noteholder Agreement
ADVENT TECHNOLOGIES: Appoints Two New Directors
ADVENT TECHNOLOGIES: Terminates $3 Million Financing Agreement
AMERICAN CANNABIS: Joseph Cleghorn Appointed to Three Positions
AMERICAN CANNABIS: To Sell 302.9M Shares to TEC LLC for $310K
AMERICAN DENTAL: Updates Liquidating Plan Disclosures
AMERICAN REFRACTORY: Case Summary & 13 Unsecured Creditors
AMERICAN TIRE: Inks Stalking Horse Agreement to Cut $1.3B Debt
AMERICAN TITANIUM: Business Asset Sale to KJIS Consulting OK’d
APL CARGO: Seeks to Extend Plan Exclusivity to January 28, 2025
ASHFORD HOSPITALITY: Charles Schwab Ceases Ownership of Shares
AVON PRODUCTS: Natura&Co Reaches Deal with Creditors' Committee
BEXIN REALTY: Voluntary Chapter 11 Case Summary
BLACKSTONE MORTGAGE: Moody's Cuts CFR & Senior Secured Notes to B1
CARIBBEAN GRILL: Unsecureds to Split $7,200 over 3 Years
CELULARITY INC: Sets 2024 Annual Meeting for Dec. 19
CINEMOI NORTH: Seeks to Extend Plan Exclusivity to March 4, 2025
COASTAL GROWERS: Voluntary Chapter 11 Case Summary
COMPLETE HEALTH: Case Summary & 15 Unsecured Creditors
DELCATH SYSTEMS: Swings to $1.9 Million Net Income in Fiscal Q3
DHW WELL: Case Summary & 20 Largest Unsecured Creditors
DIGITAL ALLY: Lowers Quorum Requirement for Stockholder Meeting
DIGITAL ALLY: Terminates Merger Agreement With Clover Leaf Capital
DIVERSIFIED HEALTHCARE: Charles Schwab Investment Holds 2.7% Stake
EDGIO INC: Bankruptcy Court OKs Akamai Bid for Select Assets
EL DORADO GAS: Court OKs Bid Procedures for Oil and Gas Asset Sale
ELECTRICAL CONNECTIONS: Case Summary & 20 Top Unsecured Creditors
EMERGENT BIOSOLUTIONS: Charles Schwab Investment Holds 4.2% Stake
ENVISION ORTHOPEDIC: Seeks to Extend Exclusivity to March 11, 2025
FIRST HEALTH: Unsecured Creditors to Split $34K over 3 Years
GAUCHO GROUP: Delays 10-Q Filing Due to Chapter 11 Process
GENERAL ENTERPRISE: Dissolves UK Unit to Focus on US Business Devt
GOVERNMENT OF GUAM: S&P Places 'BB-' GO Debt Rating on Watch Neg.
GRAND VALLEY: Bankruptcy Administrator Unable to Appoint Committee
HEARTHSIDE FOOD: Wins First-Day Approvals in Chapter 11 Case
HELIUS MEDICAL: Hudson Bay Capital Lowers Stake to 1.66%
INSIGHT PHOTONIC: Plan Exclusivity Period Extended to Dec. 6
INTERCEMENT BRASIL: In Dispute w/ Creditors over Ch. 15 Recognition
JEFFERSON LA BREA: $5.9MM Property Sale to Lauren Moshi OK'd
LANETT, AL: S&P Lowers Electric Revenue Warrant Rating to 'BB+'
LEFEVER MATTSON: Servpro Resigns; 2 New Committee Members Appointed
LOOK CINEMAS: Seeks Chapter 11 Bankruptcy Protection in Texas
LYTTON VINEYARD: To Sell Temecula Property for $12-Mil.
MAJESTIC OAK: Case Summary & 11 Unsecured Creditors
MAXEON SOLAR: Linden, 3 Others Cease Ownership of Ordinary Shares
MIRAMAR TOWNHOMES: Case Summary & 20 Largest Unsecured Creditors
MISS AMERICA: Files for Chapter 11 as Pageant Nears
MT. AIRY ONE: Case Summary & 16 Unsecured Creditors
MT. AIRY ONE: Case Summary & 16 Unsecured Creditors
MTL PARTNERS: Case Summary & 20 Largest Unsecured Creditors
NB STRANDS: U.S. Trustee Unable to Appoint Committee
NEUROONE MEDICAL: Terminates Loan Agreement With Growth Opportunity
NEXUS BUYER: $200MM Term Loan Add-on No Impact on Moody's 'B2' CFR
NUMBER HOLDINGS: Seeks to Extend Plan Exclusivity to Feb. 3, 2025
OCUGEN INC: Inks $30MM Credit Facility With Avenue Capital
ORIGINAL MOWBRAY'S TREE: U.S. Trustee Unable to Appoint Committee
OUTFRONT MEDIA: Verde Investments, Two Others Report Stakes
PALOMAR HEALTH: S&P Places 'BB+' Debt Rating on Watch Negative
PINEAPPLE ENERGY: Hudson Bay Ceases Ownership of Shares
PODS LLC: S&P Alters Outlook to Negative, Affirms 'B-' ICR
PRAIRIE KNOLLS: Bankr. Administrator Unable to Appoint Committee
PREHIRED LLC: Jordan Suit Can't Proceed to Mediation
PREMIUM CRANE: Case Summary & 20 Largest Unsecured Creditors
PROS HOLDINGS: Michelle Hughes Benfer Resigns From Board
QURATE RETAIL: Contrarius Investment Entities Hold 9.1% Stake
RAPID READYMIX: Asset Sale Proceeds to Fund Plan
RAYONIER ADVANCED: RAM Products Amends Credit Agreement
RED RIVER: Beasley Allen Escapes Deposition, No Show Sanctions
RENOVARO INC: Amends Consulting Deal With Tarsh PB Advisors
RHODIUM ENCORE: Judge to Approve $55M Chapter 11 Sale
RHODIUM ENCORE: U.S. Trustee Appoints Creditors' Committee
ROCK MEDICAL: Case Summary & 20 Largest Unsecured Creditors
ROCKVILLE CENTRE DIOCESE: US Trustee Objects to Restructuring Plan
ROLLING ACRES: Bankr. Administrator Unable to Appoint Committee
ROTI RESTAURANTS: Seeks to Extend Plan Filing to Jan. 20, 2025
S & O INVESTMENTS: Sec. 341 Meeting of Creditors on Dec. 16
SLANG WORLDWIDE: Files for Bankruptcy Under Canadian Insolvency Act
SLATER HOSPITALITY: Case Summary & Two Unsecured Creditors
SOLDIER OPERATING: Seeks to Extend Plan Filing Deadline to Dec. 12
SONOMA PHARMACEUTICALS: Posts $610,000 Net Loss in Fiscal Q3
SPD 2010: Voluntary Chapter 11 Case Summary
SPIRIT AIRLINES: Citadel, Pimco to Get Equity
STEWARD HEALTH: Claims Filing Deadline Set for Dec. 20
STICKY HOLSTERS: Amends Plan to Include Albert Wagner Unsec. Claims
STOLI GROUP: Case Summary & 30 Largest Unsecured Creditors
SUSHI ZUSHI: Seeks to Extend Plan Exclusivity to January 28, 2025
SVB FINANCIAL: Exits Bankruptcy as Subsidiary of MNSN Holdings
TBDB GR8: Seeks Bankruptcy Protection in Florida
TEGNA INC: Reports $147.2 Million Net Income in Fiscal Q3
TEMADA INC: Voluntary Chapter 11 Case Summary
TIME OUT PROPERTIES: Bankr. Administrator Unable to Appoint Panel
TIPPETT STUDIO: Unsecureds' Recovery "Unknown" in Plan
TOP PARK SERVICES: Bankr. Administrator Unable to Appoint Committee
TOTAL AUTO: Retail Installment Contracts Sale to Asta Funding OK'd
TREE LANE: Seeks to Extend Plan Exclusivity to April 10, 2025
TREES CORP: Reports $509,009 Net Loss in Fiscal Q3
TREVENA INC: Reports $4.9 Million Net Loss in Fiscal Q3
TRINSEO PLC: Net Loss Widens to $87.3 Million in Fiscal Q3
TROY 3440: Seeks Bankruptcy Protection in California
VIASAT INC: Lowers Net Loss to $121.8 Million in Fiscal Q2
VILLAGE AT LAKERIDGE: Appeal over UST Fees Voluntarily Dismissed
WELLPATH HOLDINGS: U.S. Trustee Appoints Creditors' Committee
WW INTERNATIONAL: Contrarius Entities Cease Ownership of Shares
WW INTERNATIONAL: Morgan Stanley Holds 4% Stake as of Sept. 30
ZION OIL: Reports $1.8 Million Net Loss in Fiscal Q3
[*] Cohn & Dussi Promotes Attorney Andrew B. Glaab to Partner
[] BOOK REVIEW: Charles F. Kettering: A Biography
*********
1226 EVERGREEN: Case Summary & One Unsecured Creditor
-----------------------------------------------------
Debtor: 1226 Evergreen Bapaz LLC
477 Ralph Avenue
Brooklyn NY 11233
Case No.: 24-44952
Business Description: 1226 Evergreen is a Single Asset Real Estate
debtor (as defined in 11 U.S.C. Section
101(51B)).
Chapter 11 Petition Date: November 25, 2024
Court: United States Bankruptcy Court
Eastern District of New York
Judge: Hon. Jil Mazer-Marino
Debtor's Counsel: Joshua R. Bronstein, Esq.
JOSHUA R. BRONSTEIN & ASSOCIATES, PLLC
Port Washington NY 11050
Tel: 516-698-0202
Email: jbrons5@yahoo.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Shahab Berokhim as managing member.
The Debtor listed U.S. National Bank Association, as Trustee for
the Registered Holder of J.P. Morgan Chase Commercial Mortgage, as
its sole unsecured creditor.
A full-text copy of the petition is available for free at
PacerMonitor.com at:
https://www.pacermonitor.com/view/ZDRHAOA/1226_EVERGREEN_BAPAZ_LLC__nyebke-24-44952__0001.0.pdf?mcid=tGE4TAMA
138 LUDLOW: NY Public Sale Auction Set for Dec. 18
--------------------------------------------------
Amherst Capital Management LLC, on behalf of ACAM 2019-FL1 Ltd, an
exempted company incorporated in the Cayman Islands with limited
liability ("secured party"), offers for sale at a uniform
commercial code sale to be held on Dec. 18, 2024, at 2:00 p.m. ET
at the offices of Ellis George LLP located at 152 W. 57th Street,
28th Floor, New York, New York 10019, and also being simulcast by
videoconference to permit remote participation by interested
bidders not physically present at the location of the public
auction, 100% of the equity membership interests of DS 138 Ludlow
LLC ("borrower") delivered by 138 Ludlow Mezz LLC ("pledgor") to
and for the benefit of the Secured Party, along with such other
property the pledgor related to the interests more fully described
in Section 2 of the pledged and security agreement dated as of Jan.
13, 2022 available for review at https://138ludlowstreetUCCsale.com
upon execution of a confidentiality and non-disclosure agreement.
Borrower owns, leases, and controls a commercial property located
at 138 Ludlow Street, New York, New York 10002 ("property").
ACM CRE Fund I-L LLP ("originating lender") made a loan pursuant to
that certain loan agreement dated as of Jan. 13, 2022 by and
between borrower and originating lender, as amended by that first
amendment to loan agreement dated as of Jan. 15, 2024, and any and
all of the other documents evidencing, modifying, governing and
securing the loan or entered into in connection with the loan
including without limitation, that certain guaranty of recourse
obligations dated as of Jan. 13, 2022 made by Michael K. Shah
("guarantor") in favor of originating lender, that certain
completion guaranty dated as of Jan. 13, 2022 made by guarantor in
favor of originating lender, that certain debt service and expenses
guaranty dated as of Jan. 13, 2022, made by guarantor in favor of
originating lender and that certain pledge agreement, by which
pledgor pledged the collateral to originating lender, and granted
to originating lender a first priority security interests in and to
the collateral. Originating lender's interest in the loan and the
loan documents was assigned to secured party as of Feb. 2, 2022.
Security Party is offering the collateral for sale in connection
with the foreclosure of the pledge of such collateral. The
property owned by pledgor is and will remain subject to certain
mortgage, liens and other more senior obligations and liabilities
of borrower recorded against the property, which is available for
review at https://138ludlowstreetUCCsale.com upon execution of a
confidentiality and non-disclosure agreement. The sale of the
collateral will be subject to all applicable third party consents
and regulatory approvals, if any.
All bids must be for cash, and the successful bidder must be
prepared to deliver immediately available good funds within 10 New
York business days after the sale and otherwise comply with the
bidding requirements contain in the terms of sale. Further
information concerning the collateral, the requirements for
obtaining information, the requirements for bidding on the
collateral, and the terms of sale can be obtained by contacting JLL
Capital markets, Ms. Brett Rosenberg, Tel: 212-812-5926, Email:
Brett.Rosenberg@jll.com
291 GRANT AVE: Unsecureds Will Get 100% of Claims in Plan
---------------------------------------------------------
291 Grant Ave. LLC filed with the U.S. Bankruptcy Court for the
District of New Jersey a Combined Plan of Reorganization and
Disclosure Statement dated October 16, 2024.
The Debtor is a single asset real estate entity which owns a six
family residential property with twelve garages and multiple
parking spots (the "291 Property"). The 291 Property, including the
garages and parking spots, are leased by multiple residential
tenants.
The Debtor is a limited liability company of the State of New
Jersey formed in 2016. The membership interest in the Debtor is
100% owned by Mendel Deutsch.
The Debtor valued the 291 Property at $1,900,000.00 in its
petition. This is based upon offers the Debtor had received for the
purchase of the 291 Property, the opinion of the Debtor's real
estate broker and the opinion of the Debtor’s principal, Mendel
Deutsch.
The Debtor's 291 Property along with the 352 Property are presently
operated and managed by the Receiver. According to the Receiver's
Report, the 291 Property had one vacancy (Unit #6, 3R) and that
unit is being held out for rental. Also, the Receiver reports that
8 of 12 garages have been rented, and the Receiver has retained an
agent (Prompt Parking) to market the unoccupied garages. In the
aggregate, the Receiver has received income totaling $169,191.77
from both properties since her appointment on May 12, 2023, and has
$6,6,354.74 in cash presently on hand.
The Debtor scheduled non-disputed unsecured claims totaling
$46,000.00.
The Plan is a reorganizing plan and contemplates the continuation
of the Debtor's business and retention of pre-petition assets of
the Debtor, but also a prompt sale of the Debtor's primary asset, a
six family residential property with twelve garages and multiple
parking spots (the "291 Property").
Pursuant to the Plan, Debtor will fund a one hundred percent
dividend to allowed unsecured creditors and satisfy the Debtor's
secured obligation to first mortgagee Fannie Mae and second
mortgage holder 30 JC Cap, LLC, from the proceeds of an anticipated
sale of the 291 Property.
Class 3 consists of General Unsecured Claims. Unsecured Creditors
shall receive 100% of allowed claims, payable on or before June 30,
2025, upon the sale of the 291 Property. Alleged creditor Capital
Home Solutions LLC filed no claim and shall receive no
distribution. The Confirmation Order shall contain a provision
canceling and discharging and purported Declaration of Restrictions
against the 291 Property. This Class is impaired.
Equity Interest Holder Mendel Deutsch shall retain interest.
Pending sale of the 291 Property, any payments to Fannie Mae shall
be made by the Receiver, and shall be credited by Fannie Mae upon
delivery of a final pay off before closing. Payments to
administrative claims of the Debtor (Fees due to the Office of the
United States Trustee and the fees of attorneys and other
professionals) shall be funded from the sale of the 291 Property
and by the Debtor's principal, Mendel Deutsch. These payments shall
also represent new value to, inter alia, pay allowed administration
costs inclusive of professional fees for the Debtor.
On Confirmation of the Plan, all property of the Debtor, tangible
and intangible, including, without limitation, licenses, furniture,
fixtures and equipment, will revert, free and clear of all Claims
and Equitable Interests except as provided in the Plan, to the
Debtor. The Debtor expects to have sufficient cash on hand to make
the payments required on sale of the 291 Property and the 352
Property. Following the Effective Date, the Debtor shall enter into
a contract to sell the 291 Property which may include the sale of
the 352 Property.
A full-text copy of the Plan and Disclosure Statement dated October
16, 2024 is available at https://urlcurt.com/u?l=Sx9Ua5 from
PacerMonitor.com at no charge.
Attorneys for the Debtor:
Stephen B. McNally, Esq.
McNALLYLAW, LLC
93 Main Street
Newton, New Jersey 07860
(973) 300-4260
About 291 Grant Ave. LLC
291 Grant Ave. LLC is a Single Asset Real Estate debtor (as defined
in 11 U.S.C. Section 101(51B)).
291 Grant Ave. LLC sought relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. D.N.J. Case No. 24-17173) on July 18, 2024.
In the petition filed by Mendel Deutsch, as authorized
representative, the Debtor reports estimated assets up to $50,000
and estimated liabilities between $1 million and $10 million.
The Honorable Bankruptcy Judge John K. Sherwood oversees the case.
The Debtor is represented by Stephen B. McNally, Esq. at
MCNALLYLAW, LLC.
3125-3129 SUMMIT: Case Summary & Three Unsecured Creditors
----------------------------------------------------------
Debtor: 3125-3129 Summit Ave Limited Liability Company
3125-3129 Summit Ave
Union City, NJ 07087
Business Description: The Debtor is a Single Asset Real Estate
(as defined in 11 U.S.C. Section 101(51B)).
The Debtor is the fee simple owner of the
real property located at 3125 Summit Avenue,
Union City, New Jersey, 07087 valued at
$6 million.
Chapter 11 Petition Date: November 26, 2024
Court: United States Bankruptcy Court
District of New Jersey
Case No.: 24-21716
Debtor's Counsel: David Stevens, Esq.
SCURA WIGFIELD, HEYER, STEVENS & CAMMAROTA LLP
1599 Hamburg Turnpike
Wayne NJ 07470
Tel: 973-696-8391
Email: dstevens@scura.com
Total Assets: $6,000,000
Total Liabilities: $1,077,345
The petition was signed by Mamdouh Mecheal as member.
A full-text copy of the petition containing, among other items, a
list of the Debtor's three unsecured creditors is available for
free at PacerMonitor.com at:
https://www.pacermonitor.com/view/2LCZUCI/3125-3129_SUMMIT_AVE_LIMITED_LIABILITY__njbke-24-21716__0001.0.pdf?mcid=tGE4TAMA
352 WEST SIDE: Unsecureds Will Get 100% of Claims in Plan
---------------------------------------------------------
352 West Side Ave. LLC filed with the U.S. Bankruptcy Court for the
District of New Jersey a Combined Plan of Reorganization and
Disclosure Statement dated October 16, 2024.
The Debtor is a single asset real estate entity which owns a six
family residential property with one commercial unit presently
occupied by a delicatessen (the "352 Property"). The 352 Property
presently has two residential vacancies.
The Debtor is a limited liability company of the State of New
Jersey formed in 2016. The membership interest in the Debtor is
100% owned by Mendel Deutsch.
The Debtor valued the 352 Property at $2,025,000.00 in its
petition. This is based upon offers the Debtor had received for the
purchase of the 352 Property, the opinion of the Debtor's real
estate broker and the opinion of the Debtor's principal, Mendel
Deutsch.
Fannie Mae initiated an action in the Superior Court of New Jersey,
Chancery Division, Hudson County, entitled Fannie Mae v. 352 West
Side Ave., LLC, 291 Grant Ave., LLC, et al., Docket No. F-11622-22
(the "Foreclosure Action") and therein obtained a Final Judgment on
January 18, 2024 under which the obligation to Fannie Mae was
adjudicated to be $2,395,738.92 as of November 3, 2023 plus costs
of $8,796.60.
On May 12, 2023, Paula Forshee of Catalyst Property Solutions, with
a local New Jersey address of c/o Rexmonte LLC, PO Box 726, 153
Central Ave., Westfield, NJ 07090 was appointed receiver (the
"Receiver") and empowered to take possession of the 352 Property
and to manage the 352 Property and demand, collect and receive
rents from any tenants or occupants in possession of the 352
Property.
The Debtor scheduled non-disputed unsecured claims totaling
$61,000.00.
The Debtor's 352 Property along with the 291 Property are presently
operated and managed by the Receiver. According to the Receiver's
Report, the 352 Property has two residential vacancies, i.e., Unit
6, 2L, Unit 5, #3R, both of which units require significant work to
be made habitable. In addition, the 291 Property had one
residential vacancy (Unit #6, 3R) and that unit is being held out
for rental. Also, the Receiver reports that 8 of 12 garages at the
291 Property have been rented, and the Receiver has retained an
agent (Prompt Parking) to market the unoccupied garages. The
Receiver has received income totaling $169,191.77 from both
properties since her appointment on May 12, 2023, and has $6,354.74
in cash presently on hand.
The Plan is a reorganizing plan and contemplates the continuation
of the Debtor's business and retention of pre-petition assets of
the Debtor, but also a prompt sale of the Debtor's primary asset, a
six family residential property with one commercial unit presently
occupied by a delicatessen (the "352 Property").
Pursuant to the Plan, Debtor will fund a one hundred percent
dividend to allowed unsecured creditors and satisfy the Debtor's
secured obligation to first mortgagee Fannie Mae and second
mortgage holder 30 JC Cap LLC, from the proceeds of an anticipated
sale of the 352 Property.
Class 3 consists of General Unsecured Claims. Unsecured Creditors
shall receive 100% of allowed claims, payable on or before June 30,
2025, upon the sale of the 291 Property. Alleged creditors Aryeh
Weber and MSF Cornelison LLC have filed no claims and shall receive
no distributions. The Confirmation Order shall contain a provision
canceling and discharging and purported lien against the 352
Property or the 291 Property in favor of either creditor, via UCC-1
or otherwise. This Class is impaired.
Equity Interest Holder Mendel Deutsch shall retain interest.
Pending sale of the 291 Property and the 352 Property, any payments
to Fannie Mae shall be made by the Receiver, and shall be credited
by Fannie Mae upon delivery of a final pay off before closing.
Payments to administrative claims of the Debtor (Fees due to the
Office of the United States Trustee and the fees of attorneys and
other professionals) shall be funded from the sale of the 291
Property and by the Debtor's principal, Mendel Deutsch. These
payments shall also represent new value to, inter alia, pay allowed
administration costs inclusive of professional fees for the
Debtor.
On Confirmation of the Plan, all property of the Debtor, tangible
and intangible, including, without limitation, licenses, furniture,
fixtures and equipment, will revert, free and clear of all Claims
and Equitable Interests except as provided in the Plan, to the
Debtor. The Debtor expects to have sufficient cash on hand to make
the payments required on the Effective Date.
A full-text copy of the Plan and Disclosure Statement dated October
16, 2024 is available at https://urlcurt.com/u?l=TTiJ2h from
PacerMonitor.com at no charge.
Attorneys for the Debtor:
Stephen B. McNally, Esq.
McNALLYLAW, LLC
93 Main Street
Newton, New Jersey 07860
(973) 300-4260
About 352 West Side Ave. LLC
352 West Side Ave. LLC is a Single Asset Real Estate Debtor (as
defined in 11 U.S.C. Section 101(51B)).
352 West Side Ave. LLC sought relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. D.N.J. Case No. 24-17174) on July 18, 2024.
In the petition filed by Mendel Deutsch, as authorized
representative of the Debtor, the Debtor reports estimated assets
up to $50,000 and estimated liabilities between $1 million and $10
million.
The Honorable Bankruptcy Judge John K. Sherwood oversees the case.
The Debtor is represented by Stephen B. McNally, Esq. at
MCNALLYLAW, LLC.
58 OCEAN: Case Summary & Three Unsecured Creditors
--------------------------------------------------
Debtor: 58 Ocean Avenue LLC
58 Ocean Ave
Deal, NJ 07723-1330
Case No.: 24-21708
Business Description: The Debtor is the fee simple owner of the
real property located at 58 Ocean Ave.,
Deal, NJ 07723-1330 valued at $8 million.
Chapter 11 Petition Date: November 26, 2024
Court: United States Bankruptcy Court
District of New Jersey
Debtor's Counsel: Scott J. Goldstein, Esq.
LAW OFFICES OF WENARSKY & GOLDSTEIN LLC
410 Route 10 West Ste 214
Ledgewood NJ 07852
Tel: (973) 927-5100
Fax: (973) 453-2869
Email: scott@wg-attorneys.com
Total Assets: $8,000,000
Total Liabilities: $4,702,145
The petition was signed by Joseph Safdieh as managing member.
A full-text copy of the petition containing, among other items, a
list of the Debtor's three unsecured creditors is available for
free at PacerMonitor.com at:
https://www.pacermonitor.com/view/QNVZWAA/58_Ocean_Avenue_LLC__njbke-24-21708__0001.0.pdf?mcid=tGE4TAMA
99 CENTS: Plan Nears Completion Following Noteholder Agreement
--------------------------------------------------------------
Rick Archer of Law360 Bankruptcy Authority reports that on November
26, 2024, a Delaware bankruptcy judge approved a settlement
allowing noteholders of the bankrupt discount retailer 99 Cents
Only to accept a $297 million reduction in their claims.
The agreement resolves a dispute over their liens and will be
incorporated into the company's upcoming Chapter 11 reorganization
plan, report cites.
About Number Holdings, Inc.
Founded in 1982, 99 Cents Only Stores LLC --
http://www.99only.com/--operate over 370 "extreme value" retail
stores in California, Arizona, Nevada and Texas under the business
names "99¢ Only Stores" and "The 99 Store." The Company offers its
customers a wide array of quality products -- from everyday
household items, to
fresh produce, deli, and other grocery items, to an assortment of
seasonal and party merchandise -- many of which are still priced at
or below 99.99 cents. The Company's stores are primarily located in
urban areas and underserved communities, many of which lack close
access to traditional grocery stores.
The Debtors sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. D. Del. Lead Case No. 24-10719) on April 7,
2024. In the petition signed by Christopher J. Wells, as chief
restructuring officer, the Debtor disclosed up to $10 billion in
both assets and liabilities.
Judge Kate Stickles oversees the case.
The Debtors tapped Milbank LLP as general bankruptcy counsel,
Morris, Nichols, Arsht & Tunnel LLP as Delaware bankruptcy counsel,
Jefferies LLC as investment banker, Alvarez & Marsal North America,
LLC as financial advisor, Hilco Merchant Resources, LLC and Hilco
Real Estate, LLC as retail consultant and real estate consultant,
and Kroll Restructuring Administration LLC as claims and noticing
agent.
ADVENT TECHNOLOGIES: Appoints Two New Directors
-----------------------------------------------
Advent Technologies Holdings, Inc. disclosed in a Form 8-K Report
filed with the U.S. Securities and Exchange Commission that the
Company appointed Messrs. Seth M. Lukash and Joseph P. Celia to the
Company's Board of Directors as Class II directors effective as of
November 4, 2024.
Mr. Lukash will serve on the compensation and audit committees, and
as chair of the audit committee. Mr. Celia will serve on the audit
and compensation committees, respectively.
Seth Lukash, 78, is a seasoned corporate director, officer, and
investor. For 30 years he was a CEO for various technology and
manufacturing companies. He was CEO and President of Tridex, Inc.
(n/k/a TransAct Technologies (NASDAQ: TACT) a manufacturer of
printers and peripherals to the banking, lottery/gaming, and retail
sales markets. Mr. Lukash was Chairman and CEO of Progressive
Software, a large provider of application software to the
restaurant and hospitality industry. After the sale and divestiture
of these companies he advised several technology companies. He has
served as an advisor to OEM Capital a boutique investment banking
firm and Strategic Turnaround Equity Partners, LP, a fund focused
on investments in undervalued public companies. For the past two
years he has advised an AI start-up with their organization and
structuring for additional financing. He started his finance career
as a research analyst for Carter Berlind & Weil. Mr. Lukash is a
graduate of the University of Miami with a BA in Finance.
Joseph P. Celia, 60, is a technology industry veteran with 30 years
of experience with an impressive track record in building strategic
partnerships, driving new business initiatives, and penetrating new
markets. His dynamic and results-oriented approach in sales
leadership within the rapidly evolving tech sector has consistently
led to significant achievements. Mr. Celia has held executive and
senior-level sales management positions at some of the tech
industry's most respected organizations, including Hewlett Packard,
Motorola, 3Com, Symbol Technologies, Bradford Networks, Accton
Technology, and FIS Global. Mr. Celia has a BS from Northeastern
University in Computer Technology.
In connection with his appointment, the Board has determined that
Mr. Lukash:
(i) meets the requirements for audit committee service
contained in Nasdaq Listing Rule 5605(c)(2)(A);
(ii) is an "independent director" as contemplated by Nasdaq
Listing Rule 5605(b)(1); and
(iii) is an "audit committee financial expert," as defined in
Item 407(d)(5)(ii) of Regulation S-K.
In connection with his appointment, the Board has determined that
Mr. Celia:
(i) meets the requirements for audit committee service
contained in Nasdaq Listing Rule 5605(c)(2)(A); and
(ii) is an "independent director" as contemplated by Nasdaq
Listing Rule 5605(b)(1).
There are no arrangements or understandings between any of the new
Directors and any other person pursuant to which each was selected
as a director, and there have been no transactions since the
beginning of the Company's last fiscal year, nor are there any
currently proposed transactions, regarding the new Directors that
are required to be disclosed by Item 404(a) of Regulation S-K
promulgated under the Exchange Act.
About Advent Technologies
Headquartered in Livermore, CA, Advent Technologies Holdings, Inc.
is an advanced materials and technology development company
operating in the fuel cell and hydrogen technology space. Advent
develops, manufactures and assembles the critical components that
determine the performance of hydrogen fuel cells and other energy
systems. To date, Advent's principal operations have been to
develop and manufacture Membrane Electrode Assembly (MEA), and fuel
cell stacks and complete fuel cell systems for a range of customers
in the stationary power, portable power, automotive, aviation,
energy storage and sensor markets.
Athens, Greece-based Ernst & Young (Hellas) Certified Auditors
Accountants S.A., the Company's auditor since 2020, issued a "going
concern" qualification in its report dated Aug. 13, 2024, citing
that the Company has suffered recurring operating losses, has a
negative working capital position and has stated that substantial
doubt exists about the Company's ability to continue as a going
concern.
As of March 31, 2024, Advent Technologies Holdings had $32.15
million in total assets, $26.07 million in total liabilities, and
$6.08 million in total stockholders' equity.
ADVENT TECHNOLOGIES: Terminates $3 Million Financing Agreement
--------------------------------------------------------------
Advent Technologies Holdings, Inc. disclosed in a Form 8-K Report
filed with the U.S. Securities and Exchange Commission that on
November 8, 2024, the Company terminated the Securities Purchase
Agreement it had entered into on July 30, 2024 with an
institutional investor pursuant to which, at the closing, the
Company was to have issued to the Investor a senior promissory note
in the principal amount of $1,000,000. The Investor had also
committed to provide the Company with a one-year revolving line of
credit to the Company for an aggregate maximum principal amount of
$2,000,000, contingent upon the Company's filing of a Registration
Statement on Form S-1 with the Securities and Exchange Commission
with respect to an underwritten or "best efforts" public offering
by the Company of its common stock, par value $0.0001 per share,
and/or Common Stock equivalents registered under the Securities Act
of 1933, as amended for proceeds to the Company of not less than
$5,000,000. This transaction is referred to herein as the
"Financing." Inasmuch as the Investor failed to comply with the
terms of the Financing and did not provide any funds to the
Company, the Board of Directors voted to terminate the SPA. The
Company had initially disclosed the said transaction on its current
report on Form 8-K filed with the SEC on August 5, 2024.
About Advent Technologies
Headquartered in Livermore, CA, Advent Technologies Holdings, Inc.
is an advanced materials and technology development company
operating in the fuel cell and hydrogen technology space. Advent
develops, manufactures and assembles the critical components that
determine the performance of hydrogen fuel cells and other energy
systems. To date, Advent's principal operations have been to
develop and manufacture Membrane Electrode Assembly (MEA), and fuel
cell stacks and complete fuel cell systems for a range of customers
in the stationary power, portable power, automotive, aviation,
energy storage and sensor markets.
Athens, Greece-based Ernst & Young (Hellas) Certified Auditors
Accountants S.A., the Company's auditor since 2020, issued a "going
concern" qualification in its report dated Aug. 13, 2024, citing
that the Company has suffered recurring operating losses, has a
negative working capital position and has stated that substantial
doubt exists about the Company's ability to continue as a going
concern.
As of March 31, 2024, Advent Technologies Holdings had $32.15
million in total assets, $26.07 million in total liabilities, and
$6.08 million in total stockholders' equity.
AMERICAN CANNABIS: Joseph Cleghorn Appointed to Three Positions
---------------------------------------------------------------
American Cannabis Company, Inc. disclosed in a Form 8-K Report
filed with the U.S. Securities and Exchange Commission that the
Company appointed Joseph Cleghorn, 64, as a director of the
Company, Chairman of the Board of Directors, Chief Executive
Officer, and interim Chief Financial Officer effective November 11,
2024. No family relationship exists between Mr. Cleghorn and anyone
affiliated with the Company.
Mr. Cleghorn is an accomplished entrepreneur with over thirty years
of experience in founding and managing businesses, primarily
focused on real estate development. His work spans the commercial
real estate sector in Colorado and the residential real estate
market in Florida. Known for his strategic acumen, he has
successfully scaled multiple companies without incurring additional
debt, a critical factor in his business achievements.
Currently, Mr. Cleghorn serves as the CEO and Chairman of the Board
of CRDX Corporation. In this role, he has been instrumental in
minimizing overhead expenses and resolving complex accounts payable
issues. He has also led efforts to finalize overdue audits and
improve overall accounting transparency within the company.
Many of his commercial projects in Colorado cater to tenants in the
recreational marijuana industry, where he has developed
considerable expertise. Mr. Cleghorn's commitment to sustainable
growth and financial stability has distinguished him in commercial
and residential real estate.
As of the Effective Date, no material plan, contract, or
arrangement regarding Mr. Cleghorn's appointment has been entered
into. The Company will file an amendment to this Form 8-K within
four days after the information is available or determined.
During the past ten years, Mr. Cleghorn has not been involved in
certain legal proceedings that would impact his appointment under
Item 401(f) of Reg. SK.
The Company's Board of Directors will retain Ellis Smith, and Mr.
Smith's positions as President, Secretary, and Treasurer will
remain intact.
About American Cannabis
American Cannabis Company, Inc. is based in Colorado Springs,
Colorado, and operates alongside its subsidiary as a publicly
listed company on the OTC Markets OTCQB Trading Tier under the
symbol "AMMJ." The company utilizes a fully integrated business
model that offers end-to-end solutions for businesses in the
regulated cannabis industry, serving states and countries where
cannabis is regulated, decriminalized for medical use, or legalized
for recreational use.
Houston, Texas-based Hudgens CPA, the company's auditor since 2022,
issued a "going concern" qualification in its report dated May 8,
2024. This report, attached to American Cannabis' Form 10-K filed
with the U.S. Securities and Exchange Commission for the fiscal
year ended December 31, 2023, noted that the company has a working
capital deficit, has incurred net losses since its inception, and
is expected to continue experiencing further losses. The auditor
highlighted that the company requires additional funds to meet its
obligations and operational costs, which raises substantial doubt
about its ability to continue as a going concern.
American Cannabis Company reported a net loss of $3,660,416 for the
year ended December 31, 2023, as compared to $633,192 for the year
ended December 31, 2022. As of March 31, 2024, American Cannabis
Company had $2,628,487 in total assets, $2,759,498 in total
liabilities, and $131,001 in total stockholders' deficit.
AMERICAN CANNABIS: To Sell 302.9M Shares to TEC LLC for $310K
-------------------------------------------------------------
American Cannabis Company, Inc. disclosed in a Form 8-K Report
filed with the U.S. Securities and Exchange Commission that
effective November 4, 2024, the Company entered into a material
definitive agreement not made in the normal course of business with
TEC, LLC, a Delaware limited liability company. No material
relationship exists between the Company and TEC, LLC.
Under this agreement, the Company will sell 302,900,458 shares of
common stock to TEC, LLC, in exchange for $310,000. The closing of
this agreement is contingent upon a use of funds condition, which
requires the Company to use the proceeds to file its Form 10-Q for
the periods ending June 30, 2024, and September 30, 2024, as well
as its Form 10-K for the year ending December 31, 2024.
Additionally, the Company must submit a new 15c2-11 application and
cover related accounting and legal expenses.
The use of funds condition also mandates that the Company make a
payment of at least $135,000 toward obligations owed to Medihemp,
LLC, SLAM Enterprises, LLC, and Medical Cannabis Caregivers, Inc.
These obligations stem from the Company's acquisition of fixed
assets and related intellectual property on March 11, 2021, as
amended on April 29, 2022, and June 8, 2023. The acquired assets
include licenses issued by the Colorado Marijuana Enforcement
Division and the City of Colorado Springs for:
(i) Medical Marijuana Center Licenses,
(ii) a Medical Marijuana-Infused Product Manufacturer License,
and
(iii) a Medical Marijuana Optional Premises Cultivation
License.
At the closing of the transaction, Ellis Smith and Hollister &
Blacksmith, Inc. will assume, jointly and severally, all
outstanding debts of the Company and agree to indemnify the Company
against any known or unknown, fixed or contingent liabilities of
any kind arising from the Company's operations up to the closing
date. This indemnification covers any claims, obligations, debts,
damages, or responsibilities, whether known or unknown.
Ellis Smith will also release the Company from any obligations
related to two promissory notes issued to him on November 22, 2022,
and February 14, 2023, including all principal, interest, and any
associated penalties. Smith has personally guaranteed the
assumption and responsibility for all assigned liabilities,
providing indemnity to the Company.
In return, subject to regulatory approval at closing, the Company
will transfer the specified Medical Marijuana Licenses to Ellis
Smith and Hollister & Blacksmith, Inc.
About American Cannabis
American Cannabis Company, Inc. is based in Colorado Springs,
Colorado, and operates alongside its subsidiary as a publicly
listed company on the OTC Markets OTCQB Trading Tier under the
symbol "AMMJ." The company utilizes a fully integrated business
model that offers end-to-end solutions for businesses in the
regulated cannabis industry, serving states and countries where
cannabis is regulated, decriminalized for medical use, or legalized
for recreational use.
Houston, Texas-based Hudgens CPA, the company's auditor since 2022,
issued a "going concern" qualification in its report dated May 8,
2024. This report, attached to American Cannabis' Form 10-K filed
with the U.S. Securities and Exchange Commission for the fiscal
year ended December 31, 2023, noted that the company has a working
capital deficit, has incurred net losses since its inception, and
is expected to continue experiencing further losses. The auditor
highlighted that the company requires additional funds to meet its
obligations and operational costs, which raises substantial doubt
about its ability to continue as a going concern.
American Cannabis Company reported a net loss of $3,660,416 for the
year ended December 31, 2023, as compared to $633,192 for the year
ended December 31, 2022. As of March 31, 2024, American Cannabis
Company had $2,628,487 in total assets, $2,759,498 in total
liabilities, and $131,001 in total stockholders' deficit.
AMERICAN DENTAL: Updates Liquidating Plan Disclosures
-----------------------------------------------------
American Dental of Fitzgerald, LLC, submitted a First Modification
Before Confirmation to the Plan of Liquidation dated October 15,
2024.
The First Modification addresses and resolves the following:
* The claim filed by the Internal Revenue Service ("IRS")
(Claim 5); and
* The Objection to Confirmation filed by the IRS.
Modifications to Plan
Modification of the Priority Claim of the Internal Revenue Service.
"The Plan is modified to include the following special default
provisions for the Internal Revenue Service: A failure by the
Debtor to make payments to the IRS pursuant to the terms of the
Plan shall be an event of default as to the IRS. Following written
notice of such default to Debtor and the Subchapter V Trustee,
Debtor shall have ten business days to cure the default. In the
event Debtor fails to cure such default following notice provided
in accordance with Article 2.3 of the Plan, the IRS may enforce the
entire amount of its then outstanding claim, exercise all rights
and remedies it may have under non-applicable bankruptcy law
regarding the Allowed Claim of the IRS and seek such relief as may
be appropriate in the Bankruptcy Court."
Filing of Returns. "The Reorganized Debtor shall cause to be
prepared and filed all federal, state, and local returns that are
required to be filed by the Debtor that have not been prepared or
filed by Debtor prior to the Confirmation Date, within 120 days of
the Effective Date of the Plan. For those returns which fall due
after the Effective Date, Debtor shall file such returns as and
when they become due. Failure to file the returns set forth in this
provision, shall be an Event of Default under the Plan with respect
to the IRS claim as set forth in Paragraph 3 of this
Modification."
A full-text copy of the First Modified Plan dated October 15, 2024
is available at https://urlcurt.com/u?l=78Zkio from
PacerMonitor.com at no charge.
Counsel to the Debtor:
Matthew S. Cathey, Esq.
G. Daniel Taylor, Esq.
Stone & Baxter, LLP
577 Third Street
Macon, GA 31201
Tel: (478) 750-9898
Fax: (478) 750-9899
Email: mcathey@stoneandbaxter.com
dtaylor@stoneandbaxter.com
About American Dental of Fitzgerald
American Dental of Fitzgerald, LLC, and its affiliates provide
general dentistry services.
The Debtors filed Chapter 11 petitions (Bankr. M.D. Ga. Lead Case
No. 24-10482) on May 24, 2024. Michael Knight, manager, signed the
petitions.
At the time of the filing, American Dental of Fitzgerald disclosed
as much as $500,000 in both assets and liabilities.
Judge Robert M. Matson oversees the cases.
Matthew S. Cathey, Esq., at Stone & Baxter, LLP, is the Debtors'
legal counsel.
AMERICAN REFRACTORY: Case Summary & 13 Unsecured Creditors
----------------------------------------------------------
Debtor: American Refractory Company, LLC
103 Martin Drive
Mount Hope, WV 25880
Case No.: 24-20262
Business Description: The Debtor owns an 8,256 sq ft commerical
building situated on 1 acre lot located at
257 William M Martin Drive, Mount Hope,
WV 25880 valued at $450,000.
Chapter 11 Petition Date: November 26, 2024
Court: United States Bankruptcy Court
Southern District of West Virginia
Debtor's Counsel: Joe M. Supple, Esq.
SUPPLE LAW OFFICE, PLLC
801 Viand Street
Point Pleasant, WV 25550
Tel: 304-675-6249
Fax: 304-675-4372
Email: info@supplelawoffice.com
Total Assets: $867,400
Total Liabilities: $1,131,260
The petition was signed by Benjamin S. Batton as member.
A full-text copy of the petition containing, among other items, a
list of the Debtor's 13 unsecured creditors is available for free
at PacerMonitor.com at:
https://www.pacermonitor.com/view/JPWQCRY/American_Refractory_Company_LLC__wvsbke-24-20262__0001.0.pdf?mcid=tGE4TAMA
AMERICAN TIRE: Inks Stalking Horse Agreement to Cut $1.3B Debt
--------------------------------------------------------------
American Tire Distributors, Inc. announced that it has entered into
a "stalking horse" asset purchase agreement with a buyer entity
supported by certain of its prepetition lenders, including credit
funds and accounts managed by Guggenheim Partners Investment
Management, LLC, KKR, Monarch Alternative Capital LP, Sculptor
Capital Management, Inc., and Silver Point Capital, L.P.
"With this APA, we are taking the expected next step in our process
to best position ATD for long term-success and as a stronger
partner to manufacturers and customers who rely on us for their
business needs," said Jim Bienias, Chief Restructuring Officer of
ATD, and Partner and Managing Director at AP Services, LLC, an
affiliate of AlixPartners, LLP. "We appreciate the Ad Hoc Lender
Group's support and strong belief in our business and associates.
We look forward to working with them as we continue our
court-supervised process to transition the Company's ownership and
ensure value is maximized for all stakeholders."
Mr. Bienias continued, "All of us at ATD are grateful for the
support we have received from our manufacturer partners and
customers since we began this process. We look forward to
continuing to work with them and help them drive their businesses.
I'm also thankful to all of our associates for their continued hard
work and dedication to ATD."
The APA contemplates that substantially all of the Company's assets
will be acquired through a credit bid of certain of the Company's
funded debt, as well as additional consideration including the
assumption of postpetition trade payables and other liabilities,
which will reduce ATD's debt by $1.3 billion and significantly
enhance its operational flexibility. Additional details regarding
the consideration for the transaction is included in Court filings.
The APA will be subject to a competitive sale process pursuant to
Section 363 of the U.S. Bankruptcy Code, during which ATD is
soliciting and may consider other bids submitted by third parties
in accordance with certain court-approved bidding procedures.
Accordingly, the APA will be subject to higher and otherwise better
offers, court and regulatory approval, and other closing
conditions.
The Court approved the bidding procedures for the Sale Process,
which set forth the procedures for the submission of other bids,
after a hearing on November 26, 2024. The Company expects to
operate normally throughout the Sale Process, which it intends to
complete in early 2025.
As previously announced, on October 22, 2024, ATD commenced
voluntary proceedings under Chapter 11 of the U.S. Bankruptcy Code
to implement a restructuring support agreement entered into with
the Ad Hoc Lender Group that contemplated transitioning ownership
of the Company through the Sale Process. Additional information
regarding ATD's court-supervised process is available at a
dedicated website, www.ATDNext.com.
Court filings and other information related to the proceedings,
including instructions on how to file a proof of claim, are
available on a separate website administered by the Company's
claims agent, Donlin Recano & Company, at www.donlinrecano.com/atd,
by calling toll-free at 1-866-666-1597 (or 1-212-771-1128 for calls
originating outside the U.S. or Canada), or by sending an email to
atdinfo@drc.equiniti.com.
Advisors
Kirkland & Ellis LLP is serving as legal counsel, Moelis and
Company LLC is serving as investment banker, and AlixPartners is
serving as restructuring advisor to ATD.
The Ad Hoc Lender Group is represented by Akin Gump Strauss Hauer &
Feld LLP as legal counsel and Perella Weinberg Partners LP as
financial advisor.
The ABL Lenders are represented by Otterbourg P.C. as legal counsel
and Carl Marks & Co. as financial advisor.
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.
AMERICAN TITANIUM: Business Asset Sale to KJIS Consulting OK’d
----------------------------------------------------------------
The U.S. Bankruptcy Court for the Northern District of Illinois,
Easter Division, has granted American Titanium Works LLC to sell
substantially all of its business assets to KJIS Consulting LLC for
$650,000, free and clear of liens, claims, encumbrances, and
interests.
The Debtor, which is engaged in the evaluation and construction of
cost-effective manufacturing facility in the U.S. for the
production of titanium ingots, slabs, rounds, plate, and sheet, is
authorized to execute the terms of its purchase agreement with the
buyer for the sale of its Assets.
The Court ordered that the sale is fair and reasonable and has been
conducted in good faith, and the transactions contemplated by the
agreement have been bargained for and undertaken by the Debtor and
Buyer at arm's length and without collusion.
The Court indicated that the buyer is not assuming, nor shall it,
in any way whatsoever, be liable or responsible, as successor or
otherwise, for any liabilities or Interests of the Debtor, or any
liabilities or Interests in any way whatsoever relating to or
arising from the Debtor's assets, or by virtue of the conveyance of
the Purchased Assets to Buyer.
The Court also held that any and all defaults or other obligations
of the Debtor under the Assigned Contracts arising or accruing
prior to the Closing are hereby cured, and Buyer shall have no
liability or obligation arising or accruing under the Assigned
Contracts prior to the Closing.
The Court also stated that the Buyer shall not have any liability
or other obligation of the Debtor arising under or related to any
of the Purchased Assets.
About American Titanium Works LLC
American Titanium Works LLC in Chicago, IL, filed its voluntary
petition for Chapter 11 protection (Bankr. N.D. Ill. Case No.
24-06559) on May 1, 2024, listing $1 million to $10 million in
assets and $10 million to $50 million in liabilities. Thomas F. Sax
as CEO, signed the petition.
Judge Timothy A Barnes oversees the case.
FOLEY & LARDNER LLP serves as the Debtor's legal counsel.
APL CARGO: Seeks to Extend Plan Exclusivity to January 28, 2025
---------------------------------------------------------------
APL Cargo, Inc., and affiliates asked the U.S. Bankruptcy Court for
the Northern District of Indiana to extend its exclusivity period
to file a chapter 11 plan of reorganization to January 28, 2025.
The Debtors submit that cause exists to extend the exclusivity
period in this case based on, among other things, Debtors ongoing
and continuing efforts to reach consensual plan terms with their
secured creditors.
Specifically, Debtors have been working with their secured
creditors on adequate protection agreements, some of which include
agreements on plan terms for such creditors, but require additional
time to continue working with their secured creditors to reach as
many agreements on plan terms as possible before formulating a plan
of reorganization that can be put before all of their creditors and
filed with the Court.
The Debtors claim that they have reached agreement with almost all
of their secured creditors but are still working with others.
Counsel for the Debtors:
Weston E. Overturf, Esq.
Anthony T. Carreri, Esq.
KROGER GARDIS & REGAS, LLP
111 Monument Cir # 900
Indianapolis, IN 46204
Phone: (317) 777-7439
Email: woverturf@kgrlaw.com
About APL Cargo Inc.
APL Cargo Inc. sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. N.D. Ind. Case No. 24-40136) on May 13,
2024. In the petition signed by Stefan Trifan, president, the
Debtor disclosed up to $10 million in both assets and liabilities.
Judge Robert E. Grant oversees the case.
Weston E. Overturf, Esq., at Kroger, Gardis & Regas, LLP, is the
Debtor's legal counsel.
ASHFORD HOSPITALITY: Charles Schwab Ceases Ownership of Shares
--------------------------------------------------------------
Charles Schwab Investment Management, Inc. disclosed in a Schedule
13G filed with the U.S. Securities and Exchange Commission that as
of September 30, 2024, it ceased to be the beneficial owner of more
than five percent of Ashford Hospitality Trust, Inc's common
stock.
Charles Schwab Investment may be reached at:
Omar Aguilar
Chief Executive Officer
Charles Schwab Investment Management, Inc.
211 Main Street
San Francisco, CA 94105
A full-text copy of Charles Schwab Investment's SEC Report is
available at:
https://tinyurl.com/3ymma59b
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.
AVON PRODUCTS: Natura&Co Reaches Deal with Creditors' Committee
---------------------------------------------------------------
Peter Frontini and Leda Alvim of Bloomberg News reports that
Natura&Co announced in a securities filing that it has reached a
global settlement agreement with a committee of Avon Products'
creditors and its affiliated debtors.
Ahead of the announcement, Natura shares recovered from earlier
losses, climbing as much as 6.2%. Trading was halted shortly before
the news, with shares priced at 14.93 reais as of 3:25 p.m. local
time, according to the report.
The agreement, still pending approval, includes a $34 million cash
payment to the Avon Debtors' estates. Additionally, Natura agreed
to waive all secured and unsecured claims against the Avon Debtors,
the report states.
About AIO US and Avon Products
AIO US Inc., Avon Products Inc, and some of its affiliates are
manufacturers and marketers of beauty, fashion, and home products
with operations and customers across the globe.
AIO US and its affiliates sought relief under Chapter 11 of the
U.S. Bankruptcy Code (Bankr. D. Del. Lead Case No. 24-11836) on
Aug. 12, 2024. In the petition filed by Philip J. Gund as chief
restructuring officer, AIO US disclosed $1 billion to $10 billion
in assets and debt.
Richards, Layton & Finger, P.A. and Weil, Gotshal & Manges LLP are
counsel to the Debtors. Ankura Consulting Group LLC serves as
restructuring advisor to the Debtors. Rothschild & Co US Inc is
the Debtors' investment banker and financial advisor. Epiq
Corporate Restructuring LLC acts as claims and noticing agent to
the Debtors.
BEXIN REALTY: Voluntary Chapter 11 Case Summary
-----------------------------------------------
Debtor: Bexin Realty Corporation
24-26 and 28-30 W. 125th Street
New York, NY 10027
Case No.: 24-12080
Business Description: Bexin Realty is a Single Asset Real Estate
debtor (as defined in 11 U.S.C. Section
101(51B)).
Chapter 11 Petition Date: November 27, 2024
Court: United States Bankruptcy Court
Southern District of New York
Judge: Hon. Martin Glenn
Debtor's Counsel: Jonathan S. Pasternak, Esq.
DAVIDOFF HUTCHER & CITRON LLP
605 Third Avenue
34th Floor
New York, NY 10158
Tel: 212-557-7200
Fax: 212-286-1884
Estimated Assets: $10 million to $50 million
Estimated Liabilities: $10 million to $50 million
The petition was signed by Bahram Benaresh as president.
The Debtor failed to include in the petition a list of its 20
largest unsecured creditors.
A full-text copy of the petition is available for free at
PacerMonitor.com at:
https://www.pacermonitor.com/view/WKO3ISI/Bexin_Realty_Corporation__nysbke-24-12080__0001.0.pdf?mcid=tGE4TAMA
BLACKSTONE MORTGAGE: Moody's Cuts CFR & Senior Secured Notes to B1
------------------------------------------------------------------
Moody's Ratings has downgraded Blackstone Mortgage Trust, Inc.'s
(BXMT) corporate family rating, senior secured notes and senior
secured bank credit facility ratings to B1 from Ba3. Following the
downgrade, Moody's changed BXMT's outlook to stable from negative.
RATINGS RATIONALE
The downgrade reflects the continued deterioration in BXMT's asset
quality, primarily related to its office loans, and the resulting
net losses year-to-date. The company's 4- and 5-rated loans, the
weakest internal risk rating categories, have increased to 13% and
15%, respectively, of the total net book value (NBV) of the loan
portfolio as of September 30, 2024 from 13% and 6%, respectively, a
year prior.
For the nine months ending September 30, 2024, BXMT reported a net
loss of $241.3 million, driven by a $519.7 million increase in its
current expected credit loss (CECL) reserve. The increase in
problem loans and CECL reserves have largely been driven by
deterioration in BXMT's office exposure, which represents 33% of
total loans. BXMT has 12 office loans with a risk rating of 4 and a
NBV of $1.67 billion (23% of total office loans) and 14 office
loans with a risk rating of 5 and a NBV of $2.2 billion (30% of
total office loans) as of September 30, 2024. BXMT has 17 office
loans risk-rated 3 or higher with a NBV of $3.4 billion. The
remaining 14 loans risk-rated 4 or 5 have a NBV of $2.2 billion and
are diversified by property type.
BXMT expects many of its 5-rated loans to be resolved in the next
two quarters through sales/discounted payoffs, foreclosures
becoming real estate-owned, and through restructuring of
obligations into a Note-A/Note-B arrangement. Although Moody's
believe there could be additional rating migration downward to the
4 or 5 risk rating categories over the next year, Moody's expect
that asset-specific reserves on existing 5-rated loans are likely
sufficient.
These negative asset quality pressures are mitigated by BXMT's
capitalization as measured by tangible common equity to tangible
managed assets (TCE/TMA), which measured 17.8% at the end of the
third quarter of 2024, down modestly from 18.6% a year prior
despite the volatility in asset quality and earnings. In addition,
the firm's ratio of reserves to gross loans stood at 4.68% as of
September 30, 2024, which provides an additional buffer to absorb
losses.
The company has also prudently de-levered repurchase facilities as
performing loans have paid off and managed its total liquidity.
BXMT's nearest large maturity is its term loan B maturing in April
2026. BXMT is also reliant on various loan repurchase facilities,
with $11.0 billion outstanding under such facilities as of
September 30, 2024.
BXMT began originating new loans in the third quarter and expects
origination activity to continue. These new loans should generate
strong earnings and loss absorption capacity for existing loans
while also having greater asset protection, thereby minimizing
future loss content.
BXMT's B1 long-term senior secured debt rating is reflective of the
notes' priority ranking in BXMT's capital structure.
The stable outlook reflects Moody's view that despite expected
weakening in asset quality and profitability, BXMT's capital
position and funding profile will remain stable and supportive of
the company's credit profile over the next 12-18 months.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
BXMT's ratings could be upgraded if the company: 1) reduces its
problem loans and exposure to office properties without increasing
portfolio risk; 2) strengthens its capital position; 3) reduces its
ratio of secured debt to total assets below 70%; and 4)
demonstrates predictable profitability and asset quality that
compares favorably with peers.
BXMT's ratings could be downgraded if the company: 1) experiences a
continued sizable deterioration in asset quality, leading to
outsized losses; 2) further weakens its capitalization; or 3)
shrinks the amount of funding available under secured borrowing
facilities, its primary liquidity source.
The principal methodology used in these ratings was Finance
Companies published in July 2024.
CARIBBEAN GRILL: Unsecureds to Split $7,200 over 3 Years
--------------------------------------------------------
Caribbean Grill & Roti Shop Inc., filed with the U.S. Bankruptcy
Court for the Middle District of Florida a Plan of Reorganization
dated October 15, 2024.
The Debtor operates a Caribbean restaurant and Roti Shop and is
based in Deltona, Florida. The Debtor provides authentic Caribbean
cuisine to the Deltona community and has been in business for more
than 6 years.
Specializing in traditional dishes such as curries, BBQ and jerk
chicken, wings, fried rice, and more, the Debtor has established
itself as a unique and popular dining destination. The Debtor's
principal place of business is located at 121 Howland Blvd, Unit
103, Deltona, Florida 32738 ("Premises"), which is leased from
Scarpello Development, L.L.C. (which is not an insider).
The Debtor's projected Disposable Income over the life of the Plan
is $7,200.00.
This Plan provides for: 2 classes of secured claims; 1 class of
unsecured claims; and 1 class of equity security holders.
Class 3 consists of the Allowed Unsecured Claims against the
Debtor. This Class is Impaired.
* Consensual Plan Treatment: The liquidation value or amount
that unsecured creditors would receive in a hypothetical chapter 7
case is approximately $0.00. Accordingly, the Debtor proposes to
pay unsecured creditors a pro rata portion of $7,200.00. Payments
will be made in equal quarterly payments of $1,800.00. Payments
shall commence on the fifteenth day of the month, on the first
month that begins more than ninety days after the Effective Date
and shall continue quarterly for eleven additional quarters.
Pursuant to Section 1191 of the Bankruptcy Code, the value to be
distributed to unsecured creditors is greater than the Debtor's
projected disposable income to be received in the 3-year period
beginning on the date that the first payment is due under the plan.
Holders of Class 3 claims shall be paid directly by the Debtor.
* Nonconsensual Plan Treatment: The liquidation value or
amount that unsecured creditors would receive in a hypothetical
chapter 7 case is approximately $0.00. Accordingly, the Debtor
proposes to pay unsecured creditors a pro rata portion of its
projected Disposable Income, $7,200.00. If the Debtor remains in
possession, plan payments shall include the Subchapter V Trustee's
administrative fee which will be billed hourly at the Subchapter V
Trustee's then current allowable blended rate. Plan Payments shall
commence on the fifteenth day of the month, on the first month that
is one year after the Effective Date and shall continue annually
for two additional years. The initial annual payment shall be
$2,400.00. Holders of Class 3 claims shall be paid directly by the
Debtor.
Class 4 consists of any and all equity interests and warrants
currently issued or authorized in the Debtor. This Class is
Unimpaired. Holders of a Class 4 interests shall retain their full
equity interest in the same amounts, percentages, manner and
structure as existed on the Petition Date.
The Plan contemplates that the Reorganized Debtor will continue to
operate the Debtor's business.
Except as explicitly set forth in this Plan, all cash in excess of
operating expenses generated from operation until the Effective
Date will be used for Plan Payments or Plan implementation, cash on
hand as of Confirmation shall be available for Administrative
Expenses.
A full-text copy of the Plan of Reorganization dated October 15,
2024 is available at https://urlcurt.com/u?l=Qjc5W7 from
PacerMonitor.com at no charge.
Counsel to the Debtor:
Jeffrey S. Ainsworth, Esq.
Cole B. Branson, Esq.
BransonLaw, PLLC
1501 E Concord St.
Orlando, FL 32803
Telephone: (407) 476-9855
Facsimile: (407) 894-8559
E-mail: jeff@bransonlaw.com
E-mail: cole@bransonlaw.com
About Caribbean Grill & Roti Shop
Caribbean Grill & Roti Shop, Inc., operates a Caribbean restaurant
and Roti Shop and is based in Deltona, Florida.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. M.D. Fla. Case No. 24-03776) on July 23,
2024, with up to $100,000 in assets and up to $500,000 in
liabilities.
Judge Lori V. Vaughan presides over the case.
Jeffrey Ainsworth, Esq., at Bransonlaw, PLLC, is the Debtor's
bankruptcy counsel.
CELULARITY INC: Sets 2024 Annual Meeting for Dec. 19
----------------------------------------------------
Celularity Inc. disclosed in a Form 8-K Report filed with the U.S.
Securities and Exchange Commission that the Board of Directors
established that the 2024 Annual Meeting of Stockholders of
Celularity, or the 2024 Annual Meeting, will be held on Thursday,
December 19, 2024.
The record date for the determination of Celularity stockholders
entitled to receive notice of and to vote at the 2024 Annual
Meeting was the close of business on Friday, November 8, 2024.
About Celularity Inc.
Headquartered in Florham Park, NJ, Celularity Inc. --
www.celularity.com -- is a cellular and regenerative medicine
company focused on improving health longevity, which the U.S.
National Academy of Medicine defines as the state in which a
person's number of years in good health approaches their biological
lifespan. The objective of extending health longevity is to
compress the period of time in which an individual experiences
aging-related degenerative diseases and disorders associated with
increased mortality towards the end of life. The Company is
developing off-the-shelf placental-derived allogeneic cellular
therapies and advanced biomaterial products for the treatment of
degenerative disorders and diseases including those associated with
aging.
Morristown, New Jersey-based Deloitte & Touche LLP, the Company's
auditor since 2018, issued a "going concern" qualification in its
report dated July 30, 2024, citing that the Company has suffered
recurring losses and net cash outflows from operations and has
outstanding debt that is currently due for which the Company does
not have sufficient liquidity to repay, which raises substantial
doubt about its ability to continue as a going concern.
Celularity reported a net loss of $196.30 million for the year
ended Dec. 31, 2023, compared to a net income of $14.19 million for
the year ended Dec. 31, 2022. As of June 30, 2024, Celularity had
$135.5 million in total assets, $107.7 million in total
liabilities, and $27.8 million in total stockholders' equity.
CINEMOI NORTH: Seeks to Extend Plan Exclusivity to March 4, 2025
----------------------------------------------------------------
Cinemoi North America, LLC, asked the U.S. Bankruptcy Court for the
Central District of California to extend its exclusivity periods to
file a plan of reorganization and obtain acceptance thereof to
March 4, 2025 and May 5, 2025, respectively.
The Debtor explains that it has made significant progress toward
reorganization. Prior to the Petition Date, on or about October 15,
2023, the Debtor entered into an MOU for a joint venture called
Cinemersion, which is a collaborative venture involving the three
partners. Under the MOU, Cinemoi receives an annual payment of 46%
of the profits based on Cinemoi's equity holding in Cinemersion.
There is also a licensing agreement, dated July 23, 2024, between
Cinemersion and the Debtor.
The Debtor claims that Daphna Ziman, the manager of the Debtor, and
Trey Duplechin, the president of Cinemersion, are part of a team to
purchase Paramount Global. During the bankruptcy case, they have
been focusing on this acquisition as it will allow the Debtor to
reorganize. Malka is currently holding proof of funding for the
Paramount Global deal and is the lead/front of the deal.
The Debtor asserts that its ownership stake in and licensing
agreement with Cinemersion will enable the Debtor to generate
revenue to pay its creditors under a plan of reorganization.
Cinemersion plans to generate revenue by using (i) an ad-supported
video on demand molded to attract investors, (ii) a
subscription-based model with tiered pricing and (iii) product
placements on Websites and a streaming platform. The acquisition by
Paramount Global will enable Cinemersion to expand the reach of its
licensing of Cinemoi's film library globally.
The Debtor further asserts that it filed this Chapter 11 on August
6, 2024, and the Debtor has been working diligently to move it
forward and expects to file a plan of reorganization between 30 and
45 days after it is acquired by Paramount Global.
The Debtor states that it is not seeking an extension to pressure
creditors to accede to its reorganization proposals. Rather, the
additional time requested is necessary to ensure that the Debtor is
able to present a comprehensive and feasible plan of reorganization
based upon Daphna Ziman and Trey Duplechin and their team's
acquisition of Paramount Global and Paramount Global's acquisition
of Cinemersion.
Proposed Reorganization Attorneys for Cinemoi North America, LLC:
LEECH TISHMAN ROBINSON BROG, PLLC
Steven B. Eichel, Esq.
One Dag Hammarskjold Plaza
885 Second Avenue, 3rd Floor
New York, New York 10017
Telephone: (212) 603-6300
E-mail: seichel@leechtishman.com
- and -
LEECH TISHMAN NELSON & HARDIMAN, INC.
f/k/a LEECH TISHMAN FUSCALCO & LAMPL, INC.
Sanford L. Frey, Esq.
1100 Glendon Avenue, 15th Floor
Los Angeles, California 90024
Telephone: (424) 738-4400; Facsimile: (424) 738-5080
E-mail: sfrey@leechtishman.com
About Cinemoi North America
Cinemoi North America is a lifestyle, fashion, and film cable
network operator in Agoura Hills, Calif.
Cinemoi North America sought relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. C.D. Calif. Case No. 24-11290) on Aug. 6,
2024, with $10 million to $50 million in both assets and
liabilities.
Judge Martin R. Barash handles the case.
The Debtor is represented by Sandford L. Frey, Esq., at Leech
Tishman Fuscaldo & Lampl, Inc.
The U.S. Trustee for Region 16 appointed an official committee to
represent unsecured creditors in the Debtor's Chapter 11 case.
COASTAL GROWERS: Voluntary Chapter 11 Case Summary
--------------------------------------------------
Debtor: Coastal Growers LLC
FKA Placeholder LLC
250 Carpet Drive
Atmore, AL 36502
Case No.: 24-13034
Chapter 11 Petition Date: November 27, 2024
Court: United States Bankruptcy Court
Southern District of Alabama
Judge: Hon. Henry A Callaway
Debtor's Counsel: Edward J. Peterson, Esq.
JOHNSON, POPE, BOKOR, RUPPEL & BURNS, LLP
400 N Ashley Dr. #3100
Tampa, FL 33602
Tel: 813-225-2500
Estimated Assets: $50 million to $100 million
Estimated Liabilities: $100 million to $500 million
The petition was signed by Holly Johnson as chief financial
officer.
The Debtor failed to include in the petition a list of its 20
largest unsecured creditors.
A full-text copy of the petition is available for free at
PacerMonitor.com at:
https://www.pacermonitor.com/view/5NXWW5I/Coastal_Growers_LLC__alsbke-24-13034__0001.0.pdf?mcid=tGE4TAMA
COMPLETE HEALTH: Case Summary & 15 Unsecured Creditors
------------------------------------------------------
Debtor: Complete Health Dentistry of WNY, P.C.
2800 Sweet Home Road, Suite 5
Amherst, NY 14228
Business Description: The Debtor is a licensed dentist primarily
engaged in the private or group practice of
general or specialized dentistry or dental
surgery.
Chapter 11 Petition Date: November 26, 2024
Court: United States Bankruptcy Court
Western District of New York
Case No.: 24-11356
Judge: Hon. Carl L Bucki
Debtor's Counsel: Arthur G. Baumeister, Jr., Esq.
BAUMEISTER DENZ LLP
174 Franklin Street, Suite 2
Buffalo, NY 14202
Tel: (716) 852-1300
Fax: (716) 852-1344
Email: abaumeister@bdlegal.net
Total Assets: $128,031
Total Liabilities: $1,561,362
The petition was signed by ames M. Lesinski, DDS as president.
A full-text copy of the petition is available for free at
PacerMonitor.com at:
A full-text copy of the petition containing, among other items, a
list of the Debtor's 15 unsecured creditors is available for free
at PacerMonitor.com at:
https://www.pacermonitor.com/view/OKMQVYI/Complete_Health_Dentistry_of_WNY__nywbke-24-11356__0001.0.pdf?mcid=tGE4TAMA
DELCATH SYSTEMS: Swings to $1.9 Million Net Income in Fiscal Q3
---------------------------------------------------------------
Delcath Systems, Inc. filed with the U.S. Securities and Exchange
Commission its Quarterly Report on Form 10-Q reporting a net income
of $1.9 million on $11.2 million of total revenue for the three
months ended September 30, 2024, compared to a net loss of $20.3
million on $0.4 million of total revenue for the three months ended
September 30, 2023.
For the nine months ended September 30, 2024, the Company reported
a net loss of $23 million on $22.1 million of total revenue,
compared to a net loss of $36.5 million on $1.5 million of total
revenue for the same period in 2023.
On September 30, 2024, the Company had cash and cash equivalents
totaling $8.3 million and short-term investments totaling $5.7
million, as compared to cash, cash equivalents and restricted cash
totaling $12.7 million and short-term investments totaling $19.8
million at December 31, 2023. During the nine months ended
September 30, 2024, the Company used $17.7 million of cash in its
operating activities and $8.6 million for principal payments.
The Company's future results are subject to substantial risks and
uncertainties. The Company has operated at a loss for its entire
history and there can be no assurance that it will ever achieve or
maintain profitability. The Company has historically funded its
operations primarily with proceeds from sales of common stock,
warrants and pre-funded warrants for the purchase of common stock,
sales of preferred stock, proceeds from the issuance of convertible
debt and borrowings under loan and security agreements.
As of September 30, 2024, the Company had $31.7 million in total
assets, $23.1 million in total liabilities, and $8.6 million in
total stockholders' equity.
A full-text copy of the Company's Form 10-Q is available at:
https://tinyurl.com/yz9r659d
About Delcath Systems
Headquartered in New York, N.Y., Delcath Systems, Inc. --
www.delcath.com -- is an interventional oncology company focused on
the treatment of primary and metastatic liver cancers. The
company's proprietary products, HEPZATO KIT (Hepzato (melphalan)
for Injection/Hepatic Delivery System) and CHEMOSAT Hepatic
Delivery System for Melphalan percutaneous hepatic perfusion (PHP)
are designed to administer high-dose chemotherapy to the liver
while controlling systemic exposure and associated side effects
during a PHP procedure.
New York, N.Y.-based Marcum LLP, the Company's auditor since 2018,
issued a "going concern" qualification in its report dated March
26, 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.
DHW WELL: Case Summary & 20 Largest Unsecured Creditors
-------------------------------------------------------
Debtor: DHW Well Service, Inc.
255 Loop 517
Carrizo Springs, TX 78834
Case No.: 24-52436
Chapter 11 Petition Date: November 27, 2024
Court: United States Bankruptcy Court
Western District of Texas
Judge: Hon. Craig A Gargotta
Debtor's Counsel: William R. Davis , Jr., Esq.
LANGLEY & BANACK, INC.
745 E. Mulberry Ave. Suite 700
San Antonio, TX 78212
Tel: (210) 736-6600
Email: wrdavis@langleybanack.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Keith Martin as president.
A full-text copy of the petition containing, among other items, a
list of the Debtor's 20 largest unsecured creditors is available
for free at PacerMonitor.com at:
https://www.pacermonitor.com/view/7TXIJLY/DHW_Well_Service_Inc__txwbke-24-52436__0001.0.pdf?mcid=tGE4TAMA
DIGITAL ALLY: Lowers Quorum Requirement for Stockholder Meeting
---------------------------------------------------------------
Digital Ally, Inc. disclosed in a Form 8-K Report filed with the
U.S. Securities and Exchange Commission that on November 6, 2024,
the Company adopted Amendment No. 1 to Bylaws with the approval of
the Company's board of directors.
The Bylaws were amended to reduce the quorum requirement at any
meeting of the Company's stockholders to thirty-three and one-third
percent of the stock issued and outstanding and entitled to vote at
such meeting.
About Digital Ally
The business of Digital Ally (NASDAQ: DGLY) (with its wholly-owned
subsidiaries, Digital Ally International, Inc., Shield Products,
LLC, Digital Ally Healthcare, LLC, TicketSmarter, Inc., Worldwide
Reinsurance, Ltd., Digital Connect, Inc., BirdVu Jets, Inc., Kustom
440, Inc., Kustom Entertainment, Inc., and its majority-owned
subsidiary Nobility Healthcare, LLC), is divided into three
reportable operating segments: 1) the Video Solutions Segment, 2)
the Revenue Cycle Management Segment and 3) the Entertainment
Segment. The Video Solutions Segment is the Company's legacy
business that produces digital video imaging, storage products,
disinfectant and related safety products for use in law
enforcement, security and commercial applications. This segment
includes both service and product revenues through its subscription
models offering cloud and warranty solutions, and hardware sales
for video and health safety solutions. The Revenue Cycle Management
Segment provides working capital and back-office services to a
variety of healthcare organizations throughout the country, as a
monthly service fee. The Entertainment Segment acts as an
intermediary between ticket buyers and sellers within the Company's
secondary ticketing platform, ticketsmarter.com, and the Company
also acquires tickets from primary sellers to then sell through
various platforms.
New York, NY-based RBSM LLP, the Company's auditor since 2019,
issued a "going concern" qualification in its report dated April 1,
2024, citing that the Company has incurred substantial operating
losses and will require additional capital to continue as a going
concern. This raises substantial doubt about the Company's ability
to continue as a going concern.
As of June 30, 2024, Digital Ally had $43.33 million in total
assets, $40.28 million in total liabilities, and $3.05 million in
total stockholders' equity.
DIGITAL ALLY: Terminates Merger Agreement With Clover Leaf Capital
------------------------------------------------------------------
As previously disclosed in a Current Report on Form 8-K filed with
the Securities and Exchange Commission by Digital Ally, Inc., a
Nevada corporation, on June 1, 2023, the Company entered into an
Agreement and Plan of Merger with Clover Leaf Capital Corp., a
Delaware corporation, CL Merger Sub, Inc., a Nevada corporation and
a wholly-owned subsidiary of Clover Leaf, Yntegra Capital
Investments LLC, a Delaware limited liability company, in the
capacity as the representative from and after the Effective Time
for the stockholders of Clover Leaf (other than the Company as of
immediately prior to the Effective Time and its successors and
assignees) in accordance with the terms and conditions of the
Merger Agreement, and Kustom Entertainment, Inc., a Nevada
corporation and whole owned subsidiary of the Company.
On November 7, 2024, pursuant to Section 8.1(a) of the Merger
Agreement, the Company, Clover Leaf, CL Merger Sub, Purchaser
Representative, and Kustom Entertainment entered into a Mutual
Termination and Release Agreement to terminate the Merger
Agreement.
As a result of the Termination Agreement, the Merger Agreement is
of no further force and effect, with the exception of specified
provisions set forth in the Termination Agreement, which shall
survive the Termination and remain in full force and effect in
accordance with their respective terms.
About Digital Ally
The business of Digital Ally (NASDAQ: DGLY) (with its wholly-owned
subsidiaries, Digital Ally International, Inc., Shield Products,
LLC, Digital Ally Healthcare, LLC, TicketSmarter, Inc., Worldwide
Reinsurance, Ltd., Digital Connect, Inc., BirdVu Jets, Inc., Kustom
440, Inc., Kustom Entertainment, Inc., and its majority-owned
subsidiary Nobility Healthcare, LLC), is divided into three
reportable operating segments: 1) the Video Solutions Segment, 2)
the Revenue Cycle Management Segment and 3) the Entertainment
Segment. The Video Solutions Segment is the Company's legacy
business that produces digital video imaging, storage products,
disinfectant and related safety products for use in law
enforcement, security and commercial applications. This segment
includes both service and product revenues through its subscription
models offering cloud and warranty solutions, and hardware sales
for video and health safety solutions. The Revenue Cycle Management
Segment provides working capital and back-office services to a
variety of healthcare organizations throughout the country, as a
monthly service fee. The Entertainment Segment acts as an
intermediary between ticket buyers and sellers within the Company's
secondary ticketing platform, ticketsmarter.com, and the Company
also acquires tickets from primary sellers to then sell through
various platforms.
New York, NY-based RBSM LLP, the Company's auditor since 2019,
issued a "going concern" qualification in its report dated April 1,
2024, citing that the Company has incurred substantial operating
losses and will require additional capital to continue as a going
concern. This raises substantial doubt about the Company's ability
to continue as a going concern.
As of June 30, 2024, Digital Ally had $43.33 million in total
assets, $40.28 million in total liabilities, and $3.05 million in
total stockholders' equity.
DIVERSIFIED HEALTHCARE: Charles Schwab Investment Holds 2.7% Stake
------------------------------------------------------------------
Charles Schwab Investment Management, Inc. disclosed in a Schedule
13G filed with the U.S. Securities and Exchange Commission that as
of September 30, 2024, it beneficially owned 6,510,355 shares of
Diversified Healthcare Trust's common stock, representing 2.7% of
the shares outstanding.
Charles Schwab Investment may be reached at:
Omar Aguilar
Chief Executive Officer
Charles Schwab Investment Management, Inc.
211 Main Street
San Francisco, CA 94105
A full-text copy of Charles Schwab Investment's SEC Report is
available at:
https://tinyurl.com/2rja8epc
About Diversified Healthcare Trust
Diversified Healthcare Trust (Nasdaq: DHC) --
https://www.dhcreit.com -- is a REIT organized under Maryland law
that primarily owns medical office and life science properties,
senior living communities, and other healthcare-related properties
throughout the United States. As of June 30, 2024, DHC's
approximately $7.2 billion portfolio included 370 properties in 36
states and Washington, D.C., occupied by approximately 500 tenants,
and totaling approximately 8.4 million square feet of life science
and medical office properties and more than 27,000 senior living
units. DHC is managed by The RMR Group (Nasdaq: RMR), a leading
U.S. alternative asset management company with over $41 billion in
assets under management as of June 30, 2024, and more than 35 years
of institutional experience in buying, selling, financing, and
operating commercial real estate.
Diversified Healthcare Trust disclosed a net loss of $293.57
million for the year ended Dec. 31, 2023, compared to a net loss of
$15.77 million for the year ended Dec. 31, 2022. As of June 30,
2024, Diversified Healthcare Trust had $5.33 billion in total
assets, $3.18 billion in total liabilities, and $2.15 billion in
total shareholders' equity.
* * *
As reported by the TCR on Jan. 24, 2024, Moody's Investors Service
upgraded Diversified Healthcare Trust's (DHC) Corporate Family
Rating to Caa3 from Ca. Moody's said the upgrade of the CFR to Caa3
reflects some partial easing of Moody's concerns over DHC's
immediate capital needs as the new notes' proceeds have been used
to repay the company's 2024 maturities, namely $450 million under
its senior credit facility due 15 January 2024 and $250 million of
unsecured notes due May 1, 2024.
As reported by the TCR on Jan. 5, 2024, S&P Global Ratings raised
its Company credit rating on Diversified Healthcare Trust (DHC) to
'CCC+' from 'CCC-'. S&P said, "The negative outlook reflects DHC's
ongoing liquidity pressure and the refinancing risk remaining with
material debt maturities in 2025 and 2026. The outlook also
reflects our expectation for a gradual recovery in the operating
performance of the company's senior housing operating property
(SHOP) portfolio, though the pace of this recovery remains
uncertain."
EDGIO INC: Bankruptcy Court OKs Akamai Bid for Select Assets
------------------------------------------------------------
Akamai Technologies, Inc., the cybersecurity and cloud computing
company that powers and protects business online, announced that
the U.S. Bankruptcy Court for the District of Delaware has approved
its bid to acquire select assets from Edgio, including certain
customer contracts from Edgio's businesses in content delivery and
security, and non-exclusive license rights to patents in Edgio's
portfolio. The transaction does not include the acquisition of
Edgio personnel, technology, or assets related to the Edgio
network.
The court approval follows Akamai submitting the winning bid for
the select assets during Edgio's 363 bankruptcy auction on November
13, 2024, as part of its filing for Chapter 11 bankruptcy relief.
The court decision provides the necessary approval for the closing
of the sale to proceed.
When the transaction closes, several hundred net new Akamai
customers will have a clear path and the necessary support to
smoothly migrate to a best-in-class and reliable provider of the
services they need prior to Edgio ceasing operations of its content
delivery network. The customers will also have immediate access to
the full portfolio of Akamai's cybersecurity and cloud computing
services.
"Akamai is offering Edgio customers a smooth, secure transition
without impacting their business or that of their end users," said
Adam Karon, Akamai's Chief Operating Officer and General Manager,
Cloud Technology Group. "We have the capacity, capabilities, and
experience to help Edgio customers easily migrate to Akamai, and we
believe our track record with similar transactions gives us the
expertise to help move them to Akamai as seamlessly as possible. We
look forward to welcoming these new customers and giving them the
opportunity to take advantage of Akamai's full range of security
and cloud solutions, which run on the world's most distributed
platform."
For the fourth quarter of 2024, Akamai expects this transaction to
add approximately $9-$11 million in revenue. As part of its bid,
Akamai agreed to pay certain costs for Edgio to operate its network
during the transition and wind-down period until such time as Edgio
ceases operation of its content delivery network in mid-January
2025. Akamai expects those transition services costs to be
approximately $15-$17 million in the fourth quarter. Akamai
anticipates the transaction to be dilutive to non-GAAP net income
per diluted share by approximately $0.03-$0.05 in the fourth
quarter, inclusive of the transition service costs.
For the full year 2025, Akamai anticipates this transaction will
add approximately $80-$100 million in revenue, approximately
$25-$30 million of transition service costs, and be accretive to
non-GAAP net income per diluted share by approximately
$0.15-$0.20.
"We believe this transaction will create significant value for
Akamai and our shareholders," said Ed McGowan, Akamai's Chief
Financial Officer. "By integrating these customers onto our
platform with its advantageous cost structure, we expect to improve
profitability and unlock new growth opportunities. We're excited
about the potential to cross-sell and up-sell our advanced security
and cloud computing solutions to this expanded customer base."
The transaction is expected to close in early December 2024,
subject to customary closing conditions for a transaction of this
type.
About Akamai
Akamai is the cybersecurity and cloud computing company that powers
and protects business online. Its market-leading security
solutions, superior threat intelligence, and global operations team
provide defense-in-depth to safeguard enterprise data and
applications everywhere. Akamai's full-stack cloud computing
solutions deliver performance and affordability on the world's most
distributed platform. Global enterprises trust Akamai to provide
the industry-leading reliability, scale, and expertise they need to
grow their business with confidence. Learn more at akamai.com and
akamai.com/blog, or follow Akamai Technologies on X and LinkedIn.
About Edgio Inc.
Edgio Inc. (NASDAQ: EGIO) helps companies deliver online
experiences and content faster, safer, and with more control. Its
developer-friendly, globally scaled edge network, combined with our
fully integrated application and media solutions, provide a single
platform for the delivery of high-performing, secure web properties
and streaming content. Through this fully integrated platform and
end-to-end edge services, companies can deliver content quicker and
more securely, thus boosting overall revenue and business value.
Edgio Inc. and its affiliates sought Chapter 11 protection (Bankr.
D. Del. Lead Case No. 24-11985) on Sept. 9, 2024 with a deal to
sell its assets to lender Lynrock Lake Master Fund LP for a credit
bid of $110 million, absent higher and better offers.
The Hon. Karen B. Owens presides over the cases.
Edgio disclosed $379,013,042 in total assets against $368,613,842
in total liabilities as of June 30, 2024.
The Debtors tapped MILBANK LLP as general bankruptcy counsel;
RICHARDS, LAYTON & FINGER, P.A., as local counsel; TD SECURITIES
(USA) LLC (d/b/a TD COWEN) as financial restructuring advisor; and
RIVERON CONSULTING LLC as business advisor. C STREET ADVISORY GROUP
is serving as strategic communications advisor to the Debtors. OMNI
AGENT SOLUTIONS, INC., is the claims agent.
EL DORADO GAS: Court OKs Bid Procedures for Oil and Gas Asset Sale
------------------------------------------------------------------
El Dorado Gas & Oil Inc. received approval from the U.S. Bankruptcy
Court for the Southern District of Mississippi, to solicit bids for
its Assets.
The Debtor is selling all or a portion of its oil and gas assets
located in South Texas, including various wells and leases located
in Brooks, Duval, Hidalgo, Jim Hogg, Matagorda, McMullen, Starr,
Webb, and Zapata Counties.
The Court authorized the Trustee and Debtors to take any and all
actions reasonably necessary or appropriate to implement the
bidding procedures in accordance with the timeline set as follows:
-- Deadline to serve the Sale Notice - within three business days
of entry of bidding procedures
order
-- Deadline to serve Assumption Notice - within three business days
of entry of the bidding
procedure order
-- Sale Objection and Contract Objection Deadline - December 6,
2024 at 5:00 p.m. (Central Time)
-- Bid Deadline - December 6, 2024 at 5:00 p.m. (Central Time)
-- Deadline to serve Stalking Horse Designation Notice - one
business day of selection and no later
than one business day after auction
-- Auction: December 10, 2024 at 1:00 p.m. (Central Time)
-- Deadline to file and serve notice of successful bidder and
stalking horse selection - one
business day after the auction
-- Supplemental Sale Objection Deadline - three business days prior
to the commencement of the sale
hearing.
-- Sale hearing: December 17, 2024 at 11:00 a.m. (Central Time)
The Trustee is authorized to take actions reasonably necessary, in
the discretion of the Trustee, to conduct and implement the
auction.
The Trustee may conduct the auction of the assets together with any
auction of the Debtor's oil and gas assets associated with the
A.W.P. Olmos Field, located in McMullen County, and Mecom Ranch.
Only the Trustee, any Qualified Bidder and their legal and
financial advisors, the U.S. Trustee, the Prepetition Lender and
DIP Lenders, in each case along with their representatives and
counsel, shall attend the Auction, and only such qualified bidders
will be entitled to make any bids at the Auction.
At the Sale Hearing, the Trustee will seek Court approval of the
assumption and assignment to the successful bidder of only those
Designated contracts that have been selected to be assumed and
assigned.
If no Contract Objection is timely received to a Selected
Designated Contract, the counterparty shall be deemed to have
consented to the assumption by the Trustee and applicable Debtor
and assignment to the Successful Bidder of the Selected Designated
Contract, and shall be forever barred from asserting any objection
with regard to such assumption and assignment.
Any and all defaults under the Selected Designated Contract and all
pecuniary losses related thereto shall be deemed cured and
compensated, and upon payment of the Cure Amount set forth in the
Assumption Notice. The Cure amount set forth in the Assumption
Notice for such Selected Designated Contract shall be controlling,
notwithstanding anything to the contrary in the Selected Designated
Contract, or any other related document.
About El Dorado Gas & Oil Inc.
Hugoton and El Dorado are both Arkansas corporations engaged in the
exploration, production, and development of crude oil and natural
gas properties. El Dorado is a lease holder and operator of oil and
gas wells covering about 4,000 net acres in South Texas. El Dorado
also owns a substantial amount of oil field equipment and owns real
estate in multiple locations and states. Hugoton also owns oil and
gas interests and operates wells in South Texas.
Hugoton Operating Company, Inc. filed a voluntary Chapter 11
petition (Bankr. S.D. Miss. Case No. 23-51139) on Aug. 14, 2023. El
Dorado Gas & Oil, Inc., a company in Gulfport, Miss., filed
Chapter
11 petition (Bankr. S.D. Miss. Case No. 23-51715) on Dec. 22, 2023,
with $500 million to $1 billion in assets and $50 million to $100
million in liabilities. Thomas L. Swarek, president, signed the
petition.
Judge Jamie A. Wilson oversees the cases.
Patrick Sheehan, Esq., at Sheehan & Ramsey, PLLC, is counsel to
Debtor Bluestone Natural Resources II-South Texas, LLC and World
Aircraft, Inc.
R. Michael Bolen, Esq., at Hood & Bolen, PLLC; and Nancy Ribaudo,
Esq., Katherine Hopkins, Esq., and Joseph Austin, Esq., at Kelly
Hart & Hallman LLP, serve as counsel to Dawn Ragan, Chapter 11
Trustee for El Dorado Gas & Oil, Inc. and Hugoton Operating
Company, Inc.
ELECTRICAL CONNECTIONS: Case Summary & 20 Top Unsecured Creditors
-----------------------------------------------------------------
Debtor: Electrical Connections Inc.
2214 Upland St Suite A
Rock Springs, WY 82901
Case No.: 24-20470
Chapter 11 Petition Date: November 25, 2024
Court: United States Bankruptcy Court
District of Wyoming
Judge: Hon. Cathleen D. Parker
Debtor's Counsel: Clark D. Stith, Esq.
CLARK D. STITH
505 Broadway Street
Rock Springs, WY 82901
Tel: 307-382-5565
Fax: 307-382-5552
Email: clarkstith@wyolawyers.com
Total Assets: $523,754
Total Liabilities: $2,737,254
The petition was signed by Darren Casey as authorized
representative of the Debtor.
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/F2TMHEI/Electrical_Connections_Inc__wybke-24-20470__0001.0.pdf?mcid=tGE4TAMA
EMERGENT BIOSOLUTIONS: Charles Schwab Investment Holds 4.2% Stake
-----------------------------------------------------------------
Charles Schwab Investment Management, Inc. disclosed in a Schedule
13G filed with the U.S. Securities and Exchange Commission that as
of September 30, 2024, it beneficially owned 2,224,727 shares of
Emergent Biosolutions Inc.'s common stock, representing 4.2% of the
shares outstanding.
Charles Schwab Investment may be reached at:
Omar Aguilar
Chief Executive Officer
Charles Schwab Investment Management, Inc.
211 Main Street
San Francisco, CA 94105
A full-text copy of Charles Schwab Investment's SEC Report is
available at:
https://tinyurl.com/ywhkkw99
About Emergent Biosolutions
Headquartered in Gaithersburg, Md., Emergent Biosolutions Inc. is a
global life sciences company focused on providing innovative
preparedness and response solutions addressing accidental,
deliberate and naturally occurring public health threat. The
Company's solutions include a product portfolio, a product
development portfolio, and a Bioservices portfolio.
Tysons, Virginia-based Ernst & Young LLP, the Company's auditor
since 2004, issued a "going concern" qualification in its report
dated March 8, 2024, citing that the Company does not expect to be
in compliance with debt covenants in future periods without
additional sources of liquidity or future amendments to its Senior
Secured Credit Facilities and has stated that substantial doubt
exists about the Company's ability to continue as a going concern.
ENVISION ORTHOPEDIC: Seeks to Extend Exclusivity to March 11, 2025
------------------------------------------------------------------
Envision Orthopedic & Spine, LLC, and its affiliates asked the U.S.
Bankruptcy Court for the Northern District of Georgia to extend
their exclusivity periods to file a plan of reorganization and
obtain acceptance thereof to March 11, 2025, and May 10, 2025,
respectively.
The Debtors explain that the companies are involved in multiple law
suits with unliquidated, disputed claims that must be resolved
prior to filing a Plan of Reorganization. Such issues will not be
resolved prior to the current deadlines for the Exclusivity Periods
in these Cases; therefore, the Debtors requires an extension of
such deadlines.
The Debtors claim that they seek an extension to the Exclusivity
Periods to preclude the costly disruption and instability that
would occur if competing plans were proposed.
The Debtors assert that the request for an extension will not
unfairly prejudice or pressure the Debtors' creditor constituencies
or grant the Debtors any unfair bargaining leverage. The Debtors
need creditor support to confirm any plan, so the Debtors is in no
position to impose or pressure their creditors to accept unwelcome
plan terms. The Debtors seek an extension of the Exclusivity
Periods to advance the cases, liquidate claims, and continue good
faith negotiations with their stakeholders.
The Debtors further assert that premature termination of the
Exclusivity Periods may engender duplicative expense and litigation
associated with multiple competing plans. Any litigation with
respect to competing plans and resulting administrative expenses
will only decrease recoveries to the Debtors' creditors and
significantly delay, if not undermine entirely, the possibility of
prompt confirmation of a plan of reorganization.
Counsel to the Debtors:
William B. Geer, Esq.
Rountree, Leitman, Klein & Geer, LLC
Century I Plaza
2987 Clairmont Road, Suite 350
Atlanta, GA 30329
Telephone: (404) 584-1238
Email: wgeer@rlkglaw.com
About Envision Orthopedics and Spine
Envision Orthopedics and Spine LLC is a full-service spine and
orthopedic care treatment center serving the Southeast.
Envision Orthopedics and Spine LLC and its affiliates sought relief
under the U.S. Bankruptcy Code (Bankr. N.D. Ga. Case No. 24-20846)
on July 14, 2024. In the petitions signed by James L. Chappuis MD,
CEO, Envision Orthopedics and Spine disclosed up to $50,000 in
assets and up to $10 million in liabilities.
Judge James R. Sacca oversees the cases.
The Debtors tapped William B. Geer, Esq., at Rountree, Leitman,
Klein & Geer, LLC as bankruptcy counsel and Lauren Warner, Esq., at
Chilivis, Grubman, Warner & Berry, LLP as special counsel.
FIRST HEALTH: Unsecured Creditors to Split $34K over 3 Years
------------------------------------------------------------
First Health Winter Springs, LLC, filed with the U.S. Bankruptcy
Court for the Middle District of Florida a Plan of Reorganization
dated October 15, 2024.
The Debtor is a Florida limited liability company created by
Articles of Organization filed with the Florida Secretary of State
on November 2, 2018, with an effective date of October 30, 2018.
The Debtor operates a chiropractic and physical therapy clinic
known as First Health that provides treatment options for herniated
or bulging discs, degenerative disc disease, sciatica, spinal
stenosis, and lower back pain. The professional team at First
Health provides precision level care and clinical expertise
recognized by both national and international peers.
The Debtor's projected Disposable Income over the life of the Plan
is $34,047.00.
Class 2 consists of the Allowed Unsecured Claims against the
Debtor. This Class is Impaired.
* Consensual Plan Treatment: The liquidation value or amount
that unsecured creditors would receive in a hypothetical chapter 7
case is approximately $0.00. Accordingly, the Debtor proposes to
pay unsecured creditors a pro rata portion of $34,047.00. Payments
will be made in equal quarterly payments of $2,837.25. Payments
shall commence on the fifteenth day of the month, on the first
month that begins more than ninety days after the Effective Date
and shall continue quarterly for eleven additional quarters.
Pursuant to Section 1191 of the Bankruptcy Code, the value to be
distributed to unsecured creditors is greater than the Debtor's
projected disposable income to be received in the 3-year period
beginning on the date that the first payment is due under the plan.
Holders of Class 2 claims shall be paid directly by the Debtor.
* Nonconsensual Plan Treatment: The liquidation value or
amount that unsecured creditors would receive in a hypothetical
chapter 7 case is approximately $0.00. Accordingly, the Debtor
proposes to pay unsecured creditors a pro rata portion of its
projected Disposable Income, $34,0478.00. If the Debtor remains in
possession, plan payments shall include the Subchapter V Trustee's
administrative fee which will be billed hourly at the Subchapter V
Trustee's then current allowable blended rate. Plan Payments shall
commence on the fifteenth day of the month, on the first month that
is one year after the Effective Date and shall continue annually
for two additional years. The initial annual payment shall be
$11,349.00. Holders of Class 2 claims shall be paid directly by the
Debtor.
Class 3 consists of any and all equity interests and warrants
currently issued or authorized in the Debtor. This Class is
Unimpaired. Holders of a Class 3 interests shall retain their full
equity interest in the same amounts, percentages, manner and
structure as existed on the Petition Date.
The Plan contemplates that the Reorganized Debtor will continue to
operate the Debtor's business.
Except as explicitly set forth in this Plan, all cash in excess of
operating expenses generated from operation until the Effective
Date will be used for Plan Payments or Plan implementation, cash on
hand as of Confirmation shall be available for Administrative
Expenses.
A full-text copy of the Plan of Reorganization dated October 15,
2024 is available at https://urlcurt.com/u?l=vKLujH from
PacerMonitor.com at no charge.
Counsel to the Debtor:
Jeffrey S. Ainsworth, Esq.
Cole B. Branson, Esq.
BransonLaw, PLLC
1501 E Concord St.
Orlando, FL 32803
Telephone: (407) 476-9855
Facsimile: (407) 894-8559
E-mail: jeff@bransonlaw.com
E-mail: cole@bransonlaw.com
About First Health Winter Springs
First Health Winter Springs, LLC, is a healthcare provider in
Winter Springs, Fla., dedicated to delivering high-quality medical
services, including primary care and wellness programs. With a
mission to prioritize patient health and well-being, the
organization focuses on accessibility and compassionate care.
First Health filed a petition under Chapter 11, Subchapter V of the
Bankruptcy Code (Bankr. M.D. Fla. Case No. 24-03708) on July 19,
2024, with up to $50,000 in assets and up to $1 million in
liabilities.
Judge Grace E. Robson presides over the case.
Jeffrey Ainsworth, Esq., at BransonLaw, PLLC, is the Debtor's
bankruptcy counsel.
GAUCHO GROUP: Delays 10-Q Filing Due to Chapter 11 Process
----------------------------------------------------------
Gaucho Group Holdings, Inc., a company that includes a growing
collection of e-commerce platforms with a concentration on fine
wines, luxury real estate, and leather goods and accessories
provided an update to the timing of filing its Form 10-Q for the
quarter ended September 30, 2024 with the Securities and Exchange
Commission. The delay is primarily attributed to the additional
requirements and considerations stemming from the Company's recent
filing of a voluntary Chapter 11 petition in the U.S. Bankruptcy
Court for the Southern District of Florida.
The Company is actively working with its advisors to address all
necessary procedural and compliance matters associated with its
Chapter 11 case. Despite these challenges, Gaucho Holdings remains
focused on maintaining transparency with stakeholders throughout
the process. The Company anticipates filing its Form 10-Q with the
SEC within the next three weeks.
The Chapter 11 petition, filed in accordance with U.S. Bankruptcy
Code provisions, allows Gaucho Holdings to reorganize its
operations and assess its strategic path forward. This process
includes rigorous financial reviews, which have contributed to the
delay in completing the Company's quarterly reporting
requirements.
Gaucho Holdings appreciates the patience and understanding of its
stockholders and business partners as it navigates this period. The
Company will continue to provide updates as material developments
occur.
About Gaucho Group Holdings
Gaucho Group Holdings Inc operates as a holding company. The
Company, through its subsidiaries, provides luxury real estate and
consumer marketplace with collection of wine, hospitality, fashion
brands, and real estate holdings. Gaucho Group Holdings serves
customers in the United States and Argentina.
Gaucho Group Holdings Inc. sought relief under Chapter 11 of the
U.S. Bankruptcy Code (Bankr. S.D. Fl. Case No. 24-bk-21852) on
November 12, 2024.
GENERAL ENTERPRISE: Dissolves UK Unit to Focus on US Business Devt
------------------------------------------------------------------
General Enterprise Ventures, Inc. disclosed in a Form 8-K Report
filed with the U.S. Securities and Exchange Commission that on
April 30, 2024, Mighty Fire Breaker UK Limited, a wholly-owned
subsidiary of the Company, was dissolved under the Companies House
in the United Kingdom.
The Board of Directors of the Company determined that it is in the
best interest of the Company to focus its business development on
the United States of America. Accordingly, the Company has no
current plan to revive the existence of MFB UK.
About General Enterprise
Headquartered in Cheyenne, WY, General Enterprise Ventures, Inc. is
an environmentally sustainable flame retardant and flame
suppression company for the residential home industry throughout
the United States and international markets. The Company acquired
Mighty Fire Breaker, LLC on April 13, 2022, and formed Mighty Fire
Breaker UK Ltd. on November 14, 2022. MFB owns 39 patents and
patents pending for environmentally sustainable flame retardant and
flame suppression technology. MFB's products are currently being
sold to fire departments in the State of California.
San Mateo, California-based WWC, P.C., the Company's auditor since
2018, issued a "going concern" qualification in its report dated
April 15, 2024, citing that the Company incurred substantial losses
during the year ended December 31, 2023. As of December 31, 2023,
the Company had a working capital deficit. Accordingly, these
factors give rise to substantial doubt that the Company will be
able to continue as a going concern. Management closely monitors
the Company's financial position and has prepared a plan that
addresses this substantial doubt.
GOVERNMENT OF GUAM: S&P Places 'BB-' GO Debt Rating on Watch Neg.
-----------------------------------------------------------------
S&P Global Ratings placed its 'BB-' rating on Government of Guam's
(GovGuam) general obligation (GO) debt on CreditWatch with negative
implications. At the same time, S&P placed its 'BB' rating on
GovGuam's business privilege tax (BPT) and section 30 revenue bonds
on CreditWatch with negative implications. S&P also placed its 'B+'
appropriation-backed certificates of participation (COPs) on
CreditWatch with negative implications.
"The CreditWatch placement follows our repeated attempts to obtain
sufficient information of quality from GovGuam to maintain our
ratings," said S&P Global Ratings credit analyst Oscar Padilla.
GovGuam's GO bonds are secured by a full faith and credit pledge.
S&P's GO rating is based on the application of our "Methodology For
Rating U.S. Governments," published Sept. 9, 2024, on
RatingsDirect.
"If we do not receive the necessary information within 30 days, we
could withdraw the rating. If we obtain the necessary information
within 30 days, we will conduct a full review and take a rating
action within 90 days of receipt of the necessary information,"
added Mr. Padilla.
Environmental, social, and governance (ESG) credit factors for this
change in credit rating/outlook and/or CreditWatch status:
-- Transparency and reporting
GRAND VALLEY: Bankruptcy Administrator Unable to Appoint Committee
------------------------------------------------------------------
The U.S. Bankruptcy Administrator for the Eastern District of North
Carolina disclosed in a filing that no official committee of
unsecured creditors has been appointed in the Chapter 11 case of
Grand Valley MHP LLC.
About Grand Valley MHP
Grand Valley MHP, LLC operates in the mobile home park industry,
managing and providing residential spaces for mobile homeowners.
The company primarily focuses on leasing land and facilities to
individuals or families who own mobile homes, offering essential
services such as land maintenance, utility connections, and
sometimes community amenities.
Grand Valley MHP filed Chapter 11 petition (Bankr. S.D. Fla. Case
No. 24-19715) on September 20, 2024, with $10 million to $50
million in both assets and liabilities. On October 1, 2024, the
case was transferred to the U.S. Bankruptcy Court for the Eastern
District of North Carolina and was assigned a new case number (Case
No. 24-03431).
Judge Pamela W. Mcafee oversees the case.
The Debtor is represented by Bradley S. Shraiberg, Esq., at
Shraiberg Page P.A.
HEARTHSIDE FOOD: Wins First-Day Approvals in Chapter 11 Case
------------------------------------------------------------
Marking a key milestone in its financial restructuring process,
H-Food Holdings LLC and certain of its affiliates, a leading food
contract manufacturer, received interim or final approval on all of
its "First Day" motions on November 25 from the U.S. Bankruptcy
Court for the Southern District of Texas in connection with the
Company's voluntary Chapter 11 proceedings.
Among other customary relief, the Court granted interim approval
for the Company to immediately access cash collateral, which will
provide ample liquidity to support ongoing operations during the
onset of the Chapter 11 process. In addition, the interim relief
granted by the Court will enable the Company to continue operating
in the ordinary course of business for its key stakeholders,
including maintaining its customer programs, paying vendors for
goods and services on a post-petition basis, and continuing to pay
employee wages and benefits as usual.
"With strong support from our key financial partners and other
important stakeholders, we look forward to moving through this
process swiftly and positioning Hearthside for significant
long-term growth," said Darlene Nicosia, Chief Executive Officer of
Hearthside. "With the significant Court approvals received, we move
forward well-equipped to operate in a business-as-usual manner
during our cases as we continue delivering the best-in-class
products and services our customers expect."
Hearthside intends to move through its cases in an efficient manner
and expects to emerge from Chapter 11 in the first quarter of 2025.
The "Second Day" hearing is scheduled for December 18, 2024, where
the Company expects to seek approval of a $150 million new money
debtor-in-possession financing facility to further support ongoing
operations and final approval of the interim orders entered by the
Court.
More information regarding the Chapter 11 process is available at
https://cases.ra.kroll.com/HFS. Stakeholders with questions can
contact the Company's claims agent, Kroll, by calling (888)
510-7189 (U.S. and Canada toll free) or +1 (646) 937-7810
(International) or emailing HFSinfo@ra.kroll.com.
About Heartside Food Solutions
Heartside 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.
Heartside Food Solutions sought relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. S.D. Tex.) on November 22, 2024. In its
petition, the Debtor reports estimated assets and liabilities
between $1 million and $10 million each.
Ropes & Gray LLP and Porter Hedges LLP are serving as legal
advisors, Evercore Group L.L.C. is serving as investment banker,
Alvarez & Marsal is serving as financial advisor, and C Street
Advisory Group is serving as strategic communications advisor to
the Company.
HELIUS MEDICAL: Hudson Bay Capital Lowers Stake to 1.66%
--------------------------------------------------------
Hudson Bay Capital Management LP disclosed in a Schedule 13G/A
filed with the U.S. Securities and Exchange Commission that as of
September 30, 2024, they beneficially owned 60,422 shares of Helius
Medical Technologies, Inc.'s Class A Common Stock issuable upon
exercise of warrants, representing 1.66% of the shares outstanding.
Hudson Bay Capital may be reached at:
Sander Gerber
Managing member
Hudson Bay Capital Management LP
28 Havemeyer Place, 2nd Floor
Greenwich, Connecticut 06830
A full-text copy of Hudson Bay Capital's SEC Report is available
at:
https://tinyurl.com/yzx37pju
About Helius Medical
Helius Medical Technologies, Inc. -- http://www.heliusmedical.com/
-- is a neurotechnology company focused on neurological wellness.
Its purpose is to develop, license, or acquire non-implantable
technologies targeted at reducing symptoms of neurological disease
or trauma.
Minneapolis, Minnesota-based Baker Tilly US, LLP, the Company's
auditor since 2022, issued a "going concern" qualification in its
report dated March 28, 2024, citing that the Company has recurring
losses from operations, an accumulated deficit, expects to incur
losses for the foreseeable future, and requires additional working
capital. These factors raise substantial doubt about its ability to
continue as a going concern.
Helius Medical Technologies reported a net loss of $8.85 million
for the year ended Dec. 31, 2023, compared to a net loss of $14.07
million for the year ended Dec. 31, 2022. As of March 31, 2024,
Helius Medical Technologies had $5.76 million in total assets,
$3.77 million in total liabilities, and $1.98 million in total
stockholders' equity.
INSIGHT PHOTONIC: Plan Exclusivity Period Extended to Dec. 6
------------------------------------------------------------
Judge Michael E. Romero of the U.S. Bankruptcy Court for the
District of Colorado extended Insight Photonic Solutions, Inc. and
Insight Lidar, Inc.'s exclusive periods to file a plan of
reorganization and obtain acceptance thereof to December 6, 2024
and February 4, 2025, respectively.
As shared by Troubled Company Reporter, the Debtors claim that they
were in close touch with its creditors and equity security holders
prior to the Petition Date in order to obtain funds for operations
during the postpetition period; so far, Debtors have raised
$500,000 to fund operations. Debtors anticipate additional funding
pending completion of the Intercreditor Agreement. Further, Debtors
have worked diligently on the plan, but need additional time to
finalize given the complex plan structure.
The Debtors demonstrate a reasonable prospect for a viable plan;
they are close to completing favorable negotiations with one of
their largest secured creditors, and other secured creditors have
indicated their support by either signing the Intercreditor
Agreement or agreeing to sign once negotiations have been completed
with the previously described major secured creditor. Debtors have
received funding and/or commitments from equity security holders
and other creditors to fund operations.
The Debtors assert that the requested 2-month extensions are in the
best interest of the creditors and the estate, and that good cause
exists for the granting such extensions. Extending the exclusive
periods for Debtors to file a plan and obtain plan acceptance will
permit Debtors to complete negotiations with their secured
creditors and concentrate on raising funds and completing a plan to
ensure future operations. Doing so without a competing plan of
reorganization is in the interests of efficiency, economy and
promoting Debtors' successful reorganization. Accordingly, the
extensions should be granted.
Counsel for the Debtors:
J. Brian Fletcher, Esq.
Alice A. White, Esq.
Onsager | Fletcher | Johnson | Palmer LLC
600 17th Street, Suite 425 North
Denver, CO 80202
Telephone: (720) 457-7059
Email: jbfletcher@OFJlaw.com
About Insight Photonic Solutions
Insight Photonic Solutions, Inc., in Broomfield, CO, filed its
voluntary petition for Chapter 11 protection (Bankr. D. Colo. Case
No. 24-13141) on June 6, 2024, listing $1 million to $10 million in
assets and $10 million to $50 million in liabilities. Michael
Minneman as chief executive officer, signed the petition.
Judge Michael E. Romero oversees the case.
ONSAGER | FLETCHER | JOHNSON | PALMER LLC serves as the Debtor's
legal counsel.
INTERCEMENT BRASIL: In Dispute w/ Creditors over Ch. 15 Recognition
-------------------------------------------------------------------
Dorothy Ma of Bloomberg Law reports that InterCement Brasil SA,
Brazil's third-largest cement producer, is facing a legal dispute
with a group of bondholders over its debt restructuring, with the
case extending beyond Brazil into three other jurisdictions.
The company is awaiting recognition of its Chapter 15 proceedings
by US Bankruptcy Judge Martin Glenn after recent court clashes with
a dissenting group of creditors. Chapter 15 addresses cross-border
insolvency cases involving debtors, assets, and stakeholders across
multiple countries, the report states.
About Intercement Brasil
Intercement Brasil is a producer of cement and concrete based in
Brazil. Overall, the Company has 34 production units, with an
active capacity of more than 33 million tons of cement per year,
employing more than 6,000 professionals.
Intercement Brasil and affiliates sought relief under Chapter 15 of
the U.S. Bankruptcy Code (Bankr. S.D.N.Y. Lead Case No. 24-11226)
on July 15, 2024.
The firm's foreign representative:
Antonio Reinaldo Rabelo Filho
Rua Barao da Torre, 550,
Apt. 201, Ipanema
Rio de Janeiro, RJ
Brazil
The Foreign Representative's counsel:
John K. Cunningham, Esq.
WHITE & CASE LLP
1221 Avenue of the Americas
New York NY 10020
Tel: (212) 819-8200
Email: jcunningham@whitecase.com
JEFFERSON LA BREA: $5.9MM Property Sale to Lauren Moshi OK'd
------------------------------------------------------------
Jefferson La Brea D&J Properties LLC received approval from the
U.S. Bankruptcy for the Central District of California, Los Angeles
Division, to sell real property free and clear of all liens,
claims, encumbrances and other interests.
The Debtor's properties are located at 5112-5118 W. Jefferson
Blvd., in Los Angeles; 3409-3421 S. La Brea Avenue, Los Angeles;
and 3416-3416 ½ S. Orange Drive, Los Angeles.
The Court determined that the bid submitted by Lauren Moshi at
$5,900,000 is the highest and best bid, and is deemed the winning
bidder. DPM Property Management LLC shall serve as the back-up
bidder for $5,850,000 if Buyer fails to consummate the
transaction.
The Debtor is authorized to sell, assign and transfer the Real
Property to Buyer pursuant to the agreement and will be "as-is,
where-is" without warranties of any kind, express or implied, being
given by the Debtor.
The Debtor is ordered to satisfy any undisputed liens, claims,
encumbrances and other interests at the Closing of the sale
including the undisputed amount owed to Mega Bank, which is
$2,637,064.11; Bernice J. McCombie, Trustee of the JBM Family
Trust; and John Andrew Becker and Lorraine Elizabeth Becker,
Trustee of the Becker Family Trust.
The Court also held that all disputed liens, claims, encumbrances
and other interests shall attach to the proceeds of the sale with
the same priority, validity and enforceability, if any, as they had
against the Real Property, which proceeds shall be held by the
Debtor in a segregated account pending.
All leases with the Debtor are rejected, and notwithstanding any
election by Emilio Lopez or Sumeya, LLC to retain its possessory
right pursuant to the Bankruptcy Code, the transfer to Buyer shall
be free and clear of any such asserted possessory right and Buyer
may exercise any right or remedy against Emilio Lopez or Sumeya,
LLC it may have under applicable law against a tenant leasing on a
month to month basis.
The Debtor is authorized to separately lodge a Writ of Assistance
instructing the U.S. Marshals Service to assist the Debtor in
removing persons illegally occupying the Real Property.
About Jefferson La Brea D&J Properties LLC
Jefferson La Brea D&J Properties LLC leases a commercial property
located at 5112-5118 W. Jefferson Blvd., and 3409-3421 S. La Brea
Avenue, in Los Angeles.
Jefferson La Brea D&J Properties LLC sought protection under
Chapter 11 of the U.S. Bankruptcy Code (Bankr. C.D. Cal. Case No.
22-14481) on August 17, 2022. The Debtor considers itself a Single
Asset Real Estate (as defined in 11 U.S.C. Sec. 101(51B)).
In the petition filed by Jason E. Upchurch, as manager, the Debtor
estimated assets between $10 million and $50 million and estimated
liabilities between $1 million and $10 million.
Judge Vincent P. Zurzolo oversees the case.
The Debtor is represented by David B. Shemano, Esq., at ShemanoLaw.
LANETT, AL: S&P Lowers Electric Revenue Warrant Rating to 'BB+'
---------------------------------------------------------------
S&P Global Ratings lowered its underlying rating (SPUR) to 'BB+'
from 'BBB-' on Lanett, Ala.'s electric revenue warrant. The outlook
is negative.
"The downgrade reflects our view of the utility's very weak
financial metrics, with fixed-charge coverage (FCC) below 1.0x and
just 24 days' cash (or $474,000 in unrestricted reserves), due to
sizable transfers to other city funds," said S&P Global Ratings
credit analyst Nicole Shen. S&P expects these transfers will
persist, as several city funds remain structurally imbalanced in
2023, potentially increasing their reliance on utility transfers
and further weakening the electric system's ability to improve its
financial metrics.
The electric revenue warrants constitute special and limited
obligations of the City of Lanett payable solely from net revenue
of its electric distribution before transfers out of the electric
system. The utility has consistently generated sufficient net
revenue to cover its own revenue debt, as demonstrated by debt
service coverage remaining above the 1.2x rate covenant.
Nevertheless, when calculating S&P Global Ratings' FCC, S&P
considers transfers out as part of operating expenses, which have
resulted in below-1.0x FCC over the past three fiscal years. The
utility had $10.5 million of debt outstanding as of fiscal year-end
2023. It maintains a debt service reserve fund equivalent to the
maximum annual debt service (MADS) requirement for all outstanding
electric system debt.
"The negative outlook reflects our view of the utility's already
thin liquidity, which could deteriorate further if general fund
transfers exceed budgeted amounts to support other city funds,"
added Ms. Shen.
Environmental, social, and governance factors:
-- Risk management, culture, and oversight practices
LEFEVER MATTSON: Servpro Resigns; 2 New Committee Members Appointed
-------------------------------------------------------------------
The U.S. Trustee for Region 17 appointed Hayes 2004 Family Trust
and The Anderson 2001 Revocable Trust as new members of the
official committee of unsecured creditors in the Chapter 11 cases
of LeFever Mattson a California corporation, and its affiliates.
Meanwhile, Servpro Vacaville resigned as committee member.
As of Nov. 25, the members of the committee are:
1. Lull Family Living Revocable Trust
Richard Lull
14 Westport
Manhattan Beach, CA 90266
Phone: (310) 617-7883
Email: richard@picolull.com
2. Mullin Family Trust
John & Kathleen Mullin
807 Reading Way
Vacaville, CA 95687
Phone: (707) 454-9893
Email: dadzboss@sbcglobal.net
mullineight@sbcglobal.net
3. Charles Edgar
4. Umbriac & Tubley Family Trust
Mae Umbriac & Andrew Tubley
1500 First Street, Suite 200
Napa, CA 94559
Phone: 707-261-7000
Facsimile: (707) 340-7239
Email: ridell@dpf-law.com
5. Walter Schenk
6. Manfred K. Fischer Trust
Michaela M. Katari
132 Pheasant Court
Alamo, CA 94507
Phone: (925) 788-2559
Email: michaela.kitari@gmail.com
7. Hayes 2004 Family Trust
Bryan & Patricia Hayes
P.O. Box 75
Mount Herman, CA 95041
Phone: (831) 252-0372
Email: byronehaz1@yahoo.com
8. The Anderson 2001 Revocable Trust
Graham & Teresa Anderson
129 Archer Drive
Santa Cruz, CA 95060
Phone: (925) 786-0472
Email: graham@sezame.com
teresaanderson@outlook.com
About LeFever Mattson
LeFever Mattson, a California corporation, manages a large real
estate portfolio. Timothy LeFever and Kenneth W. Mattson each owns
50% of the equity in the company. Based in Citrus Heights, Calif.,
LeFever Mattson manages a portfolio of more than 200 properties,
comprised of commercial, residential, office, and mixed-use real
estate, as well as vacant land, located throughout Northern
California, primarily in Sonoma, Sacramento, and Solano Counties.
It generates income from the properties through rents and use the
proceeds to fund its operations.
LeFever Mattson and its affiliates filed voluntary Chapter 11
petitions (Bankr. N.D. Calif. Lead Case No. 24-10545) on September
12, 2024. At the time of the filing, LeFever Mattson listed $100
million to $500 million in assets and $10 million to $50 million in
liabilities.
Judge Charles Novack oversees the cases.
Thomas B. Rupp, Esq., at Keller Benvenutti Kim LLP represents the
Debtors as counsel. Kurtzman Carson Consultants, LLC is the
Debtors' claims and noticing agent.
The U.S. Trustee for Region 17 appointed an official committee to
represent unsecured creditors in the Debtors' Chapter 11 cases.
LOOK CINEMAS: Seeks Chapter 11 Bankruptcy Protection in Texas
-------------------------------------------------------------
On November 14, 2024, LOOK Cinemas II LLC filed Chapter 11
protection in the Northern District of Texas. According to court
documents, the Debtor reports between $1 million and $10 million in
debt owed to 1 and 49 creditors. The petition states funds will be
available to unsecured creditors.
About LOOK Cinemas II LLC
LOOK Cinemas II LLC is part of the motion picture and video
industries.
LOOK Cinemas II LLC sought relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. N.D. Tex. Case No. 24-33696) on November
14, 2024. In the petition filed by Brian E. Schultz, as chief
executive officer, the Debtor reports estimated assets and
liabilities between $1 million and $10 million each.
Honorable Bankruptcy Judge Michelle V. Larson handles the case.
The Debtor is represented by:
Frank Wright, Esq.
LAW OFFICES OF FRANK J. WRIGHT, PLLC
1800 Valley View Lane 250
Farmers Branch TX 75234
Tel: 214-238-4153
Email: frank@fjwright.law
LYTTON VINEYARD: To Sell Temecula Property for $12-Mil.
-------------------------------------------------------
Lytton Vineyard & Winery L.P. seeks permission from the U.S.
Bankruptcy Court for the Central District of California, San
Fernando Valley Division, to sell its Property in an Auction, free
and clear of liens, claims, interests and encumbrances.
The Debtor's property is located at 34567 Rancho California Rd.,
Temecula, California 92591, along with substantially all of its
personal property associated therewith, but excluding certain
spoiled wine inventory which is the subject of an insurance claim.
The buyer, T22 LLC or assignee, agrees to purchase the Property for
$12,000,000 in cash.
The hearing to approve the Bidding Procedures will be on December
18, 2024 at 1:30 p.m. Pacific time and immediately following the
Procedures hearing, the opportunity for overbidding will occur at
the Auction to held before the Bankruptcy Court.
To participate in the Auction, bids must be actually received on or
before December 16, 2024 at 5:00 p.m. Pacific standard time, by
counsel for the Debtor.
The Debtor seeks to assume or assign to the Proposed Buyer or any
overbidder that certain executory contract between the Debtor and Z
Golf Food & Beverages Services LLC, dba, Wedgwood Weddings. The
Debtor's proposed cure amount for the assumption and assignment is
$114,983 and repayment of a prepayment loan in the amount of
$367,909.00. The Debtor seeks authority to pay such amount to Z
Golf Food & Beverage Services from escrow at closing.
About Lytton Vineyard & Winery L.P.
Lytton Vineyard and Winery, LP operates a restaurant and winery in
Temecula Valley.
Lytton sought protection under Chapter 11 of the U.S. Bankruptcy
Code (Bankr. C.D. Calif. Case No. 24-11748) on October 18, 2024,
with $10 million to $50 million in both assets and liabilities.
Maribeth Levine, manager, signed the petition.
Judge Victoria S. Kaufman oversees the case.
M. Douglas Flahaut, Esq., at Echo Park Legal, APC represents the
Debtor as bankruptcy counsel.
MAJESTIC OAK: Case Summary & 11 Unsecured Creditors
---------------------------------------------------
Debtor: Majestic Oak Estates G.P., LLC
8852 Cross Mountain Trail
San Antonio, TX 78255
Case No.: 24-06488
Chapter 11 Petition Date: November 27, 2024
Court: United States Bankruptcy Court
Middle District of Florida
Judge: Hon. Tiffany P Geyer
Debtor's Counsel: Jeffrey S. Ainsworth, Esq.
BRANSONLAW, PLLC
1501 E. Concord Street
Orlando, FL 32803
Tel: 407-894-6834
Email: jeff@bransonlaw.com
Estimated Assets: $0 to $50,000
Estimated Liabilities: $1 million to $10 million
The petition was signed by Gene A. Liguori, Jr. as member.
A full-text copy of the petition containing, among other items, a
list of the Debtor's 11 unsecured creditors is available for free
at PacerMonitor.com at:
https://www.pacermonitor.com/view/QDCQC3Y/Majestic_Oak_Estates_GP_LLC__flmbke-24-06488__0001.0.pdf?mcid=tGE4TAMA
MAXEON SOLAR: Linden, 3 Others Cease Ownership of Ordinary Shares
-----------------------------------------------------------------
Linden Capital L.P. disclosed in a Schedule 13G/A filed with the
U.S. Securities and Exchange Commission that as of September 30,
2024, the firm and its affiliates -- Linden Advisors LP, Linden GP
LLC, and Mr. Siu Min (Joe) Wong -- have ceased to be the beneficial
owner of more than five percent of Maxeon Solar Technologies,
Ltd.'s Ordinary Shares.
Linden Capital may be reached at:
Saul Ahn,
General Counsel
Victoria Place, 31 Victoria Street
Hamilton D0 HM10
Tel: 441-294-3202
A full-text copy of Linden Capital's SEC Report is available at:
https://tinyurl.com/2dzr2c8j
About Maxeon Solar
Maxeon Solar Technologies, Ltd. is a Singapore-based company that
designs and manufactures photovoltaic panels. The company was
previously a division of the American SunPower company before it
was spun off in August 2020. Maxeon is still the primary provider
of solar panels for SunPower.
Singapore-based Ernst & Young LLP, the Company's auditor since
2020, issued a "going concern" qualification in its report dated
May 30, 2024, citing that the Company has suffered recurring losses
from operations and negative free cash flows and has stated that
substantial doubt exists about the Company's ability to continue as
a going concern.
As of December 31, 2023, the Company had $1 billion in total
assets, $997.4 million in total liabilities, and $4.6 million in
total equity.
MIRAMAR TOWNHOMES: Case Summary & 20 Largest Unsecured Creditors
----------------------------------------------------------------
Four affiliates that concurrently filed voluntary petitions for
relief under Chapter 11 of the Bankruptcy Code:
Debtor Case No.
------ --------
Miramar Townhomes SWNG 2 LLC (Lead Case) 24-90608
2380 Bering Drive
Houston, TX 77057
The Avenue SWNG TIC 1 LLC 24-90609
5050 Yale Street
Houston, TX 77018
The Avenue SWNG TIC 2 LLC 24-90610
5050 Yale Street
Houston, TX 77018
Toro Place LLC 24-90611
12101 Fondren Road
Houston, TX 77035
Business Description: Miramar Townhomes SWNG is owned by Miramar
Townhomes SWNG GP LLC and Miramar Townhomes
LP SWNG LLC. Miramar Townhomes SWNG owns
Miramar Townhomes located at 2380 Bering
Drive, Houston, TX 77057. Avenue SWNG TIC 1
and Avenue SWNG TIC 2 are both owned by The
Avenue SWNG LLC. AST1 Debtor and AST2
Debtor own The Avenue Apartments located at
5050 Yale Street, Houston, TX 77018. Toro
Debtor is owned by Toro Place Holdings, LLC.
Toro Debtor owns Toro Place Apartments
located at 12101 Fondren Road, Houston, TX
77035.
Chapter 11 Petition Date: November 27, 2024
Court: United States Bankruptcy Court
Southern District of Texas
Judge: Hon. Christopher M. Lopez
Debtors' Counsel: Melissa A. Haselden, Esq.
HASELDEN FARROW PLLC
708 Main Street
10th Floor
Houston, Texas 77002
Tel: (832) 819-1149
Email: MHaselden@HaseldenFarrow.com
Each Debtor's
Estimated Assets: $10 million to $50 million
Each Debtor's
Estimated Liabilities: $10 million to $50 million
The petitions were signed by Baruch Teitelbaum as manager.
The Debtor failed to include in the petitions lists of their 20
largest unsecured creditors.
Full-text copies of the petitions are available for free at
PacerMonitor.com at:
https://www.pacermonitor.com/view/ES24RKI/Miramar_Townhomes_SWNG_2_LLC__txsbke-24-90608__0001.0.pdf?mcid=tGE4TAMA
https://www.pacermonitor.com/view/E3DQ7AA/The_Avenue_SWNG_TIC_1_LLC__txsbke-24-90609__0001.0.pdf?mcid=tGE4TAMA
https://www.pacermonitor.com/view/FD6TTOQ/The_Avenue_SWNG_TIC_2_LLC__txsbke-24-90610__0001.0.pdf?mcid=tGE4TAMA
https://www.pacermonitor.com/view/IMUH7PA/Toro_Place_LLC__txsbke-24-90611__0001.0.pdf?mcid=tGE4TAMA
MISS AMERICA: Files for Chapter 11 as Pageant Nears
---------------------------------------------------
Dorothy Ma of Bloomberg Law reports that the Miss America
Organization has filed for bankruptcy amid a legal battle over its
ownership.
Miss America Competition LLC filed for creditor protection on
November 22, 2024, revealing that it owes around $4 million, the
report related. However, a former manager has contested the move,
calling it "bad faith" and asserting that the company is not in
serious financial trouble, according to Bloomberg Law.
The century-old beauty pageant has struggled to maintain its
relevance in a modern era, facing challenges in adapting to
shifting cultural norms, the report states.
About Miss America Competition LLC
Miss America Competition LLC is an annual competition open to women
from the United States between the ages of 18 and 28. The
competition's inception as a "bathing beauty review" was an act of
rebellion during a time when women weren't permitted to wear
swimsuits in public. In 1945, the organization started awarding
scholarships to the winner instead of prize money, making Miss
America one of the first organizations in the United States to
offer college scholarships to women.
Miss America Competition LLC sought relief under Chapter 11 of the
U.S. Bankruptcy Code (Bankr. S.D. Fla. Case No. 24-22288) on
November 22, 2024. In the petition filed by Glenn Straub, as sole
member and manager, the Debtor reports estimated assets between
$500,000 and $1 million and estimated liabilities between $1
million and $10 million.
Honorable Bankruptcy Judge Erik P. Kimball handles the case.
The Debtor is represented by:
Craig I. Kelley, Esq.
KELLEY KAPLAN & ELLER, PLLC
1665 Palm Beach Lakes Blvd
The Forum - Suite 1000
West Palm Beach, FL 33401
Tel: 561-491-1200
E-mail: craig@kelleylawoffice.com
MT. AIRY ONE: Case Summary & 16 Unsecured Creditors
---------------------------------------------------
Debtor: Mt. Airy One, LLC
6320 Quadrangle Drive, Suite 120
Chapel Hill, NC 27517
Case No.: 24-80270
Chapter 11 Petition Date: November 27, 2024
Court: United States Bankruptcy Court
Middle District of North Carolina
Debtor's Counsel: Laurie B. Biggs, Esq.
BIGGS LAW FIRM PLLC
9208 Falls of Neuse Road Suite 120
Raleigh, NC 27615
Tel: (919) 375-8040
Fax: (919) 341-9942
Email: lbiggs@biggslawnc.com
Estimated Assets: $100,000 to $500,000
Estimated Liabilities: $1 million to $10 million
The petition was signed by Anthony Dilweg as manager.
A full-text copy of the petition containing, among other items, a
list of the Debtor's 16 unsecured creditors is available for free
at PacerMonitor.com at:
https://www.pacermonitor.com/view/B5Y24HY/Mt_Airy_One_LLC__ncmbke-24-80270__0001.0.pdf?mcid=tGE4TAMA
MT. AIRY ONE: Case Summary & 16 Unsecured Creditors
---------------------------------------------------
Debtor: Mt. Airy One, LLC
6320 Quadrangle Drive, Suite 120
Chapel Hill, NC 27517
Case No.: 24-80270
Chapter 11 Petition Date: November 27, 2024
Court: United States Bankruptcy Court
Middle District of North Carolina
Debtor's Counsel: Laurie B. Biggs, Esq.
BIGGS LAW FIRM PLLC
9208 Falls of Neuse Road Suite 120
Raleigh, NC 27615
Tel: (919) 375-8040
Fax: (919) 341-9942
Email: lbiggs@biggslawnc.com
Estimated Assets: $100,000 to $500,000
Estimated Liabilities: $1 million to $10 million
The petition was signed by Anthony Dilweg as manager.
A full-text copy of the petition containing, among other items, a
list of the Debtor's 16 unsecured creditors is available for free
at PacerMonitor.com at:
https://www.pacermonitor.com/view/B5Y24HY/Mt_Airy_One_LLC__ncmbke-24-80270__0001.0.pdf?mcid=tGE4TAMA
MTL PARTNERS: Case Summary & 20 Largest Unsecured Creditors
-----------------------------------------------------------
Debtor: MTL Partners LLC
DBA Collier's Furniture Expo
101 Towne Center Blvd.
Sanford, FL 32771
Case No.: 24-06518
Business Description: The Debtor is a furniture store in Sanford,
Florida, offering stationary sofas,
reclining sofas, stationary sectionals, and
reclining sectionals.
Chapter 11 Petition Date: November 27, 2024
Court: United States Bankruptcy Court
Middle District of Florida
Judge: Hon. Grace E Robson
Debtor's Counsel: Jeffrey S. Ainsworth, Esq.
BRANSONLAW, PLLC
1501 E. Concord Street
Orlando, FL 32803
Tel: 407-894-6834
Email: jeff@bransonlaw.com
Total Assets: $97,459
Total Liabilities: $2,244,020
The petition was signed by Michael Collier 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/AGVCCHA/MTL_Partners_LLC__flmbke-24-06518__0001.0.pdf?mcid=tGE4TAMA
NB STRANDS: U.S. Trustee Unable to Appoint Committee
----------------------------------------------------
The U.S. Trustee for Region 16 disclosed in a court filing that no
official committee of unsecured creditors has been appointed in the
Chapter 11 case of NB Strands, LLC.
About NB Strands
NB Strands, LLC filed Chapter 11 petition (Bankr. C.D. Calif. Case
No. 24-12640) on October 16, 2024, with $10 million to $50 million
in both assets and liabilities.
Judge Scott C. Clarkson oversees the case.
Franklin Soto Leeds, LLP is the Debtor's legal counsel.
NEUROONE MEDICAL: Terminates Loan Agreement With Growth Opportunity
-------------------------------------------------------------------
NeuroOne Medical Technologies Corporation disclosed in a Form 8-K
Report filed with the U.S. Securities and Exchange Commission that
on November 7, 2024, the Company and Growth Opportunity Funding,
LLC mutually agreed to terminate that certain Loan and Security
Agreement, dated as of August 2, 2024.
As of the Termination Date, the Company had no loan balance
outstanding.
About NeuroOne
Headquartered in Eden Prairie, Minnesota, NeuroOne Medical
Technologies Corporation is a medical technology company dedicated
to the development and commercialization of thin film electrode
technology. This technology is utilized for continuous
electroencephalogram (cEEG) and stereoelectroencephalography (sEEG)
recording, as well as spinal cord stimulation, brain stimulation,
and ablation solutions for patients with neurological disorders
such as epilepsy, Parkinson's disease, dystonia, essential tremors,
and chronic pain from failed back surgeries. The company is also
exploring potential applications of its technology in conjunction
with artificial intelligence.
In its Quarterly Report for the three months ended June 30, 2024,
NeuroOne reported that it had an accumulated deficit of 71,653,818.
The Company's revenues have not been sufficient to cover its full
operating costs, and as such, it has been dependent on funding
operations through the issuance of debt and sale of equity
securities. The Company has adequate liquidity, including the net
proceeds from the August 2024 private placement and August
2024 term loan facility, to fund its operations through July 2025.
The raising of additional funds is not solely within the control of
the Company. These factors raise substantial doubt about the
Company's ability to continue as a going concern.
As of June 30, 2024, NeuroOne had $4,912,597 in total assets,
$1,900,870 in total liabilities, and $3,011,727 in total
stockholders' equity.
NEXUS BUYER: $200MM Term Loan Add-on No Impact on Moody's 'B2' CFR
------------------------------------------------------------------
Moody's Ratings said that Nexus Buyer LLC (IntraFi)'s ratings and
stable outlook are not affected by the company's proposed $200
million fungible add-on to its $2,067 million senior secured first
lien term loan, bringing the total outstanding amount to $2,267
million. The company's current ratings include a B2 Corporate
Family Rating, a B2-PD Probability of Default Rating, a B1 rating
on the $2,067 million senior secured first lien term loan, a B1
rating on the company's undrawn $100 million senior secured first
lien revolving credit facility, and a Caa1 rating on its $540
million senior secured second lien term loan.
The proceeds of the add-on will be used, along with $50 million of
balance sheet cash, to fund a distribution to shareholders and
cover any associated fees and expenses. While the transaction is
credit negative, the company's solid revenue growth in recent
periods, with an expected 20% net revenue expansion in 2024, should
enable it to end the fiscal year with approximately 6.2x
debt-to-EBITDA (pro forma for proposed add-on), and close to 4% of
free-cash-flow to debt (pro forma for the incremental annualized
interest) and to de-lever from there into 2025 with continued
earning growth.
The ratings, including the B2 CFR, reflect elevated leverage, a
history of frequent and mostly debt-funded dividend
recapitalizations, exposure to changes in the regulatory framework
for bank deposits and FDIC deposit insurance, the potential for
technological disruption of deposit allocation services, and
elevated tax distributions to owners given the LLC taxation
structure.
These factors are balanced by a robust organic growth trajectory
with expectations of net revenue growth of about 20% in 2024, after
a 60% expansion in 2023, as the company has seen a solid increase
in demand for its services from banks looking to retain deposits
and to improve their percentage of insured deposits, as well as
from consumers of banking services, who want the peace of mind of
having their deposits fully insured. Also, ongoing aggregate
deposit growth at commercial banks, return of balances to
traditional bank accounts—from treasuries and money market mutual
funds--as interest rates decline, as well as ongoing onboarding of
financial institutions into the network, should result in greater
growth in IntraFi's network balances, and thus revenue and EBITDA
growth. Moreover, the company's relatively low capital requirements
have enabled it to generate steady free cash flow despite the
elevated tax distributions, and when excluding special dividends
that have been mostly debt funded.
The company also benefits from good liquidity characterized by a
cash balance of about $38 million at September 30, 2024 (pro forma
for the proposed transaction), an undrawn $100 million revolving
credit facility due 2029, expectation of about $120 million of free
cash flow in 2024 (excluding incremental interest from the proposed
add-on), and ample cushion under the first lien net leverage
springing covenant.
The stable outlook reflects Moody's expectation that the company's
net revenue will grow at least in the mid to high single digit
range in 2025, after an expected 20% expansion in 2024, and that
the company will continue to generate steady free cash flow, when
excluding non-tax distributions to owners.
The ratings could be upgraded if debt-to-EBITDA is sustained below
5x, Free-Cash-Flow-to-Debt (excluding non-tax shareholder
distributions) is consistently above 5%, together with ongoing
organic revenue growth, and the company demonstrates commitment to
more conservative financial policies. The ratings could be
downgraded if Debt-to-EBITDA is sustained above 7x, if
Free-Cash-Flow-to-Debt is sustained below 3% (excluding non-tax
shareholder distributions) and/or if liquidity weakens.
Founded in 2002, IntraFi is a financial technology solution
provider acting as an intermediary network between financial
institutions collecting and using deposits. With a network of more
than 3,000 financial institutions and net revenues of approximately
$600 million, the company is the leading provider of deposit
allocation services in the United States. The company was acquired
by Blackstone Group and management in 2019 for total purchase asset
value of about $2.5 billion, and Warburg Pincus was added as a
shareholder in 2022. TPG Capital made a small investment in the
company at the end of 2023.
NUMBER HOLDINGS: Seeks to Extend Plan Exclusivity to Feb. 3, 2025
-----------------------------------------------------------------
Number Holdings, Inc., and affiliates asked the U.S. Bankruptcy
Court for the District of Delaware to extend their exclusivity
periods to file a plan of reorganization and obtain acceptance
thereof to February 3, 2025, and April 2, 2025, respectively.
The Debtors claim that the Chapter 11 cases are large and complex.
As set forth in the First Day Declaration, the Debtors filed these
Chapter 11 Cases with over $450 million in secured and unsecured
debt. As of the Petition Date, the Debtors operated 371 stores in
California, Arizona, Nevada, and Texas and employed over 10,000
employees; they have thousands of creditors. Addressing a claims
pool of this size in addition to carrying out the efficient
wind-down of the estates requires significant time and effort.
The Debtors seek to protect their exclusive ability to propose a
chapter 11 plan so that any competing plans do not derail the goal
of achieving a speedy and fully consensual confirmation.
The Debtors explain that they have made notable progress in
formulating and negotiating with their key creditors regarding the
Plan. Nonetheless, while the Debtors expect to file the Plan and
Disclosure Statement in the immediate near term, additional time is
needed to finalize the terms of the Plan and the current Exclusive
Filing Period and the Exclusive Solicitation Period will expire
prior to the Debtors being in a position to file and complete
solicitation on a consensual Plan. Therefore, the Debtors need
reasonable extensions of the Exclusive Periods to continue their
efforts to pursue and solicit a consensual Plan in the immediate
near term.
The Debtors assert that they are not seeking an extension of the
Exclusive Periods to pressure or otherwise prejudice any of their
creditors. Rather, the Debtors have expended substantial time and
effort working with the Committee and other parties in interest to
propose a Plan that will maximize recoveries to creditors.
The Debtors further assert that they have continued to pay all of
their undisputed postpetition expenses in the ordinary course of
business or as otherwise provided by an order of the Court.
Co-Counsel for the Debtors:
Dennis F. Dunne, Esq.
Michael W. Price, Esq.
Lauren C. Doyle, Esq.
Brian Kinney, Esq.
MILBANK LLP
55 Hudson Yards
New York, New York 10001
Tel: (212) 530-5000
Fax: (212) 530-5219
E-mail: ddunne@milbank.com
mprice@milbank.com
ldoyle@milbank.com
binney@milbank.com
-and-
Robert J. Dehney, Sr., Esq.
Matthew O. Talmo, Esq.
Jonathan M. Weyand, Esq.
Erin L. Williamson, Esq.
MORRIS, NICHOLS, ARSHT & TUNNELL LLP
1201 N. Market Street, 16th Floor
P.O. Box 1347
Wilmington, Delaware 19899-1347
Tel: (302) 658-9200
Fax: (302) 658-3989
E-mail: rdehney@morrisnichols.com
mtalmo@morrisnichols.com
jweyand@morrisnichols.com
ewilliamson@morrisnichols.com
About Number Holdings
Founded in 1982, 99 Cents Only Stores LLC -- http://www.99only.com/
-- operate over 370 "extreme value" retail stores in California,
Arizona, Nevada and Texas under the business names "99¢ Only
Stores" and "The 99 Store." The Company offers its customers a wide
array of quality products -- from everyday household items, to
fresh produce, deli, and other grocery items, to an assortment of
seasonal and party merchandise -- many of which are still priced at
or below 99.99 cents. The Company's stores are primarily located in
urban areas and underserved communities, many of which lack close
access to traditional grocery stores.
The Debtors sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. D. Del. Lead Case No. 24-10719) on April 7,
2024. In the petition signed by Christopher J. Wells, as chief
restructuring officer, the Debtor disclosed up to $10 billion in
both assets and liabilities.
Judge Kate Stickles oversees the case.
The Debtors tapped Milbank LLP as general bankruptcy counsel,
Morris, Nichols, Arsht & Tunnel LLP as Delaware bankruptcy counsel,
Jefferies LLC as investment banker, Alvarez & Marsal North America,
LLC as financial advisor, Hilco Merchant Resources, LLC and Hilco
Real Estate, LLC as retail consultant and real estate consultant,
and Kroll Restructuring Administration LLC as claims and noticing
agent.
OCUGEN INC: Inks $30MM Credit Facility With Avenue Capital
----------------------------------------------------------
Ocugen, Inc. announced that on November 6, 2024, the Company
entered into a new $30 million credit facility with Avenue Venture
Opportunities Fund, L.P., a fund of Avenue Capital Group. Proceeds
from the facility are intended for general corporate purposes,
capital expenditures, working capital, and general and
administrative expenses.
The credit facility, which has a term of 4 years, provided $30
million fully funded on the closing date. The Term Loans mature on
November 1, 2028.
The principal balance of the Term Loans bears interest at a
variable rate per annum equal to the sum of 4.25% and the prime
rate as reported in The Wall Street Journal, subject to a prime
floor equal to The Wall Street Journal prime rate on Closing Date.
The Term Loans will amortize in equal payments of principal from
the end of interest only period to the Maturity Date.
The Company will pay 4.25% of the Loan Amount, due upon the earlier
of the Maturity Date or prepayment of the Term Loans.
The Company may, at its option at any time, prepay the Term Loans
in their entirety by paying the then outstanding principal balance
and all accrued and unpaid interest on the Term Loans, subject to a
prepayment premium equal to:
(i) 3% of the principal amount outstanding if the prepayment
occurs on or prior to the first anniversary following the Closing
Date,
(ii) 2% of the principal amount outstanding if the prepayment
occurs after the first anniversary following the Closing Date, but
on or prior to the second anniversary following the Closing Date,
(iii) 1% of the principal amount outstanding if the prepayment
occurs after the second anniversary following the Closing Date, but
on or prior to the third anniversary following the Closing Date,
and
(iv) 0.5% of the principal amount outstanding if the prepayment
occurs at any time thereafter.
The Loan and Security Agreement:
* is collateralized by all of the Company's assets in which
the Agent is granted senior secured lien. The Company also grants
the Lenders a negative pledge on the Company's intellectual
property.
* contains customary representations, warranties and
covenants, including covenants by the Company limiting additional
indebtedness, liens (including a negative pledge on intellectual
property and other assets), guaranties, mergers and consolidations,
substantial asset sales, investments and loans, certain corporate
changes, transactions with affiliates and fundamental changes.
* provides for events of default customary for term loans of
this type, including but not limited to non-payment, breaches or
defaults in the performance of covenants, insolvency, bankruptcy
and the occurrence of a material adverse effect on the Company.
After the occurrence of an event of default, the Agent may (i)
accelerate payment of all obligations, impose an increased rate of
interest, and terminate the Lenders' commitments under the Loan and
Security Agreement and (ii) exercise any other right or remedy
provided by contract or applicable law.
Additionally, the Lenders have the right to convert an aggregate
amount of up to $6 million of the outstanding principal amount into
shares of Common Stock at a conversion price per share equal to a
80% of the trading price on the date of conversion, which shall be
at Lenders' option. In the event the Company elects to prepay the
Term Loans in full, Lenders shall have 10 days to elect to exercise
its conversion right prior to such prepayment. All conversion
rights shall terminate on Term Loans payoff. Notwithstanding the
foregoing, the aggregate amount of Common Stock issued pursuant to
the "Conversion Right" and the "Equity Grant" shall not exceed a
number of shares equal to 19.9% of the Company's outstanding Common
Stock.
"We are pleased to enter into this relationship with Avenue Capital
Group that provides what we believe is a shareholder-friendly
financing for the Company," said Dr. Shankar Musunuri, Chairman,
Chief Executive Officer, and Co-founder of Ocugen. "This additional
working capital will support the clinical development of our three,
first-in-class modifier gene therapies and provide adequate funding
to near completion of the OCU400 Phase 3 liMeliGhT clinical trial
and prepare for the BLA and MAA submissions."
This most recent financing is part of Ocugen's diversified strategy
to fund the business and appropriately allocate resources across
the portfolio.
"We are pleased to partner with Ocugen with this financing as the
Company drives its next chapter of growth, based on its novel
scientific platforms and dedication to fighting blindness
diseases," said Chad Norman, Senior Portfolio Manager, Avenue
Capital.
With net proceeds from this facility and current cash, cash
equivalents, and restricted cash, the Company's expected cash
runway extends into the first quarter of 2026.
Chardan and Titan Partners Group, a division of American Capital
Partners, acted as financial advisors to Ocugen on the
transaction.
In connection with the entry into the Loan and Security Agreement,
the Company entered into a Subscription Agreement by and among the
Company and the Lenders, pursuant to which the Company issued:
(i) 211,268 shares of Common Stock to Avenue 1 and
(ii) 845,070 shares of Common Stock to Avenue 2, with an issue
date as of the Closing Date.
The issuance of the shares of Common Stock was made in reliance on
the exemption from registration contained in Section 4(a)(2) of the
Securities Act of 1933, as amended, and Rule 506 of Regulation D
thereunder, because the offer and sale of such securities does not
involve a "public offering" as defined in Section 4(a)(2) of the
Securities Act, and other applicable requirements are met.
Pursuant to the Subscription Agreement, the Company shall use its
commercially reasonable efforts to prepare and file with the SEC
within 90 days of the Closing Date a registration statement on Form
S-3, registering the resale of the shares granted pursuant to the
Subscription Agreement, and the shares of Common Stock issuable
upon Conversion Right pursuant to the Loan and Security Agreement.
About Ocugen Inc.
Malvern, Pa.-based Ocugen, Inc. is a biotechnology company focused
on discovering, developing, and commercializing novel gene and cell
therapies, biologics, and vaccines that improve health and offer
hope for patients across the globe. The Company's technology
pipeline includes: Modifier Gene Therapy Platform, Novel Biologic
Therapy for Retinal Diseases, Regenerative Medicine Cell Therapy
Platform, and Inhaled Mucosal Vaccine Platform.
Philadelphia, Pennsylvania-based Ernst & Young LLP, the Company's
auditor since 2018, issued a "going concern" qualification in its
report dated April 16, 2024, citing that the Company has suffered
recurring losses from operations and has stated that substantial
doubt exists about the Company's ability to continue as a going
concern.
As of June 30, 2024, Ocugen had $40.5 million in total assets,
$23.6 million in total liabilities, and $16.9 million in total
stockholders' equity.
ORIGINAL MOWBRAY'S TREE: U.S. Trustee Unable to Appoint Committee
-----------------------------------------------------------------
The U.S. Trustee for Region 16 disclosed in a court filing that no
official committee of unsecured creditors has been appointed in the
Chapter 11 case of The Original Mowbray's Tree Service, Inc.
About Original Mowbray's Tree Service
Original Mowbray's Tree Service Inc., doing business as Mowbray's
Tree Service, is a family owned and operated business committed to
providing its client-partners with solution to their vegetation
management needs. It offers hazard tree mitigation, integrated
vegetation management, mechanized tree removal, emergency response,
crane services, and green waste & debris management.
Original Mowbray's Tree Service sought relief under Chapter 11 of
the U.S. Bankruptcy Code (Bankr. C.D. Calif. Case No. 24-12674) on
Oct. 18, 2024, with $10 million to $50 million in both assets and
liabilities. Brian Weiss, chief restructuring officer, signed the
petition.
Judge Theodor Albert oversees the case.
The Debtor tapped Raines Feldman Littrell, LLP as general
bankruptcy counsel; Force Ten Partners, LLC as restructuring
advisor; and Grobstein Teeple, LLP as financial advisor.
OUTFRONT MEDIA: Verde Investments, Two Others Report Stakes
-----------------------------------------------------------
Verde Investments, Inc. Ernest C. Garcia II, and Arturo R. Moreno
disclosed in a Schedule 13D/A Report filed with the U.S. Securities
and Exchange Commission that as of November 6, 2024, Verde
Investments and Ernest C. Garcia beneficially owned 6,007,747
shares of OUTFRONT Media Inc.'s common stock, while Arturo R.
Moreno beneficially owned 1,900,000 shares. This represents 3.6%%
and 1.1% of the 165,981,712 shares of Common Stock outstanding as
of August 6, 2024.
Verde Investments may be reached at:
Ernest C. Garcia II
c/o Verde Investments, Inc.
5430 Lyndon B. Johnson Fwy, Suite 1250
Dallas, Texas 75240
Tel: (469) 564-4800
Arturo Moreno may be reached at:
Arturo R. Moreno
c/o Moreno Companies, LLC
4455 E. Camelback Road, Suite C140
Phoenix, Arizona 85018
(602) 667-9500
A full-text copy of 's SEC Report is available at:
https://tinyurl.com/4wh2k8hm
About OUTFRONT Media Inc.
Headquartered in New York, OUTFRONT Media Inc. leases advertising
space on out-of-home advertising structures and sites.
OUTFRONT Media reported a net loss attributable to the Company of
$430.4 million for the year ended December 31, 2023, compared to a
net income of $147.9 million for the year ended December 31, 2022.
As of June 30, 2024, OUTFRONT Media had $5.3 billion in total
assets, $4.5 billion in total liabilities, and $788.3 million in
total equity.
* * *
Egan-Jones Ratings Company, on September 10, 2024, maintained its
'CCC' foreign currency and local currency senior unsecured ratings
on debt issued by OUTFRONT Media Inc.
PALOMAR HEALTH: S&P Places 'BB+' Debt Rating on Watch Negative
--------------------------------------------------------------
S&P Global Ratings placed its 'BB+' long-term rating on the
California Municipal Finance Authority's revenue bonds and
certificates outstanding issued for Palomar Health (Palomar) and
its 'BB+' long-term and underlying (SPUR) ratings on Palomar's
general obligation (GO) bonds on CreditWatch with negative
implications.
"The CreditWatch placement reflects our view that there is a
one-in-two chance the rating could be lowered within the next 90
days, potentially by multiple notches," said S&P Global Ratings
credit analyst Suzie Desai.
Palomar's operating losses accelerated through its fiscal 2024
year-end (June 30) and unrestricted reserves have further weakened
since our most recent review in April 2024, against expectations of
improvement and thus resulting in the violation of Palomar's debt
service coverage and days' cash on hand requirements.
Revenue of the obligated group secures the revenue bonds.
The GO bonds are a GO of the district and are secured by revenue
from an unlimited ad valorem property tax. Palomar Health Medical
Group (PHMG; f/k/a Arch Health Partners), a non-profit 1206 (l)
medical clinic foundation model medical group of which Palomar
Health is the sole corporate member, are part of the obligated
group.
PINEAPPLE ENERGY: Hudson Bay Ceases Ownership of Shares
-------------------------------------------------------
Hudson Bay Capital Management LP disclosed in a Schedule 13G/A
filed with the U.S. Securities and Exchange Commission that as of
September 30, 2024, it ceased to be the beneficial owner of more
than five percent of Pineapple Energy Inc.'s Common Stock.
Hudson Bay Capital may be reached at:
Sander Gerber
Managing member
Hudson Bay Capital Management LP
28 Havemeyer Place, 2nd Floor
Greenwich, Connecticut 06830
A full-text copy of Hudson Bay Capital's SEC Report is available
at:
https://tinyurl.com/3eah7kcb
About Pineapple Energy Inc.
Pineapple Energy Inc. is a growing domestic operator and
consolidator of residential and commercial solar, battery storage,
and grid services solutions. Its strategy is focused on acquiring,
integrating, and growing leading local and regional solar, storage,
and energy services companies nationwide. Pineapple is primarily
engaged in the sale, design, and installation of photovoltaic solar
energy systems and battery storage systems through its Hawaii-based
Hawaii Energy Connection and New York-based SUNation Solar Systems
entities.
Melville, N.Y.-based UHY LLP, the Company's auditor since 2023,
issued a "going concern" qualification in its report dated March
29, 2024, citing that the Company's current financial position and
the Company's forecasted future cash flows for 12 months beyond the
date of issuance of the financial statements indicate that the
Company will not have sufficient cash to make the first SUNation
earnout payment in the second quarter of 2024 or the first
principal payment of the Long-Term Note due on November 9, 2024,
factors which raise substantial doubt about the Company's ability
to continue as a going concern.
For the years ended December 31, 2023, and December 31, 2022,
Pineapple Energy reported net losses of $8.1 million and $10.4
million, respectively. As of June 30, 2024, Pineapple Energy had
$52,853,691 in total assets, $23,830,867 in total current
liabilities, $23,477,561 in total long-term liabilities,
$16,442,945 in mezzanine equity, and $10,897,682 in total
stockholders' deficit.
PODS LLC: S&P Alters Outlook to Negative, Affirms 'B-' ICR
----------------------------------------------------------
S&P Global Ratings revised its rating outlook on PODS LLC to
negative from stable and affirmed its 'B-' issuer credit rating.
The negative outlook reflects S&P's view that it could lower the
ratings on PODS over the next 12 months if liquidity further
deteriorates, the covenant cushion erodes, or the company executes
a debt restructuring on its term loan that S&P views as
distressed.
Existing home sales continued to decline during the third quarter
of 2024 due to elevated mortgage rates and low inventory of homes.
This caused PODS to report weaker-than-expected earnings in the
third quarter, with sales down 7.5% and EBITDA down 24% from the
same period last year. S&P expects the company's weak operating
performance to continue into 2025 due to higher-for-longer mortgage
rates and low inventory, which are deterring demand for moving and
storage.
S&P expects PODS' EBIT interest coverage and FFO to debt to be
below 0.5x and less than 5%, respectively, in 2025. For the nine
months ended Sept. 30, 2024, PODS' net loss totaled $100 million,
compared with a loss of $55 million in the same period of the prior
year, primarily due to lower volumes of units rented. Cost of sales
did not fall proportionately to sales because the company has
significant fixed costs, including real estate leases. Interest
expenses for the first nine months of 2024 were up 7.7% year on
year to $98.5 million, after the company utilized more of its
revolver this year.
PODS' net losses eroded its cash balance to about $15 million as of
Nov. 18, 2024, from $24.2 million as of Sept. 30. Availability on
its revolver as of Nov. 18, 2024, was about $55 million, but it has
a springing maximum net leverage covenant of 7.8x that applies when
its usage exceeds 30%, which could limit the facility's use. The
credit agreement's net leverage ratio was 7.17x as of the end of
the third quarter. Absent alternative sources of funding, PODS may
face difficulty in meeting its obligations in 2025. S&P believes
the company's ability to raise additional bank capital is limited,
given its elevated leverage and minimal unencumbered assets. Most
uses of liquidity include expected outflows toward capital
expenditure, interest payments, and moderate working capital
outflows.
The negative outlook reflects S&P's view that S&P Global Ratings
could lower the ratings on PODS over the next 12 months if
liquidity further deteriorates, the covenant cushion erodes, or the
company executes a debt restructuring on its term loan that S&P's
view as distressed.
S&P could lower its ratings on PODS over the next 12 months if:
-- The company's liquidity becomes constrained such that S&P views
its capital structure as unsustainable;
-- Unfavorable market conditions or heightened competition
continue to pressure its revenue and cash flow generation; or
-- The company pursues a transaction that S&P views as equivalent
to a default.
S&P could revise the outlook to stable over the next 12 months if
the company stems its net losses and improves its liquidity
position.
Company Description
PODS leases and transports portable storage units for the
relatively niche residential and commercial market. The company
operates a fleet of over 270,000 containers. It delivers its
containers to customers, who can retain them on-site, transport
them to a PODS storage center, or ship them to another site. PODS'
revenue base is somewhat concentrated in retail customers,
primarily in the U.S., although it also has small presences in
Canada, the U.K., and Australia. Owned by Ontario Teachers' Pension
Plan, PODS operates through a network of both franchise- and
company-owned locations. The privately held company does not
release its financial results publicly.
Key analytical factors
-- S&P's 'B-' issue ratings and '4' recovery ratings (30%-50%;
rounded estimate: 35%) on the first-lien term loan and revolving
credit facility reflect its expectation for average recovery in the
event of a payment default.
-- S&P assumes a payment default in 2026 due to reduced rental
demand, rental rates, and utilization. These factors contribute to
a significant decline in EBITDA, which eventually leads PODS to
default on its obligations.
-- PODS' market position, strong brand, and customer relationships
make it a viable business. Therefore, S&P would expect the company
to reorganize rather than liquidate. It values the company as a
going concern based on an EBITDA multiple approach.
-- Simulated year of default: 2026
-- EBITDA at emergence: $119 million
-- EBITDA multiple: 5x
-- Net enterprise value (after 5% administrative costs): $564
million
-- Valuation split (obligors/nonobligors): 100%/0%
-- Value available to first-lien debt: $564 million
-- Secured first-lien debt claims: $1.46 billion
--Recovery expectations: 30%-50% (rounded estimate: 35%)
Ratings Score Snapshot
-- Issuer credit rating: B-/Negative/--
-- Business risk: Vulnerable
-- Country risk: Very low
-- Industry risk: Intermediate
-- Competitive position: Weak
-- Financial risk: Highly leveraged
-- Cash flow/leverage: Highly leveraged
-- Anchor: b-
-- Modifiers
-- Diversification/portfolio effect: Neutral (no impact)
-- Capital structure: Neutral (no impact)
-- Financial policy: FS-6 (no impact)
-- Liquidity: Less than adequate (no impact)
-- Management and governance: Moderately negative (no impact)
-- Comparable rating analysis: Neutral (no impact)
PRAIRIE KNOLLS: Bankr. Administrator Unable to Appoint Committee
----------------------------------------------------------------
The U.S. Bankruptcy Administrator for the Eastern District of North
Carolina disclosed in a filing that no official committee of
unsecured creditors has been appointed in the Chapter 11 case of
Prairie Knolls MHP, LLC.
About Prairie Knolls MHP
Prairie Knolls MHP, LLC is a company that owns and operates a
mobile home park. It provides residential spaces for mobile homes,
offering community living environments for individuals and
families.
Prairie Knolls MHP filed Chapter 11 petition (Bankr. S.D. Fla. Case
No. 24-19716) on September 20, 2024, with $10 million to $50
million in both assets and liabilities. On October 1, 2024, the
case was transferred to the U.S. Bankruptcy Court for the Eastern
District of North Carolina and was assigned a new case number (Case
No. 24-03432).
Judge Pamela W. Mcafee oversees the case.
The Debtor is represented by Bradley S. Shraiberg, Esq., at
Shraiberg Page P.A.
PREHIRED LLC: Jordan Suit Can't Proceed to Mediation
----------------------------------------------------
Magistrate Judge Christopher J. Burke of the United States District
Court for the District of Delaware has determined that mediation is
not appropriate in the case captioned as JOSHUA JORDAN, Appellant,
v. STATE OF WASHINGTON, et al., Appellees, Civil Action No.
24-1181-MN (D. Del.).
Pursuant to Section 1 of the Procedures to Govern Mediation of
Appeals from the United States Bankruptcy Court for the District of
Delaware, dated July 19, 2023, the Court conducted an initial
review of this matter, including having gathered information from
the parties and their counsel, in order to determine the
appropriateness of mediation for the case.
The parties jointly agree that their disputes in this matter cannot
be resolved through mediation and the Court agrees.
Judge Burke recommends that the assigned District Judge issue an
order withdrawing the matter from mediation and setting the
following appellate briefing schedule (agreed to by the parties):
Opening Brief: January 6, 2025
Responsive Brief: February 5, 2025
Reply Brief: February 26, 2025
A copy of the Court's decision dated November 21, 2024, is
available at https://urlcurt.com/u?l=8V4JNL
About Prehired LLC
Prehired, LLC is a company in Dover, Del., which trains persons to
sell software.
Prehired and its affiliates filed petitions for relief under
Subchapter V of Chapter 11 of the Bankruptcy Code (Bankr. S.D.N.Y.
Lead Case No. 22-11293) on Sept. 28, 2022, with up to $10 million
in both assets and liabilities. On Oct. 26, 2022, the cases were
transferred to the U.S. Bankruptcy Court for the District of
Delaware (Bankr. D. Del. Lead Case No. 22-11007). Jami B. Nimeroff
serves as Subchapter V trustee.
Judge John T. Dorsey oversees the cases.
John J. Keenan, Esq., at Warren Law Group and Pashman Stein Walder
Hayden, P.C. serve as the Debtors' bankruptcy counsel and Delaware
counsel, respectively.
PREMIUM CRANE: Case Summary & 20 Largest Unsecured Creditors
------------------------------------------------------------
Debtor: Premium Crane, LLC
2051 Moulin Road
Haines City, FL 33844
Case No.: 24-07071
Chapter 11 Petition Date: November 27, 2024
Court: United States Bankruptcy Court
Middle District of Florida
Judge: Hon. Roberta A Colton
Debtor's Counsel: Buddy D. Ford, Esq.
BUDDY D. FORD, P.A.
9301 West Hillsborough Avenue
Tampa, FL 33615-3008
Tel: (813) 877-4669
Fax: (813) 877-5543
Email: All@tampaesq.com
Total Assets: $3,041,564
Total Liabilities: $3,076,549
The petition was signed by David Anglin as AMBR.
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/LMLUU2Q/Premium_Crane_LLC__flmbke-24-07071__0001.0.pdf?mcid=tGE4TAMA
PROS HOLDINGS: Michelle Hughes Benfer Resigns From Board
--------------------------------------------------------
PROS Holdings, Inc. disclosed in a Form 8-K Report filed with the
U.S. Securities and Exchange Commission that on November 5, 2024,
Michelle Hughes Benfer resigned from the Board of Directors of the
Company, effective immediately.
Ms. Benfer's resignation was to avoid any potential for a perceived
conflict of interest resulting from her new role as Operating
Partner at Francisco Partners. Ms. Benfer's resignation was not the
result of any disagreement with the Company on any matter relating
to the Company's operations, policies or practices.
About PROS Holdings
Headquartered in Houston, Texas, PROS Holdings, Inc. (NYSE: PRO),
is a provider of AI-powered SaaS pricing, CPQ, revenue management,
and digital offer marketing solutions.
As of June 30, 2024, PROS Holdings had $384.9 million in total
assets, $467.9 million in total liabilities, and $83 million in
total shareholders' deficit.
* * *
Egan-Jones Ratings Company, on August 22, 2024, maintained its
'CCC-' foreign currency and local currency senior unsecured ratings
on debt issued by PROS Holdings, Inc.
QURATE RETAIL: Contrarius Investment Entities Hold 9.1% Stake
-------------------------------------------------------------
Contrarius Investment Management Limited and Contrarius Investment
Management (Bermuda) Limited disclosed in a Schedule 13G/A filed
with the U.S. Securities and Exchange Commission that as of
September 30, 2024, they beneficially owned 35,138,516 shares of
Qurate Retail, Inc.'s Series A Common Stock, representing 9.1% of
the shares outstanding.
A full-text copy of Contrarius Investment's SEC Report is available
at:
https://tinyurl.com/35bp92fe
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.
RAPID READYMIX: Asset Sale Proceeds to Fund Plan
------------------------------------------------
Rapid Readymix Co., submitted a First Amended Disclosure Statement
relating to First Amended Plan of Reorganization dated October 16,
2024.
The Debtor is a for-profit corporation headquartered in Bingen,
Klickitat County, Washington. The Debtor provides concrete
manufacturing and delivery along with aggregate materials and
services throughout the Mid-Columbia River Gorge in the states of
Washington and Oregon.
The Debtor is the only concrete supplier in the region owning and
operating 6x6 front-discharge mixer trucks. This equipment provides
the Debtor with a strong competitive advantage, as jobsites are
frequently located on steep roads and uneven terrain, which limits
or prevents access by conventional mixer trucks. The Debtor also
owns and operates boom pumps with a close and long standing
relationship with local line pump companies.
The Debtor made the determination in late July 2024 to pursue a
sale of its assets and business as a going concern, as the best
path to maximize the value of the bankruptcy estate and minimize
the costs and risks with an organically-funded reorganization. In
preparation for the Sale Transaction, the Debtor has met and
continues to meet with prospective purchasers. The Debtor is
currently negotiating terms of a sale to a large concrete supplier,
located in another geographic region, who is interested in
expanding into the Columbia River Gorge area as well as adding to
its portable concrete fleet.
In addition, the Debtor was in discussions with Hilco Global and a
local firm, Business Transaction Services, Inc. ("BTSI") regarding
potential support, including with respect to stalking horse
purchase, sale as a going concern, and other sale options. After
evaluating each firm, the Debtor has selected BTSI as its
professional to aid in the Sale Transaction and has or will shortly
submit an application to approve its employment.
The Plan is built around the following key elements:
* If not sold prior to the Effective Date, the Debtor will be
sold as a going concern (the Sale Transaction described in Section
VI.E.1). Based on current discussions with prospective purchasers,
this will be an asset sale of substantially all of the Debtor's
Assets except for the Retained Assets (which are anticipated to
consist of certain litigation claims, such as the claims against
Concrete Strategies LLC, bank accounts, and Retained Records
relating to any of the Retained Assets). With respect to non
Retained Assets, if the ultimate purchase does not wish to purchase
a particular Asset which is the collateral of a Secured Creditor,
the collateral will be surrendered to the Secured Creditor with any
deficiency treated as a General Unsecured Claim.
* Following the later of the Sale Date or the Effective Date,
the Debtor will pay Claims classified as Undisputed Secured Claims
or Undisputed Unsecured Claims in full. Funds sufficient to pay
Disputed Claims will be held pending determination of Disputed
Claims. Funds sufficient to pay Insider Claims will be pending
payment of all non-Insider Claims.
Class 2 consists of General Unsecured Claims except for those
Claims listed in Class 3 or Class 4. On or as soon as practicable
after the later of the Sale Date or Effective Date, but no later
than the last day allowed for the first Distribution Date, each
Holder of an allowed Class 2 Claim will receive from the assets of
the Debtor cash equal to the full amount of its Claim (with
interest at the federal judgment interest rate from the Petition
Date and any fees claimed as part of such Holder's Allowed Claim).
Class 2 is impaired.
Class 4 consists of Insider General Unsecured Creditors. The Debtor
shall hold assets of the Debtor in the amount of Class 4 claims
until all Claims in Classes 1, 2, and 3 have been paid; as soon as
practicable after the latest of the Sale Date, the Effective Date,
or the date of Payment of Classes 1, 2, and 3, each Holder of an
allowed Class 4 Claim will receive from the assets of the Debtor
cash equal to the full amount of its Claim, with interest thereon
and any fees claimed by such Holders to be determined and paid in
the same manner as Class 2 Claims. Class 4 is impaired.
Class 5 consists of the Equity Interests in the Debtor. Upon all
Allowed Claims having been paid and all Class 3 claims having been
Allowed or Disallowed (and, to the extent Allowed, paid), Equity
Interests Holders shall be vested with such interest in the
Reorganized Debtor as such Interest was held immediately prior to
the Petition Date.
The Debtor shall effectuate sale(s) transactions of the business
and substantially all of the Debtor's Assets (the "Sale
Transaction"). Before, on, or after the Effective Date, the Debtor
will be sold as a going concern. Such Sale Transaction will likely
be an asset sale of substantially all of the Debtor's Assets except
for the Retained Assets (which are anticipated to consist of
certain litigation claims, such as the claims against Concrete
Strategies LLC, bank accounts, and Retained Records relating to any
of the Retained Assets).
The Reorganized Debtor will provide management for the Debtor after
the Effective Date. It is anticipated that existing management will
continue to serve in the same capacities with the Debtor through
Confirmation and with the Reorganized Debtor as of the Effective
Date. This includes Izak Riley (anticipated compensation: none) and
Anna Kimmel (anticipated compensation: $128,000/year).
The Reorganized Debtor will operate consistent with the intent of
preparing the Reorganized Debtor for the Sale Transaction, if that
Sale Transaction has not occurred. Upon occurrence of the Sale
Transaction, the Debtor or Reorganized Debtor, as applicable, will
begin winding up operations except for those required as part of
the Sale Transaction, for the monetization of the Retained Assets,
or as appropriate under the terms of the Plan.
A full-text copy of the First Amended Disclosure Statement dated
October 16, 2024 is available at https://urlcurt.com/u?l=ylCjlb
from PacerMonitor.com at no charge.
Attorneys for Rapid Readymix Co.:
Douglas R. Ricks, Esq.
Christopher N. Coyle, Esq.
SUSSMAN SHANK LLP
1000 SW Broadway, Suite 1400
Portland, OR 97205-3089
Telephone: (503) 227-1111
Facsimile: (503) 248-0130
About Rapid Readymix Co.
Rapid Readymix Co. is a ready-mixed concrete supplier in Bingen,
Wash.
Rapid Readymix filed Chapter 11 petition (Bankr. E.D. Wash. Case
No. 24-00310) on March 1, 2024, with $10 million to $50 million in
both assets and liabilities.
Judge Whitman L. Holt oversees the case.
Douglas R. Ricks, Esq., at Sussman Shank, LLP, is the Debtor's
legal counsel.
RAYONIER ADVANCED: RAM Products Amends Credit Agreement
-------------------------------------------------------
Rayonier Advanced Materials Inc. disclosed in a Form 8-K Report
filed with the U.S. Securities and Exchange Commission that on
November 7, 2024, Rayonier A.M. Products Inc., a wholly owned
subsidiary of RYAM, entered into an amendment to its Revolving
Credit Agreement, dated as of December 10, 2020, among RAM
Products, as lead borrower, RYAM and its subsidiaries party
thereto, as guarantors, the lenders and issuing banks party thereto
from time to time and Bank of America, N.A., as administrative
agent and collateral agent.
The ABL Agreement was amended to, among other things, extend the
maturity date of the ABL Facility to November 7, 2029, reduce the
amount of revolving commitments thereunder from $200 million to
$175 million and adjust the borrowing base calculation for
availability of revolving loans.
On the Effective Date:
* RYAM Lux SARL, a private limited liability company
incorporated under the laws of Luxembourg, a wholly owned
subsidiary of RYAM, prepaid all amounts outstanding under, and
terminated, that certain Term Loan Credit Agreement, dated as of
July 20, 2023, by and among the Lux Borrower, as borrower, RYAM and
certain of its other subsidiaries from time to time party thereto
as guarantors, the lenders party thereto, Oaktree Fund
Administration, LLC, as administrative agent, and Computershare
Trust Company, N.A., as collateral agent. In connection with the
prepayment and termination of the Existing Term Loan Credit
Agreement, on the Effective Date, RYAM prepaid all amounts
outstanding under, and terminated, that certain Loan Agreement
dated as of July 20, 2023, by and among RYAM, as borrower, the Lux
Borrower, as lender, and the subsidiaries of RYAM party thereto, as
guarantors.
* RAM Products borrowed $700 million in aggregate principal
amount of term loans under its previously announced senior secured
term loan facility, pursuant to that certain Term Loan Credit
Agreement, dated as of October 28, 2024, by and among RAM Products,
as borrower, RYAM and certain of its subsidiaries, as guarantors,
the lenders party thereto, and Alter Domus (US) LLC, as
administrative agent and collateral agent, the material terms of
which are described under Item 1.01 in RYAM's Form 8-K, filed with
the Securities and Exchange Commission on October 29, 2024 and
incorporated by reference herein. Proceeds of the Term Loans were
used, together with cash on hand, to prepay all amounts outstanding
under the Existing Term Loan Credit Agreement and the Existing Pari
Passu Credit Agreement, as described in Item 1.02 above, to fund
the repurchase or redemption of all of RAM Products' 7.625% Senior
Secured Notes due 2026.
* following the consummation of its previously-announced cash
tender offer to purchase any and all of the 2026 Notes, RAM
Products legally defeased all of the 2026 Notes not tendered by
delivering U.S. government obligations to the Trustee in an amount
sufficient to redeem all such remaining 2026 Notes and satisfying
the other conditions for legal defeasance set forth in that certain
Indenture, dated as of December 23, 2020, by and among RAM
Products, the guarantors party thereto and Computershare Trust
Company, N.A, as trustee and collateral agent, under which the 2026
Notes were issued. As a result of the satisfaction of such
conditions (including the delivery to the Trustee of such amounts
necessary to redeem in full the remaining 2026 Notes), all of RAM
Products' obligations under the 2026 Notes and the Indenture with
respect to the holders of the 2026 Notes were terminated (subject
to certain limited exceptions set forth in the Indenture) and all
liens securing the 2026 Notes were released. In connection with
the Defeasance, on the Effective Date, RAM Products provided
irrevocable notice to the holders of the 2026 Notes that, on
January 15, 2025, RAM Products will redeem the entire outstanding
aggregate principal amount of the 2026 Notes at a redemption price
of 100% of the principal amount of the 2026 Notes to be redeemed,
plus accrued and unpaid interest thereon to, but excluding, the
Redemption Date.
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 Advanced Materials 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: Beasley Allen Escapes Deposition, No Show Sanctions
--------------------------------------------------------------
Clara Geoghegan of Law360 Bankruptcy Authority reports that a Texas
bankruptcy judge on Tuesday, November 26, 2024, established
guidelines for sharing documents and communications during the
contentious discovery phase of Red River Talc’s Chapter 11 case,
Johnson & Johnson's latest liability spinoff.
The judge also declined to sanction a Beasley Allen attorney who
failed to appear at a deposition last week, the report states.
About J&J Talc Units
LLT Management, LLC (formerly known as LTL Management LLC) was a
subsidiary of Johnson & Johnson that was formed to manage and
defend thousands of talc-related claims and oversee the operations
of Royalty A&M. Royalty A&M owns a portfolio of royalty revenue
streams, including royalty revenue streams based on third-party
sales of LACTAID, MYLANTA/MYLICON and ROGAINE products.
LTL Management first filed a petition for Chapter 11 protection
(Bankr. W.D.N.C. Case No. 21-30589) on Oct. 14, 2021. The case was
transferred to New Jersey (Bankr. D.N.J. Case No. 21-30589) on Nov.
16, 2021. The Hon. Michael B. Kaplan is the case judge. At the time
of the filing, the Debtor was estimated to have $1 billion to $10
billion in both assets and liabilities.
In the 2021 case, LTL Management tapped Jones Day and Rayburn
Cooper & Durham, P.A., as bankruptcy counsel; King & Spalding, LLP
and Shook, Hardy & Bacon LLP as special counsel; McCarter &
English, LLP as litigation consultant; Bates White, LLC as
financial consultant; and AlixPartners, LLP as restructuring
advisor. Epiq Corporate Restructuring, LLC, served as the claims
agent.
On Dec. 24, 2021, the U.S. Trustee for Regions 3 and 9
reconstituted the talc claimants' committee and appointed two
separate committees: (i) the official committee of talc claimants
I, which represents ovarian cancer claimants, and (ii) the official
committee of talc claimants II, which represents mesothelioma
claimants.
The official committee of talc claimants I tapped Genova Burns LLC,
Brown Rudnick LLP, Otterbourg PC and Parkins Lee & Rubio LLP as its
legal counsel. Meanwhile, the official committee of talc claimants
II is represented by the law firms of Cooley LLP, Bailey Glasser
LLP, Waldrep Wall Babcock & Bailey PLLC, Massey & Gail LLP, and
Sherman Silverstein Kohl Rose & Podolsky P.A.
Re-Filing of Chapter 11 Petition
On Jan. 30, 2023, a panel of the Third Circuit issued an opinion
directing this Court to dismiss the 2021 Chapter 11 Case on the
basis that it was not filed in good faith. Although the Third
Circuit panel recognized that the Debtor "inherited massive
liabilities" and faced "thousands" of future claims, it concluded
that the Debtor was not in financial distress before the filing.
On March 22, 2023, the Third Circuit entered an order denying the
Debtor's petition for rehearing. The Third Circuit entered an order
denying LTL's stay motion on March 31, 2023, and, on the dame day,
issued its mandate directing the Bankruptcy Court to dismiss the
2021 Chapter 11 Case.
The Bankruptcy Court entered an order dismissing the 2021 Case on
April 4, 2023.
Johnson & Johnson on April 4, 2023, announced that its subsidiary
LTL Management LLC (LTL) has re-filed for voluntary Chapter 11
bankruptcy protection (Bankr. D.N.J. Case No. 23-12825) to obtain
approval of a reorganization plan that will equitably and
efficiently resolve all claims arising from cosmetic talc
litigation against the Company and its affiliates in North
America.
In the new filing, J&J said it has agreed to contribute up to a
present value of $8.9 billion, payable over 25 years, to resolve
all the current and future talc claims, which is an increase of
$6.9 billion over the $2 billion previously committed in connection
with LTL's initial bankruptcy filing in October 2021. LTL also has
secured commitments from over 60,000 current claimants to support
a
global resolution on these terms.
In August 2023, U.S. Bankruptcy Judge Michael Kaplan in Trenton,
New Jersey, ruled that the second bankruptcy case should be
dismissed.
3rd Try
In May 2024, J&J announced its subsidiary LLT Management LLC is
soliciting support for a consensual prepackaged bankruptcy plan to
resolve its talc-related liabilities. Under the terms of the plan,
a trust would be funded with over $5.4 billion in the first three
years and more than $8 billion over the course of 25 years, which
J&J calculates to have a net present value of $6.475 billion.
Claimants must cast their vote to accept or reject the Plan by 4:00
p.m. (Central Time) on July 26, 2024. A solicitation package may be
requested at www.OfficialTalcClaims.com or by calling
1-888-431-4056. If the Plan is accepted by at least 75% of voters,
a bankruptcy may be filed under the case name In re: Red River Talc
LLC in a bankruptcy court in Texas or in the bankruptcy court of
another jurisdiction. Epiq Corporate Restructuring, LLC is serving
as balloting and solicitation agent for LLT.
On Sept. 20, 2024, Red River Talc LLC filed a Chapter 11 bankruptcy
petition (Bankr. S.D. Tex. Case No. 24-90505).
Porter Hedges LLP and Jones Day serve as counsel in the new Chapter
11 case. Epiq is the claims agent.
Paul Hastings LLP is counsel to the Ad Hoc Committee of Supporting
Counsel. Randi S. Ellis is the proposed prepetition legal
representative of future claimants.
RENOVARO INC: Amends Consulting Deal With Tarsh PB Advisors
-----------------------------------------------------------
Renovaro Inc. disclosed in a Form 8-K Report filed with the U.S.
Securities and Exchange Commission that the Company entered into an
amended and restated consulting agreement with Tarsh PB Advisors
with respect to Simon Tarsh's service as the Company's Interim
Chief Financial Officer.
Pursuant to the A&R Consulting Agreement, in exchange for Mr.
Tarsh's full-time service as the Company's Interim Chief Financial
Officer, the Company will pay Tarsh PB Advisors $25,000 per month.
In addition, Tarsh PB Advisors may be entitled to an additional
payment in the amount of up to 30% of the consideration paid under
the A&R Consulting Agreement upon the achievement of certain
milestones prior to the termination of the A&R Consulting
Agreement. In addition, Mr. Tarsh received:
(i) a bonus of $29,063 on October 31, 2024 and will be paid an
additional bonus of $29,063 on November 30, 2024 and
(ii) received 58,500 stock options that will vest upon the
termination date if the Company hires a new CFO prior to such date.
The A&R Consulting Agreement has a term of three months from the
date of the Agreement and may be renewed for successive one month
terms. The A&R Consulting Agreement may be terminated by any party
upon 30 days advance written notice.
A full-text copy of the A&R Consulting Agreement is available at:
https://tinyurl.com/yc7cx9zz
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.
Renovaro disclosed a net loss of $80.65 million for the year ended
June 30, 2024, compared to a net loss of $39.68 million for the
year ended June 30, 2023. As of Sept. 30, 2024, Renovaro had
$121.83 million in total assets, $23.75 million in total
liabilities, and $98.09 million in total stockholders' equity.
RHODIUM ENCORE: Judge to Approve $55M Chapter 11 Sale
-----------------------------------------------------
Emily Lever of Law360 Bankruptcy Authority reports that on Tuesday,
November 26, 2024, a Texas bankruptcy judge said he will approve
the $55 million sale of bitcoin mining firm Rhodium Encore's lease
for its Temple, Texas, facility to Temple Green Data LLC, a data
center company.
About Rhodium Encore
Rhodium Encore LLC is a founder-led, Texas based, digital asset
technology company utilizing proprietary tech to self-mine bitcoin.
The Company creates innovative technologies with the goal of being
the most sustainable and cost-efficient producer of bitcoin in the
industry.
Rhodium Encore sought relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. S.D. Tex. Lead Case No. 24-90448) on Aug.
24, 2024. In the petition filed by Michael Robinson, as co-CRO, the
Debtor reports lead debtor's estimated assets between $100 million
and $500 million and estimated liabilities between $50 million and
$100 million.
The Honorable Bankruptcy Judge Alfredo R. Perez oversees the case.
The Debtor tapped QUINN EMANUEL URQUHART & SULLIVAN, LLP, as
counsel, and PROVINCE as restructuring advisor.
RHODIUM ENCORE: U.S. Trustee Appoints Creditors' Committee
----------------------------------------------------------
The U.S. Trustee for Region 7 appointed an official committee to
represent unsecured creditors in the Chapter 11 cases of Rhodium
Encore LLC and its affiliates.
The committee members are:
1. CM Sing
Sing Family Enterprise Limited
Kwu Tung, Sheung Shui, New Territories
House C5, Eden Manor, 88 Castle Peak Rd.
Hong Kong, China
cmsing@sfe.group
2. Cameron Reid
Proof Capital Alternative Income Fund
3017 7th Street SW
Calgary, Alberta, Canada T2T 2X6
cameron.reid@proofcapital.ca
3. Kyle Camp
SCM Worldwide LLC
2901 Meandering River Ct.
Austin, TX 78746
kylecamp@gmail.com
4. Ronny Chakra
C5 Capital LLC
300 W. 5th Street, Unit 522
Charlotte, NC 28202
ronnychakra@yahoo.com
5. Alex Vesano
Vesano Ventures LLC
1609 N Davidson St.
Charlotte, NC 28206
alexvesano@gmail.com
6. Daniel Garrie
7 Lake Bellevue Drive, Unit 206
Bellevue, WA 98005
Daniel@lawandforensics.com
7. Joseph Savage
Queue Associates, Inc.
420 Lexington Ave, Suite 300
New York, NY, 10170
jsavage@queueassoc.com
Official creditors' committees serve as fiduciaries to the general
population of creditors they represent. They may investigate the
debtor's business and financial affairs. Committees have the right
to employ legal counsel, accountants and financial advisors at a
debtor's expense.
About Rhodium Encore
Rhodium Encore, LLC is a founder-led, Texas based digital asset
technology company utilizing proprietary tech to self-mine bitcoin.
It creates innovative technologies with the goal of being the most
sustainable and cost-efficient producer of bitcoin in the
industry.
Rhodium Encore sought relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. S.D. Texas Lead Case No. 24-90448) on Aug.
24, 2024. Michael Robinson, chief restructuring officer, signed the
petitions.
At the time of the filing, Rhodium Encore reported $100 million to
$500 million in assets and $50 million to $100 million in
liabilities.
Judge Alfredo R. Perez oversees the cases.
The Debtors tapped Quinn Emanuel Urquhart & Sullivan, LLP as legal
counsel, and Province as restructuring advisor.
ROCK MEDICAL: Case Summary & 20 Largest Unsecured Creditors
-----------------------------------------------------------
Debtor: Rock Medical Group, LLC
2717 North 118th Street
Suite 210
Omaha, NE 68164
Case No.: 24-81090
Business Description: Rock Medical Group is a solution-focused
medical staffing agency offering medical
staffing solutions for hospitals, long-term
care facilities, speciality nursing units,
hospice care, memory care, rehabilitation
facilities, surgical centers, and allied
services.
Chapter 11 Petition Date: November 27, 2024
Court: United States Bankruptcy Court
District of Nebraska
Debtor's Counsel: Patrick R. Turner, Esq.
TURNER LEGAL GROUP, LLC
14707 California Street, #1
Omaha, NE 68154
Tel: 402-690-3675
Email: pturner@turnerlegalomaha.com
Estimated Assets: $500,000 to $1 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Loren Rock as managing member/owner.
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/K3PKJUY/Rock_Medical_Group_LLC__nebke-24-81090__0001.0.pdf?mcid=tGE4TAMA
ROCKVILLE CENTRE DIOCESE: US Trustee Objects to Restructuring Plan
------------------------------------------------------------------
Randi Love of Bloomberg Law reports that the U.S. Department of
Justice's bankruptcy watchdog has accused a bankrupt Long Island
Catholic diocese of improperly shielding third parties from child
sex abuse claims in violation of a US Supreme Court ruling.
The Roman Catholic Diocese of Rockville Centre's reorganization
plan includes "coercive" litigation releases, which the US Trustee
argued on Tuesday, November 26, 2024, conflict with the Supreme
Court's Purdue Pharma LP decision. That ruling prohibits liability
protections for nonbankrupt entities without creditor consent.
The plan requires abuse claimants to sign a release to receive
payment but does not ensure the release is genuinely "consensual."
About The Roman Catholic Diocese
of Rockville Centre, New York
The Roman Catholic Diocese of Rockville Centre, New York, is the
seat of the Roman Catholic Church on Long Island. The Diocese has
been under the leadership of Bishop John O. Barres since February
2017. The State of New York established the Diocese as a religious
corporation in 1958. The Diocese is one of eight Catholic dioceses
in New York, including the Archdiocese of New York. The Diocese's
total Catholic population is approximately 1.4 million, roughly
half of Long Island's total population of 3.0 million. The Diocese
is the eighth largest diocese in the United States when measured by
the number of baptized Catholics.
To deal with sexual abuse claims, the Roman Catholic Diocese of
Rockville Centre, New York, filed a Chapter 11 petition (Bankr.
S.D.N.Y. Case No. 20-12345) on Sept. 30, 2020, listing as much as
$500 million in both assets and liabilities. Judge Martin Glenn
oversees the case.
The Diocese tapped Jones Day as legal counsel, Alvarez & Marsal
North America, LLC, as restructuring advisor, and Sitrick and
Company, Inc., as communications consultant. Epiq Corporate
Restructuring, LLC is the claims agent.
The U.S. Trustee for Region 2 appointed an official committee of
unsecured creditors in the Diocese's Chapter 11 case. The committee
tapped Pachulski Stang Ziehl & Jones, LLP and Ruskin Moscou
Faltischek, PC as its bankruptcy counsel and special real estate
counsel, respectively.
Robert E. Gerber, the legal representative for future claimants of
the Diocese, is represented by the law firm of Joseph Hage
Aaronson, LLC.
ROLLING ACRES: Bankr. Administrator Unable to Appoint Committee
---------------------------------------------------------------
The U.S. Bankruptcy Administrator for the Eastern District of North
Carolina disclosed in a filing that no official committee of
unsecured creditors has been appointed in the Chapter 11 case of
Rolling Acres MHC, LLC.
About Rolling Acres MHC
Rolling Acres MHC, LLC filed Chapter 11 petition (Bankr. S.D. Fla.
Case No. 24-19718) on September 20, 2024, with $1 million to $10
million in both assets and liabilities. On October 1, 2024, the
case was transferred to the U.S. Bankruptcy Court for the Eastern
District of North Carolina and was assigned a new case number (Case
No. 24-03433).
Judge Pamela W. Mcafee oversees the case.
The Debtor is represented by Bradley S. Shraiberg, Esq., at
Shraiberg Page P.A.
ROTI RESTAURANTS: Seeks to Extend Plan Filing to Jan. 20, 2025
--------------------------------------------------------------
Roti Restaurants, LLC, and affiliates asked the U.S. Bankruptcy
Court for the Northern District of Illinois to extend its period to
file a subchapter V plan of reorganization to January 20, 2025.
The Debtors explain that these cases have been predicated on a
successful sale of all or substantially all of the Debtors'
business, which the Debtors have sought to be conducted on an
accelerated time frame. Until the conclusion of the sales process,
the shape, scope, content and duration of the Debtors' plan cannot
reasonably be determined. The Debtors need to know their net
proceeds, their projected obligations and liabilities, their
projected claims against non-debtors which could augment the size
of the estates, and relatedly to assess filed claims against the
estates.
The Debtors claim that in these cases, which are predicated on the
sale of the Debtors' business, the paramount requirements of
maximizing the value of the estates necessitated a reasonable
(though accelerated) marketing and sales process. The circumstances
in these cases are driven by Bankruptcy Code requirements and
applicable precedents for bankruptcy sales, and not by any dilatory
conduct on the part of the Debtors in developing a subchapter V
plan.
The Debtors state that they are confident that once the proverbial
dust clears, closings can occur in late November and early
December, and attention can be focused on claims against and by the
Debtors, it will then be possible to formulate a plan (including
the duration thereof). The Debtors also believe it may be possible
to formulate and file a plan in less than the 60 days requested by
this Motion.
However, given the timing of various late year holidays like
Thanksgiving, Christmas and New Year's, and out of an abundance of
caution to account for any closing delays or other post-Auction
issues that may arise, the Debtors desire to have a realistically
comfortable margin for meeting this deadline, and to be able to do
so without seeking an additional extension.
The Debtors do not believe that any creditor or party in interest
will be prejudiced by the extension of time requested in this
Motion.
Counsel to the Debtors:
Michael P. Richman, Esq.
RICHMAN & RICHMAN LLC
122 W. Washington Avenue, Suite 850
Madison, WI 53703-2732
Tel: (608) 630-8990
Fax: (608) 630-8991
About Roti Restaurants
Roti Restaurants own and operate fast-casual restaurants offering
Mediterranean menu with house-made meats, crisp vegetables, and
flavor-forward sauces.
Roti Restaurants, LLC, and its affiliates concurrently filed
voluntary petitions for relief under Chapter 11 of the Bankruptcy
Code (Bankr. N.D. Ill. Case No. 24-12410) on Aug. 23, 2024. The
petitions were signed by Justin Seamonds as manager. At the time of
filing, Roti Restaurants, LLC estimated $50,000 in assets and $1
million to $10 million in liabilities.
Judge Donald R. Cassling presides over the case.
Michael P. Richman, Esq. at RICHMAN & RICHMAN LLC represents the
Debtors as counsel. The Debtors hired Ravinia Capital LLC, led by
Thomas Goldblatt, as their investment banker.
The U.S. Trustee for Region 11 appointed Ira Bodenstein as
Subchapter V trustee for Roti Restaurants.
S & O INVESTMENTS: Sec. 341 Meeting of Creditors on Dec. 16
-----------------------------------------------------------
On November 14, 2024, S & O Investments Inc. filed Chapter 11
protection in the District of Kansas. 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 3,
2024 at 10:00 AM.
About S & O Investments Inc.
S & O Investments Inc., doing business as Notting Hill Rentals, is
engaged in activities related to real estate.
S & O Investments Inc. and affiliates sought relief under Chapter
11 of the U.S. Bankruptcy Code (Bankr. D. Kan. Lead Case No.
24-11166) on November 14, 2024. In the petition filed by Amro M.
Samy, as president, the Debtor reports estimated assets up to
$50,000 and estimated liabilities between $1 million and $10
million.
Honorable Bankruptcy Judge Mitchell L. Herren oversees the case.
The Debtor is represented by:
Nicholas R. Grillot, Esq.
HINKLE LAW FIRM LLC
1617 N. Waterfront Parkway, Suite 400
Wichita, KS 67206
Tel: 316-267-2000
Fax: 316-264-1518
Email: ngrillot@hinklaw.com
SLANG WORLDWIDE: Files for Bankruptcy Under Canadian Insolvency Act
-------------------------------------------------------------------
SLANG Worldwide Inc. announced that the Company has filed an
assignment into bankruptcy pursuant to Canada's Bankruptcy and
Insolvency Act. B. Riley Farber Inc. has been named as trustee
under the Bankruptcy Proceedings.
Trading of the Company's shares on the Canadian Securities Exchange
has been halted effective today, and the Company anticipates that
its shares will ultimately be delisted by the CSE in due course.
SLANG's four directors resigned effective immediately prior to the
Bankruptcy Proceedings.
B. Riley Farber will provide any updates on the Bankruptcy
Proceedings in due course. Further information on SLANG's
Bankruptcy Proceedings will be posted on B. Riley Farber's website
at https://brileyfarber.com/engagements/slang-worldwide-inc/.
About SLANG Worldwide Inc.
SLANG Worldwide Inc. is an industry leader in branded cannabis
consumer packaged goods, with a diversified portfolio of five
distinct brands and products distributed across the U.S. Operating
in 13 legal cannabis markets nationwide. Learn more at slangww.com.
SLATER HOSPITALITY: Case Summary & Two Unsecured Creditors
----------------------------------------------------------
Debtor: Slater Hospitality, LLC
4242 Hwy 197
Clarkesville GA 30523
Case No.: 24-21516
Chapter 11 Petition Date: November 26, 2024
Court: United States Bankruptcy Court
Northern District of Georgia
Debtor's Counsel: William Rountree, Esq.
ROUNTREE, LEITMAN, KLEIN & GEER, LLC
2987 Clairmont Road Suite 350
Atlanta GA 30329
Tel: 404-584-1238
Email: wrountree@rlkglaw.com
Estimated Assets: $0 to $50,000
Estimated Liabilities: $1 million to $10 million
The petition was signed by Brett Hull-Ryde as CFO.
A full-text copy of the petition containing, among other items, a
list of the Debtor's two unsecured creditors is available for free
at PacerMonitor.com at:
https://www.pacermonitor.com/view/RIJRVHQ/Slater_Hospitality_LLC__ganbke-24-21516__0001.0.pdf?mcid=tGE4TAMA
SOLDIER OPERATING: Seeks to Extend Plan Filing Deadline to Dec. 12
------------------------------------------------------------------
Soldier Operating, LLC, and Viceroy Petroleum, LP, asked the U.S.
Bankruptcy Court for the Western District of Louisiana to extend
its period to file a chapter 11 plan of reorganization and
disclosure statement to December 12, 2024.
The Debtors claim that they seek to provide an opportunity for more
expeditious resolution and payment of claims through confirmation
of a plan that contemplates a complex transaction substantially
affecting (a) Viceroy's present oil and gas assets in Louisiana and
(b) Soldier's role as oil and gas operator of the Louisiana assets.
The plan is being developed with the input of the unsecured
creditors' committee.
The Debtors explain that members of Chaffe & Associates, the
investment banking firm retained by Viceroy, have continued in
market outreach and negotiation efforts, and participate regularly
in conferences with Debtors and Debtors' counsel. As a result of
the continued marketing efforts, in October 2024, Viceroy received
new proposals from potential buyers, which proposals are undergoing
review and consideration. As recently as the evening of November 1,
2024, a potential buyer provided an update on its efforts to
procure the necessary financial commitment to complete a
transaction.
In addition, Viceroy also identified buyers for its real properties
in Texas and filed motions to sell the real properties to satisfy
secured claims on these properties and to fund continuing
operations, which may include diagnostic and repair services needed
for a critical well.
The Debtors submit that the requested extension will increase the
likelihood of a successful joint plan of reorganization that
maximizes the reorganization value, such that the requested
extension is warranted and appropriate under the circumstances.
Counsel to the Debtors:
Bradley L. Drell, Esq.
Heather M. Mathews, Esq.
Gold Weems Bruser Sues & Rundell, APLC
P.O. Box 6118
Alexandria, LA 71307-6118
Tel: (318) 445-6471
Fax: (318) 445-6476
Email: bdrell@goldweems.com
About Soldier Operating
Soldier Operating, LLC and Viceroy Petroleum, LP filed voluntary
petitions for relief under Chapter 11 of the Bankruptcy Code
(Bankr. W.D. La. Lead Case No. 24-50387) on May 13, 2024. In the
petitions signed by Matthew Ferguson, president, Soldier Operating
disclosed $5,615,631 in assets and $6,089,722 in liabilities.
Judge John W. Kolwe presides over the cases.
Bradley L. Drell, Esq., at Gold, Weems, Bruser, Sues & Rundell,
APLC, is the Debtors' counsel.
The U.S. Trustee appointed an official committee of unsecured
creditors in the Chapter 11 cases. The committee tapped H. Kent
Aguillard, Esq., and Caleb K. Aguillard, Esq., and Stewart Robbins
Brown & Altazan, LLC as co-counsel.
SONOMA PHARMACEUTICALS: Posts $610,000 Net Loss in Fiscal Q3
------------------------------------------------------------
Sonoma Pharmaceuticals, Inc. filed with the U.S. Securities and
Exchange Commission its Quarterly Report on Form 10-Q reporting a
net loss of $610,000 on $3.6 million of revenues for the three
months ended September 30, 2024, compared to a net loss of $1.5
million on $2.7 million of revenues for the three months ended
September 30, 2023.
For the six months ended September 30, 2024, the Company reported a
net loss of $1.8 million on $7 million of revenues, compared to a
net loss of $2.9 million on $6.2 million of revenues for the same
period in 2023.
At September 30, 2024 and March 31, 2024, the Company's accumulated
deficit amounted to $196,102,000 and $194,349,000, respectively.
The Company had working capital of $8,912,000 and $8,829,000 as of
September 30, 2024 and March 31, 2024, respectively. The cash
balance at September 30, 2024 and March 31, 2024 was $4,078,000 and
$3,128,000, respectively. During the six months ended September 30,
2024 and 2023, net cash used in operating activities amounted to
$558,000 and $1,446,000, respectively.
Management believes that the Company has access to additional
capital resources through possible public or private equity
offerings, debt financings, corporate collaborations or other
means; however, the Company cannot provide any assurance that other
new financings will be available on commercially acceptable terms,
if needed. If the economic climate in the U.S. deteriorates, the
Company's ability to raise additional capital could be negatively
impacted. If the Company is unable to secure additional capital, it
may be required to take additional measures to reduce costs in
order to conserve its cash in amounts sufficient to sustain
operations and meet its obligations. These measures could cause
significant delays in the Company's continued efforts to
commercialize its products, which is critical to the realization of
its business plan and the future operations of the Company. This
uncertainty along with the Company's history of losses indicates
that there is substantial doubt about the Company's ability to
continue as a going concern within the next 12 months.
As of September 30, 2024, the Company had $13.7 million in total
assets, $8.3 million in total liabilities, and $5.4 million in
total stockholders' equity.
A full-text copy of the Company's Form 10-Q is available at:
https://tinyurl.com/ys5bua5p
About Sonoma Pharmaceuticals
Sonoma Pharmaceuticals, Inc. (NASDAQ: SNOA) --
http://www.sonomapharma.com/-- is a global healthcare company
developing and producing stabilized hypochlorous acid, or HOCl,
products for a wide range of applications, including wound care,
eye care, oral care, dermatological conditions, podiatry, animal
health care, and non-toxic disinfectants. The Company's products
reduce infections, itch, pain, scarring, and harmful inflammatory
responses in a safe and effective manner. In-vitro and clinical
studies of HOCl show it to have impressive antipruritic,
antimicrobial, antiviral, and anti-inflammatory properties. The
Company's stabilized HOCl immediately relieves itch and pain, kills
pathogens and breaks down biofilm, does not sting or irritate the
skin, and oxygenates the cells in the area treated, assisting the
body in its natural healing process. The Company sells its products
either directly or via partners in 55 countries worldwide.
Tampa, Florida-based Frazier & Deeter, LLC, the Company's auditor
since 2021, issued a "going concern" qualification in its report
dated June 17, 2024, citing that the Company has incurred
significant losses and negative operating cash flows and needs to
raise additional funds to meet its obligations and sustain its
operations. These conditions raise substantial doubt about its
ability to continue as a going concern.
SPD 2010: Voluntary Chapter 11 Case Summary
-------------------------------------------
Debtor: SPD 2010 LLC
142 Joralemon Street
Brooklyn, NY 11201
Chapter 11 Petition Date: November 27, 2024
Court: United States Bankruptcy Court
Eastern District of New York
Case No.: 24-44982
Debtor's Counsel: Sari B. Placona, Esq.
MCMANIMON, SCOTLAND & BAUMAN, LLC
75 Livingston Avenue
Suite 201
Roseland, NJ 07068
Tel: 973-622-1800
Fax: 973-622-3744
Email: splacona@msbnj.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $100,000 to $500,000
The petition was signed by Svetlana Kibrik as sole owner, member,
and president.
The Debtor failed to include in the petition a list of its 20
largest unsecured creditors.
A full-text copy of the petition is available for free at
PacerMonitor.com at:
https://www.pacermonitor.com/view/2N6NYHY/SPD_2010_LLC__nyebke-24-44982__0001.0.pdf?mcid=tGE4TAMA
SPIRIT AIRLINES: Citadel, Pimco to Get Equity
---------------------------------------------
Jonathan Randles of Bloomberg News reports that Citadel Advisors,
Pimco, and Western Asset Management are part of a group of
investment firms that hold a Spirit Airlines bond involved in the
airline's proposed debt-for-equity swap under bankruptcy
proceedings.
The group, which includes holders of Spirit's 8% note maturing in
2025, supports the Chapter 11 restructuring plan, according to a
court filing on November 25, 2024.
Citadel and its affiliates are the largest stakeholders in the
group, with a disclosed economic interest of $149.3 million, the
report states.
About Spirit Airlines
Spirit Airlines Inc. is a major United States ultra-low cost
airline headquartered in Miramar, Florida, in the Miami
metropolitan area.
As of March 31, 2024, the Company had $9.5 billion in total assets,
$8.5 billion in total liabilities, and $1 billion in total
stockholders' equity.
* * *
In June 2024, S&P Global Ratings lowered its issuer credit rating
on Spirit Airlines Inc. to 'CCC' from 'CCC+'. S&P also lowered its
ratings on Spirit's enhanced equipment trust certificates (EETCs)
by one notch, in line with the lower issuer credit rating. The
negative outlook reflects the uncertainty around the company's
ability to address its upcoming 2025 maturities, the sustainability
of its capital structure over the longer term, and S&P's view that
a distressed exchange is likely.
In January 2024, Moody's Investors Service downgraded its ratings
of Spirit Airlines, including the corporate family rating to Caa2
from Caa1 and probability of default rating to Caa2-PD from
Caa1-PD. Moody's also downgraded the backed senior secured rating
assigned to Spirit IP Cayman Ltd.'s 8% senior notes, which are
secured by the company's loyalty program and brand IP, to Caa2 from
B2. The speculative grade liquidity rating remains unchanged at
SGL-3 and the rating outlook remains negative. The downgrade of the
corporate family rating to Caa2 reflects Moody's belief that the
potential of a default has increased since Judge William Young
ruled in January that the agreed acquisition by JetBlue Airways
Corp. would be anti-competitive and a violation of the Clayton Act.
The downgrades of the CFR as well as of the senior notes secured by
Spirit's loyalty program IP and brand IP reflect the increased
potential of a default and less than a full recovery, whether in a
formal reorganization or if the senior secured notes are refinanced
or retired for less than face value. The Caa2 instrument rating
incorporates a negative one notch override of the LGD model to
reflect the potential for a more than nominal loss on the
instrument in a restructuring or exchange scenario. Following the
ruling on January 16, the market price of the notes fell to around
50 from the low to mid-70s since mid-November. The notes price has
increased to the low 60s following the announcement that Spirit and
JetBlue would appeal the District Court's ruling.
Moody's continues to expect Spirit's operations to generate an
operating loss in 2024 and again in 2025 on a reported basis.
Moody's forecasts about breakeven operating cash flow in 2024, an
improvement from its forecast for negative $150 million in 2023.
Moody's projects cash to fall from the $1.1 billion on hand on
September 30, 2023, towards $700 million by the end of 2024.
The Company's $300 million revolver expires on September 30, 2025.
Alternate sources of liquidity are very limited.
In September 2023, Egan-Jones Ratings Company maintained its 'CCC+'
foreign currency and local currency senior unsecured ratings on
debt issued by Spirit Airlines, Inc.
STEWARD HEALTH: Claims Filing Deadline Set for Dec. 20
------------------------------------------------------
The U.S. Bankruptcy Court for the Southern District of Texas set
Dec. 20, 2024, as the last date for creditors of Steward Health
Care System LLC and its debtor-affiliates to administrative proofs
of claim against the Debtors.
Each Proof of Administrative Claim must be filed, including
supporting documentation, so that Debtors' notice and claims agent,
Kroll Restructuring Administration LLC, actually receives the Proof
of Administrative Claim on or before the Administrative Claims Bar
Date (i) electronically, using the interface available on Kroll's
website at https://restructuring.ra.kroll.com/Steward or (ii) by
mailing, sending by overnight delivery service, or hand delivering
the original completed Proof of Administrative Claim to Kroll at
the following addresses:
a) If by First-Class Mail
Steward Health Care System LLC, et al.
Claims Processing Center
c/o Kroll Restructuring Administration LLC
Grand Central Station
PO Box 4850
New York, NY 10163-4850
b) If by Hand Delivery or Overnight Mail
Steward Health Care System LLC, et al.
Claims Processing Center
c/o Kroll Restructuring Administration LLC
850 3rd Avenue, Suite 412
Brooklyn, NY 11232
The Proof of Administrative Claim Form, and copies of the Order and
other information regarding these chapter 11 cases are available
for inspection free of charge on the Debtors' website at
https://restructuring.ra.kroll.com/Steward. The Order and other
filings in these chapter 11 cases also are available for a fee at
the Court's website at https://ecf.txsb.uscourts.gov. A login
identification and password to the Court’s Public Access to Court
Electronic Records ("PACER") are required to access this
information and can be obtained through the PACER Service Center at
http://www.pacer.psc.uscourts.gov.
If you require additional information regarding the filing a proof
of administrative claim, or to request a mailed copy of the Proof
of Administrative Claim Form, you may contact the Debtors’
restructuring hotline at: (888) 505-1257 (toll free) or (646)
893-5546 (international).
About Steward Health Care
Steward Health Care System LLC owns and operates the largest
private physician-owned for-profit healthcare network in the U.S.
Headquartered in Dallas, Texas, Steward's operations include 31
hospitals in eight states, approximately 400 facility locations,
4,500 primary and specialty care physicians, 3,600 staffed beds,
and nearly 30,000 employees. Steward Health Care provides care to
more than two million patients annually.
Steward and 166 affiliated debtors filed a Chapter 11 petitions
(Bankr. S.D. Texas Lead Case No. 24-90213) on May 6, 2024, in the
U.S. Bankruptcy Court for the Southern District of Texas, and the
Honorable Christopher M. Lopez oversees the proceeding.
Weil, Gotshal & Manges LLP is serving as the Company's legal
counsel. AlixPartners, LLP is providing financial advisory services
to the Company, and John Castellano of AlixPartners is serving as
the Company's Chief Restructuring Officer. Lazard Freres & Co. LLC,
Leerink Partners LLC, and Cain Brothers, a division of KeyBanc
Capital Markets Inc. are providing investment banking services to
the Company. McDermott Will & Emery is special corporate and
regulatory counsel for the company. Kroll is the claims agent.
The U.S. Trustee for Region 7 appointed an official committee to
represent unsecured creditors in the Debtors' Chapter 11 cases.
The committee is represented by Akin Gump Strauss Hauer & Feld,
LLP.
STICKY HOLSTERS: Amends Plan to Include Albert Wagner Unsec. Claims
-------------------------------------------------------------------
Sticky Holsters, Inc., submitted a First Amended Plan of
Reorganization for Small Business dated October 15, 2024.
At the sole option of the Debtor, payments to unsecured creditors
shall be made (i) on the Effective Date of the Plan, or (ii) on a
quarterly basis over a period of three years or twelve quarters,
commencing on the first day of the calendar quarter beginning after
the Effective Date.
This Plan of Reorganization proposes to pay creditors of the Debtor
from (i) existing cash on hand on the Effective Date; (ii)
projected disposable income remaining after the payment of
operating expenses; and (iii) the confirmation deposit.
Specifically, the distributions to unsecured creditors will be
fixed payments based upon projected disposable income as set forth
in Section 1191(b) of the Bankruptcy Code remaining after payment
of operating expenses and senior claims. The Debtor, as reorganized
pursuant to this Plan, are hereafter referred to as the
"Reorganized Debtor" in these Bankruptcy Cases.
Class 2 consists of all nonpriority, unsecured claims. Every holder
of an allowed non-priority, non-insider unsecured claim against the
Debtor shall receive its pro-rata share of projected disposable
income, as defined in Sections 1191(c)(2)(A) of the Bankruptcy
Code, remaining after payment of operating expenses and senior
claims. Payments shall be made on a quarterly basis over a period
of three years or twelve quarters, commencing on the first day of
the calendar quarter following the Effective Date. Class 2 is
impaired by the Plan.
Class 3 is comprised of the non-priority, unsecured claim of Albert
Wagner. In the proceeding, Wagner v. Sticky Holsters, Inc., et al.,
case number 14-CA-2254, pending in the Twentieth Judicial Circuit
Court in and for Collier County, Florida, the state court entered
its Order On Liquidation of Damages dated September 18, 2024 which
found that the Debtor owes Albert Wagner $22,308.00, plus interest.
The State Court determined that the Wagner claim is $22,308, which,
together with interest, the Debtor determines is $33,131.84 (the
"Wagner Debt"). The Debtor reserves the right to setoff any claim
of the Debtor for damages, attorney's fees and costs, the Wagner
Debt.
The garnishment lien in favor of the United States, Department of
Justice, Internal Revenue Service ("IRS"), 1 in the current amount
of approximately $334,000 shall attach to any and all distributions
made to or on account of any allowed claim or interest of Albert
Wagner or James Murray.
At the sole option of the Debtor, the Debtor shall (i) escrow the
payment of the Wagner Debt until determination of any setoff
amount, (ii) pay to the IRS the Wagner Debt in full on the
Effective Date, (iii) pay to the IRS the Wagner Debt in twelve
equal quarterly payments, or (iv) under such other terms as agreed
between the Debtor and the IRS. The equity interests of Albert
Wagner shall be canceled as of the Effective Date. Class 3 is
unimpaired by the Plan.
Class 4 is comprised of all equity interests in the Debtor as set
forth in the schedules or as determined by the Bankruptcy Court.
Existing equity security holders will be cancelled as of the
Effective Date and 100% of post-Effective Date equity interests
will be issued to Michael Christoff in exchange for the
confirmation deposit. No distributions will be made to
post-Effective Date equity security holders until the distributions
to Class 2 have been made.
Payments required under the Plan will be funded from (i) existing
cash on hand on the Effective Date; (ii) projected disposable
income remaining after the payment of operating expenses; and (iii)
a confirmation deposit in the amount of $200,000.00 to be provided
by Mr. Michael Christoff.
A full-text copy of the First Amended Plan dated October 15, 2024
is available at https://urlcurt.com/u?l=DK4HVB from
PacerMonitor.com at no charge.
Attorneys for the Debtor:
Stephen R. Leslie, Esq.
Stichter, Riedel, Blain & Postler, P.A.
110 East Madison Street, Suite 200
Tampa, FL 33602
Telephone: (813) 229-0144
E-mail: sleslie@srbp.com
About Sticky Holsters
Sticky Holsters, Inc., manufactures various designs of holsters for
concealed weapons, which it sells through a network of distributors
and retail sales throughout the United States.
The Debtor filed a petition under Chapter 11, Subchapter V of the
Bankruptcy Code (Bankr. M.D. Fla. Case No. 23-00962) on Aug. 21,
2023, with $500,001 to $1 million in both assets and liabilities.
Judge Caryl E. Delano oversees the case.
The Debtors tapped Stephen R. Leslie, Esq., at Stichter, Riedel,
Blain & Postler, PA as legal counsel and McHale PA as financial
advisor and expert witness.
STOLI GROUP: Case Summary & 30 Largest Unsecured Creditors
----------------------------------------------------------
Two affiliates that concurrently filed voluntary petitions for
relief under Chapter 11 of the Bankruptcy Code:
Debtor Case No.
------ --------
Stoli Group (USA), LLC (Lead Case) 24-80146
135 East 57th Street
9th Floor
New York, NY 10022
Kentucky Owl, LLC 24-80147
35 East 57th Street
9th Floor
New York, NY 10022
Business Description: Stoli is a producer, manager, and
distributor of a global portfolio of spirits
and wines.
Chapter 11 Petition Date: November 27, 2024
Court: United States Bankruptcy Court
Northern District of Texas
Judge: Hon. Scott W. Everett
Debtors' Counsel: Holland N. O'Neil, Esq.
Stephen A. Jones, Esq.
Mary Rofaeil, Esq.
Zachary C. Zahn, Esq.
FOLEY & LARDNER LLP
2021 McKinney Avenue
Suite 1600
Dallas, TX 75201
Tel: (214) 999-3000
Fax: (214) 999-4667
Email: honeil@foley.com
sajones@foley.com
mary.rofaeil@foley.com
zzahn@foley.com
- and -
Ann Marie Uetz, Esq.
FOLEY & LARDNER LLP
500 Woodward Avenue, Suite 2700
Detroit, MI 48226-3489
Tel: (313) 234-7100
Fax: (313) 234-2800
Email: auetz@foley.com
- and -
Michael J. Small, Esq.
FOLEY & LARDNER LLP
321 North Clark Street, Suite 3000
Chicago, IL 60654-4762
Tel: (312) 832-4500
Fax: (312) 832-4700
Email: msmall@foley.com
Lead Debtor's
Estimated Assets: $100 million to $500 million
Lead Debtor's
Estimated Liabilities: $50 million to $100 million
The petitions were signed by Chris Caldwell as president and global
chief executive officer.
Full-text copies of the petitions are available for free at
PacerMonitor.com at:
https://www.pacermonitor.com/view/2EM2C3I/Stoli_Group_USA_LLC__txnbke-24-80146__0001.0.pdf?mcid=tGE4TAMA
https://www.pacermonitor.com/view/2NEZJ7A/Kentucky_Owl_LLC__txnbke-24-80147__0001.0.pdf?mcid=tGE4TAMA
List of Debtors' 30 Largest Unsecured Creditors:
Entity Nature of Claim Claim Amount
1. Motive Marketing Group, Inc. Trade Debts $884,859
PO Box 11453
Bainbridge Island, WA 98110
Tel: 206-855-7900
2. Colangelo & Partners Public Trade Debts $797,492
Relations
55 West 39th St. FL5
New York, NY 10018
Tel: 347-992-9196
3. Republic National Distributing Trade Debts $770,948
Company
44 Chenell Drive
Concord, NH 03301
Tel: 603-225-9700
Fax: 603-225-9700
4. Social Chain Germany GmbH Trade Debts $737,334
Zehdenicker Str. 21
Berlin, 10119
Germany
5. Achaval Ferrer S.A. Trade Debts $649,854
Calle Cobos, Pedriel 2601
Mendoza, 7 5509
Argentina
6. Los Angeles Dodgers LLC Trade Debts $539,583
1000 Vin Scully Avenue
Los Angeles, CA 90012
Tel: 323-224-1360
7. The Belt's Corporation Trade Debts $506,624
1820 Portal Street
Baltimore, MD 21224-6512
Tel: 410-342-1111
8. RNDC - MI Trade Debts $450,745
13000 Eckles Road
Livonia, MI 48150
Tel: 734-324-3000
9. Inmar Brand Solutions Inc Professional $382,005
635 Vine St Services
Winston Salem, NC 27101
Tel: 513-334-4364
10. CB Neptune Holdings LLC Trade Debts $373,781
545 Washington Blvd 8th floor
Jersey City, NJ 7310
Tel: 203-563-6424
11. Arrowhead Promotion & Trade Debts $362,850
Fulfillment C
1105 S.E. 8th Street
Grand Rapids, MN 55744
Tel: 218-327-1165
12. John S. Connor, Inc. Trade Debts $337,617
799 Cromwell Park Drive, Suite A
Baltimore, MD 21279-1384
Tel: 410-863-0211
13. Florida Panthers Trade Debts $323,044
Hockey Club, Ltd.
1 Panther Parkway
Sunrise, FL 33323
14. New Orleans Louisiana Saints Trade Debts $275,625
Airline Dr 5800
Metairie, LA 70003
Tel: 504-593-4853
15. Amber Beverage Group SIA Trade Debts $247,874
Raņķa dambis 30-120
Riga, 1048
16. Breakthru Beverage Trade Debts $215,443
Pennsylvania
129 Hartman Road
North Wales, PA 19454
Tel: 267-960-0900
17. 135 East 57th Street, LLC Trade Debts $204,039
PO Box 780654
Philadelphia, PA 19178-0654
18. Centiv Services (Brandmuscle) Trade Debts $172,840
233 South Wacker Drive
Suite 4400
Chicago, IL 60606
Tel: 312-235-5700
19. CR3 Partners, LLC Professional $168,657
13355 Noel Road, Ste 2005 Services
Dallas, TX 75240
Tel: 800-728-7176
20. Fold 7 Ltd Trade Debts $154,747
16-18 Kirby Street
London, EC1N 8TS
United Kingdom
Tel: 020-7251-0101
21. MarkeTeam, Inc. Trade Debts $153,103
26012 Pala
Mission Viejo, CA 92691
22. Tenute Del Mondo B.V. Trade Debts $137,114
Kingsfordweg 15
Amsterdam 1043 GR
Netherlands
23. Vermont Information Trade Debts $135,768
Processing, Inc.
402 Watertower Circle
Colchester, VT 5446
Tel: 802-655-9400
24. National Alcohol Trade Debts $134,351
Beverage Control A
2900 S. Quincy Street, Suite 800
Arlington, VA 22206-2233
Tel: 703-824-3365
25. The Pathfinder Spirit, Inc. Trade Debts $131,445
2420 4th Ave S.
Seattle, WA 98134
Tel: 206-604-1899
26. BDO USA, LLP Trade Debts $131,042
5300 Patterson Avenue SE,
Ste. 100
Grand Rapids, MI 49512
Tel: 616-575-8915
27. Scan Solution Trade Debts $125,327
Incorporated JMD
3183 S 25 W
Trafalgar, FL 46181
Tel: 317-750-3559
28. HALO Branded Solutions Inc. Trade Debts $117,745
1500 Halo Way
Sterling, IL 61081
Tel: 646-307-4856
29. Republic Nat'l Distrib. - OH Trade Debts $108,279
4460 Lake Forest Drive, Ste 238
Cincinnati, OH 45242
Tel: 513-769-5811
30. Shapiro Goldstein Moses and Professional $100,931
Artuso, Services
Suite 200 7600 Jericho Turnpike
Woodbury, NY 11797
Tel: 516-932-0404
SUSHI ZUSHI: Seeks to Extend Plan Exclusivity to January 28, 2025
-----------------------------------------------------------------
Sushi Zushi of Lincoln Heights LLC, et al., Debtor Affiliates of
Sushi Zushi of Texas, LLC, filed with the U.S. Bankruptcy Court for
the Western District of Texas to extend their exclusivity periods
to file a plan of reorganization and obtain acceptance thereof to
January 20, 2025 and March 20, 2025, respectively.
From the beginning of the case filing, Debtor Sushi Zushi of Texas
has suggested its desire to consolidate with its operating
entities. The cases have a unique situation where the operating
company filed its bankruptcy prior to June 21, 2024, when the
maximum debt level for Sub V cases was $7.5 million whereas the
operating entities filed after June 21, 2024, when the debt level
for Sub V cases was approximately $3 million
The United States Trustee has raised what Debtor believes to be an
issue of first impression. The issue is whether it is appropriate
for a Sub V case to consolidate with non Sub V cases through a plan
where the Sub V plan confirmation process may have certain
advantages over the traditional chapter 11 process and, generally,
is it appropriate for Sub V and non Sub V chapter 11 cases to be
consolidated at all. Debtor agrees these likely are issues of first
impression before the Court but also believes consolidation is
appropriate in this matter and best for all parties.
The Debtors explain that while the exact process to getting to
confirmation is not certain, Debtors contend they are operationally
profitable and that it is more likely than not to confirm a plan
within a reasonable period of time.
Counsel to the Debtors:
Ronald J. Smeberg
The Smeberg Law Firm, PLLC
4 Imperial Oaks
San Antonio, TX 78248
Tel: (210) 695-6684
Fax: (210) 598-7357
Email: ron@smeberg.com
About Suhi Zushi
Suhi Zushi is a modern Japanese restaurant chain serving
traditional foods, plus classic & Latin-influenced sushi rolls.
Sushi Zushi of Texas, LLC, Sushi Zushi of Colonnade, LLC, Sushi
Zushi of Lincoln Heights LLC and Sushi Zushi of Stone Oak, LLC,
concurrently filed voluntary petitions for relief under Chapter 11
of the Bankruptcy Code (Bankr. W.D. Tex. Lead Case No. 24-51147) on
July 24, 2024. At the time of filing, each Debtor estimated
$100,000 to $500,000 in assets and $1 million to $10 million in
liabilities. The petitions were signed by Jason Kemp as manager.
Judge Michael M. Parker presides over the case.
Ronald Smeberg, Esq., at THE SMEBERG LAW FIRM, is the Debtor's as
counsel.
SVB FINANCIAL: Exits Bankruptcy as Subsidiary of MNSN Holdings
--------------------------------------------------------------
SVB Financial Group disclosed in a Form 8-K Report filed with the
U.S. Securities and Exchange Commission that on November 7, 2024,
the Company filed a Notice of Occurrence of Effective Date with the
U.S. Bankruptcy Court for the Southern District of New York. The
Confirmed Plan became effective on Thursday, November 7.
As previously reported, on March 17, 2023, the Company filed a
voluntary petition in the Bankruptcy Court for relief under the
provisions of Chapter 11 of Title 11 of the United States Code. The
Company's case is administered under the caption In re SVB
Financial Group, Case No: 23-10367. On August 2, 2024, the
Bankruptcy Court entered an order confirming the Company's Chapter
11 plan of reorganization.
Pursuant to the Confirmed Plan, on the Effective Date:
* The Company transferred certain of the Company's assets as
well as those of its direct and indirect subsidiaries to a
Liquidating Trust, which was established for the sole purpose of
liquidating and distributing such assets; and
* The assets of the Company that were not transferred to the
Liquidating Trust remained with the reorganized Company, which was
subject to certain restructuring transactions as set forth in the
Restructuring Transactions Memorandum that was filed with the
Bankruptcy Court on November 6, 2024 as part of the Plan
Supplement. The initial draft of the Restructuring Transactions
Memorandum was filed on July 2, 2024 as part of the initial
supplement to the Company's Chapter 11 plan of reorganization. The
Company filed amended versions of the Plan Supplement on July 16,
2024, July 18, 2024, August 30, 2024, November 3, 2024 and November
6, 2024. Following the completion of the restructuring transactions
in accordance with the terms of the Confirmed Plan, the reorganized
Company became a wholly-owned subsidiary of New Parent, as further
described in Item 3.03.
On the Effective Date, all existing Allowed Claims and Interests in
the Company were satisfied or canceled in accordance with the terms
of the Confirmed Plan.
Termination of
Material Definitive Agreement
Except for the purpose of evidencing a right to a Distribution
under the Confirmed Plan or as otherwise provided in the Confirmed
Plan, on the Effective Date, the obligations of the Company under
the Senior Notes Indenture, the Senior Notes Supplemental
Indenture, and the Subordinated Note Indentures, stock
certificates, book entries, and any other certificate, share, note,
bond, indenture, purchase right, option, warrant, or other
instrument or document, directly or indirectly, evidencing or
creating any indebtedness or obligation of or ownership interest in
the Company giving rise to any claim or interest were canceled, and
the duties and obligations of all parties thereto were deemed
satisfied in full, canceled, released, discharged, and of no force
or effect.
On the Effective Date, Claims and Interests in the Company were
treated as follows:
* All Other Allowed Secured Claims and All Other Allowed
Priority Claims were satisfied in full in accordance with the
applicable sections of the Confirmed Plan.
* Each Holder of an Allowed Senior Note Claim received (a)(i)
if and solely to the extent such Holder was a Qualified Holder, its
Pro Rata Share of the Funded Debt Share of the New Parent Common
Stock subject to dilution by any New Parent Transaction or (ii) if
and solely to the extent such Holder was a Non-Qualified Holder,
Cash in an amount equal to the value of the New Parent Common Stock
it would be entitled to receive if it and all holders of Senior
Notes Claims and Other General Unsecured Claims were Qualified
Holders, (b) its Pro Rata share of the Class A-1 Trust Units and
(c) Cash in an amount equal to the Senior Note Trustee Expenses
that were satisfied through application of the Senior Notes
Indenture Trustee's charging lien included in the applicable
Indenture.
* Each Holder of an Allowed Other General Unsecured Claim
received: (a)(i)(A) if and solely to the extent such Holder was a
Qualified Holder, its Pro Rata share (together with all Holders
receiving Distributions in New Parent Common Stock) of the New
Parent Common Stock subject to dilution by any New Parent
Transaction or (B) if and solely to the extent such Holder was a
Non-Qualified Holder, Cash in an amount equal to the value of the
New Parent Common Stock it would be entitled to receive if it and
all holders of Senior Notes Claims and Other General Unsecured
Claims were Qualified Holders, and (ii) its Pro Rata share of the
Class A-2 Trust Units; or (b) its Distribution in Cash in an amount
equal to 45% of (i) the Allowed value of such Claim or (ii)
$11,000,000 of such Claim, if such Claim exceeds $11,000,000, in
either case, in full satisfaction of such Claim.
* Each Holder of an Allowed Subordinated Note Claim received
(a) its Pro Rata share of the Class A-3 Trust Units in an aggregate
amount equal to such Holder's Allowed Subordinated Note Claim and
(b) Cash in an amount equal to the Subordinated Note Trustee
Expenses that were satisfied through application of the
Subordinated Note Indenture Trustees' charging liens included in
the applicable Indentures.
* Each Holder of an Allowed Preferred Equity Interest received
its Pro Rata share of the Class C Trust Units.
* No holders of Common Equity Interests or 510(b) Claims
received any distributions on account of its Claim or Interest. All
Common Equity Interests that existed immediately prior to the
Effective Date were canceled on the Effective Date.
The Confirmed Plan provided that (unless otherwise agreed in
writing by the UCC and the Required Ad Hoc Senior Noteholder
Parties) the Company shall abandon all of its equity interests in,
including all of the common stock of, Silicon Valley Bank (and all
entities and arrangements that are treated as a single entity with
successor(s) to Silicon Valley Bank for U.S. federal income tax
purposes) (such equity interests, "SVB Stock") and take a
corresponding worthless stock deduction for U.S. federal, and any
and all applicable state and local tax purposes. On November 6,
2024, pursuant to the notice filed with the Bankruptcy Court on
November 6, 2024, the Company and its Chapter 11 estate abandoned
all of their equity interests in SVB Stock and surrendered all
right, title and interest to such equity interests for no
consideration.
Note to Holders of the Company's Stock
As a result of the Confirmed Plan becoming effective, all of the
Equity Interests, consisting of the Company's outstanding shares of
common stock, Series A Preferred Stock, Series B Preferred Stock,
Series C Preferred Stock, Series D Preferred Stock and Series E
Preferred Stock and related rights to receive or purchase shares of
common stock, were canceled on the Effective Date.
No shares of the Company's common stock, Series A Preferred Stock,
Series B Preferred Stock, Series C Preferred Stock, Series D
Preferred Stock or Series E Preferred Stock will be reserved for
future issuance in respect of claims and interests filed and
allowed under the Confirmed Plan or pursuant to the exercise of any
rights, options or other obligations of the Company to issue its
common stock, Series A Preferred Stock, Series B Preferred Stock,
Series C Preferred Stock, Series D Preferred Stock and/or Series E
Preferred Stock, except for shares of the Company's common stock
that were converted into New Parent Common Stock in accordance with
the Confirmed Plan.
Material Modification
to Rights of Security Holders.
As previously reported on August 23, 2024 and provided in the
Confirmed Plan, the obligations of the Company under any
certificate, Interest, share, note, bond, indenture, purchase
right, option, warrant, intercreditor agreement, guaranty,
indemnity or other instrument or document directly or indirectly
evidencing or creating any indebtedness or obligation of or
ownership interest in the Company or giving rise to any Claim or
Interest, were canceled solely as to the Company, and the Company
does not have any continuing obligations thereunder and was
released therefrom on the Effective Date.
Pursuant to the Confirmed Plan, all outstanding Equity Interests
were canceled on the Effective Date and no shares were reserved for
future issuance in respect of Claims and Interests filed and
Allowed under the Confirmed Plan, except for shares of the
Company's common stock that were converted into New Parent Common
Stock in accordance with the Confirmed Plan, as further described
below.
Before the Effective Date, nominees on behalf of the Holders of
Allowed General Unsecured Claims formed MNSN Holdings Inc., which
is herein referred to as "New Parent", and New Parent formed MNEQ
Merger Sub, Inc., which is herein referred to as "Merger Sub". On
the day following the Effective Date and in accordance with the
Confirmed Plan, Merger Sub merged with and into the Company, with
the Company surviving as a wholly-owned subsidiary of New Parent.
By virtue of such merger and in accordance with the Confirmed Plan,
the shares of the Company's common stock (which were issued to New
Equityholders on the Effective Date) were converted into New Parent
Common Stock. Accordingly, none of the shares of the Company's
common stock remain outstanding as of the date hereof, and trading
on the over-the-counter markets has ceased after the Effective
Date.
Additionally, the Confirmed Plan provides that on the Effective
Date, all directors, officers and managers of the Company will be
removed from their position without any further action. Each of the
Company's directors, including Beverly Kay Matthews, Eric A.
Benhamou, Elizabeth Burr, Richard D. Daniels, Alison Davis, Joel P.
Friedman, Thomas King, Jeffrey N. Maggioncalda, Mary J. Miller,
Kate D. Mitchell, Garen K. Staglin, Allen Parker, Steven G.
Panagos, and the Company's remaining officers, including Bill
Kosturos, Chief Restructuring Officer, Nicholas Grossi, Interim
Chief Financial Officer, and Jeff Liu, Assistant Chief
Restructuring Officer, ceased to be directors and officers of the
Company on the Effective Date.
On the day following the Effective Date, the Company filed its
third amended and restated certificate of incorporation with the
Secretary of State of the State of Delaware and adopted its amended
and restated bylaws.
Changes in Control of
SVB Financial Group
On the Effective Date, all Equity Interests that existed
immediately prior to the Effective Date were canceled and no shares
have been reserved for future issuance in respect of Claims and
Interests filed and Allowed under the Confirmed Plan, except for
shares of the Company's common stock that were converted into New
Parent Common Stock in accordance with the Confirmed Plan.
About SVB Financial Group
SVB Financial Group (Pink Sheets: SIVBQ) is a financial services
company focusing on the innovation economy, offering financial
products and services to clients across the United States and in
key international markets.
Prior to March 10, 2023, SVB Financial Group owned and operated
Silicon Valley Bank, a state chartered bank. During the week of
March 6, 2023, Silicon Valley Bank, Santa Clara, CA, experienced a
severe "run-on-the-bank." On the morning of March 10, the
California Department of Financial Protection and Innovation seized
SVB and placed it under the receivership of the Federal Deposit
Insurance Corporation. SVB was the nation's 16th largest bank and
the biggest to fail since the 2008 financial meltdown.
On March 17, 2023, SVB Financial Group sought Chapter 11 bankruptcy
protection (Bankr. S.D.N.Y. Case No. 23-10367). The Debtor had
assets of $19,679,000,000 and liabilities of $3,675,000,000 as of
Dec. 31, 2022.
The Hon. Martin Glenn is the bankruptcy judge.
The Debtor tapped Sullivan & Cromwell, LLP as bankruptcy counsel;
Centerview Partners, LLC as investment banker; and Alvarez & Marsal
North America, LLC as restructuring advisor. William Kosturos, a
partner at Alvarez & Marsal, serves as the Debtor's chief
restructuring officer. Kroll Restructuring Administration, LLC, is
the claims and noticing agent and administrative advisor.
The U.S. Trustee for Region 2 appointed an official committee to
represent unsecured creditors in the Debtor's Chapter 11 case.
The committee tapped Akin Gump Strauss Hauer & Feld, LLP as
bankruptcy counsel; Cole Schotz P.C. as conflict counsel; Lazard
Freres & Co. LLC as investment banker; and Berkeley Research Group,
LLC as financial advisor.
TBDB GR8: Seeks Bankruptcy Protection in Florida
------------------------------------------------
On November 14, 2024, TBDB GR8 Pizza LLC filed Chapter 11
protection in the Middle District of Florida. According to court
filing, the Debtor reports $4,358,753 in debt owed to 1 and 49
creditors. The petition states funds will be available to unsecured
creditors.
About TBDB GR8 Pizza LLC
TBDB GR8 Pizza LLC, doing business as Marco's Pizza, owns and
operates a pizza restaurant.
TBDB GR8 Pizza LLC sought relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. M.D. Fla. Case No. 24-06745) on November
14, 2024. In the petition filed by Terry Burkholder, as manager,
the Debtor reports total assets of $48,395 and total liabilities of
$4,358,753.
Honorable Bankruptcy Judge Roberta A. Colton handles the case.
The Debtor is represented by:
Buddy D. Ford, Esq.
BUDDY D. FORD, P.A.
9301 West Hillsborough Avenue
Tampa, FL 33615-3008
Tel: (813) 877-4669
Fax: (813) 877-5543
Email: All@tampaesq.com
TEGNA INC: Reports $147.2 Million Net Income in Fiscal Q3
---------------------------------------------------------
TEGNA Inc. filed with the U.S. Securities and Exchange Commission
its Quarterly Report on Form 10-Q reporting a net income of $147.2
million on $806.8 million of revenues for the three months ended
September 30, 2024, compared to a net income of $96.3 million on
$713.2 million of revenues for the three months ended September 30,
2023.
For the nine months ended September 30, 2024, the Company reported
a net income of $418.5 million on $2.2 billion of revenues,
compared to a net income of $400.4 million on $2.2 billion of
revenues for the same period in 2023.
As of September 30, 2024, the Company had $7.2 billion in total
assets, $4.3 billion in total liabilities, $19.9 million in
commitments and contingent liabilities, and $2.9 billion in total
equity.
A full-text copy of the Company's Form 10-Q is available at:
https://tinyurl.com/237yd6ru
About TEGNA
Headquartered in Tysons Corner, Virginia, TEGNA Inc. (NYSE: TGNA)
is an American publicly traded broadcast, digital media and
marketing services company. It was created on June 29, 2015, when
the Gannett Company split into two publicly traded companies.
TEGNA reported a net income of $476.7 million attributable to the
Company for the year ended December 31, 2023, compared to a net
income of $630.5 million attributable to the Company for the year
ended December 31, 2022. As of June 30, 2024, TEGNA had $7.1
billion in total assets, $4.3 billion in total liabilities, and
$2.8 billion in total equity.
Egan-Jones Ratings Company, on January 16, 2024, maintained its
'CCC+' foreign currency and local currency senior unsecured ratings
on debt issued by TEGNA Inc.
TEMADA INC: Voluntary Chapter 11 Case Summary
---------------------------------------------
Debtor: Temada Inc.
d/b/a Rembrant Auto Body
1900 NE 114th Street
Miami FL 33162
Case No.: 24-22472
Chapter 11 Petition Date: November 26, 2024
Court: United States Bankruptcy Court
Southern District of Florida
Judge: Hon. Corali Lopez-Castro
Debtor's Counsel: David W. Langley, Esq.
DAVID W. LANGLEY
8551 W. Sunrise Blvd., Suite 303
Plantation, FL 33322
Tel: 954-356-0450
Email: dave@flalawyer.com
Estimated Assets: $0 to $50,000
Estimated Liabilities: $1 million to $10 million
The petition was signed by Damian Tejera as president.
The Debtor failed to include in the petition a list of its 20
largest unsecured creditors.
A full-text copy of the petition is available for free at
PacerMonitor.com at:
https://www.pacermonitor.com/view/2E3QGCA/Temada_Inc_dba_Rembrant_Auto_Body__flsbke-24-22472__0001.0.pdf?mcid=tGE4TAMA
TIME OUT PROPERTIES: Bankr. Administrator Unable to Appoint Panel
-----------------------------------------------------------------
The U.S. Bankruptcy Administrator for the Eastern District of North
Carolina disclosed in a filing that no official committee of
unsecured creditors has been appointed in the Chapter 11 case of
Top Park Services, LLC.
About Time Out Properties
Time Out Properties, LLC is a holding company that owns 100% of the
equity in each of Prairie Knolls, Grand Valley MHP, LLC, and
Rolling Acres MHC, LLC, each of which own and operate a mobile home
park.
Time Out Properties filed Chapter 11 petition (Bankr. S.D. Fla.
Case No. 24-19722) on September 20, 2024, with $1 million to $50
million in both assets and liabilities. On October 1, 2024, the
case was transferred to the U.S. Bankruptcy Court for the Eastern
District of North Carolina and was assigned a new case number (Case
No. 24-03435).
Judge Pamela W. Mcafee oversees the case.
The Debtor is represented by Bradley S. Shraiberg, Esq., at
Shraiberg Page P.A.
TIPPETT STUDIO: Unsecureds' Recovery "Unknown" in Plan
------------------------------------------------------
Tippett Studio, Inc., filed with the U.S. Bankruptcy Court for the
Northern District of California a Combined Chapter 11 Plan of
Reorganization and Disclosure Statement dated October 16, 2024.
The Debtor is a privately held Berkeley based visual effects
company with a long illustrative history.
Since the Debtor was founded by Philip and Jules Tippett
(collectively the "Tippetts"), the Debtor has been involved in some
of the most ground breaking and historical films relating to visual
effect, including working with Lucasfilm in the Star Wars movie
empire (pun intended) and Steven Spielberg on the groundbreaking
Jurassic Park.
Since filing its Chapter 11 case, the Debtor has remained in
possession of its assets as what is known as the
"Debtor-In-Possession" and has been operating its business.
Pursuant to the Final Order Granting Borrowing Motion dated June 6,
2021 [Docket No. 52], Phantom Digital Effects, Ltd. loaned the
Debtor $700,000 post petition ("Phantom Loan"). The Phantom Loan is
secured by a first priority lien pursuant to Section 364(d)(1)
encumbering all of the assets of the estate, exclusive of pre
petition accounts receivable and Chapter 5 claims ("Phantom
Lien").
Phantom has the right to convert the Phantom Loan into equity of
the Debtor. In addition to converting the Phantom Loan, Phantom
shall invest up to $2,000,000 into the reorganized debtor to be
used to fund the payments under the Plan ("Equity Investment"). In
exchange for converting the Phantom Loan into equity and the Equity
Investment, Phantom will receive an eighty percent ownership
interest in the reorganized debtor as of the Effective Date.
Class 7 consists of all current and former employees of the Debtor
owed prepetition wages (both priority and nonpriority). The members
are listed on Exhibit 5 of the Plan which lists each class member
and the total proposed payment on each individual claim. The total
amount to be paid to members of the class is $3,253,538 and will be
made by the Debtor from the Phantom investment, revenues and
insurance proceeds which includes past due wages and 401k past due
contributions. Payments to these class members will be made in five
installments as follows: $1,100,000 due on the Effective Date of
the Plan (this initial payment will be paid to each of the
accepting class members by funds earmarked from Phantom upon the
affirmative acceptance by this class); $600,000 on June 30, 2025;
$600,000 on December 31, 2025; $600,000 on June 31, 2026; and
$353,000 on December 31, 2026.
As a condition to receiving payment as set forth in Exhibit 5, the
member shall execute a release of claims, releasing the Debtor, its
officers and owners identified therein from any liability relating
to the claims in this class ("Consensual Release"). In the event
that a member does not agree to execute the Consensual Release, the
member will be treated as a Class 8 member.
Class 8 consists of all non-subordinated, general unsecured claims
against the Debtor. These claims include those claims listed in the
Debtor's schedules not in dispute by the Debtor and claims filed in
this case. The claims are estimated to be $2,900,000. Over a period
of five years after the Effective Date, in its discretion, the
Debtor reserves the right to make payments to creditors in Class 8
provided it has the sufficient funds after paying its operating
expenses, Plan payments and reserving sufficient capital. The
timing and amount of any payments to Class 8 is unknown.
Creditors in this class may not take any collection action against
Debtor so long as Debtor is not in material default under the Plan.
This class is impaired and is entitled to vote on confirmation of
the Plan. The Debtor does not dispute any of the claims in this
class.
Class 9 currently consists of the Tippetts, the sole shareholders
of the Debtor. Subject to an agreed upon shareholder agreement with
the Tippetts, on the Effective Date, Phantom shall invest $800,000
in the Debtor and shall make the earmarked payments to the extent
applicable for the benefit of Class 1 and Class 7. In exchange for
an eighty percent equity interest in the Debtor to be received no
later than the Effective Date. The Tippetts will own the remaining
twenty percent interest in the Debtor, but such interest is subject
to forfeiture in the event that the Tippets leave the reorganized
debtor within a year of the Effective Date of the Plan.
On the Effective Date, all property of the estate and interests of
the Debtor will vest in the reorganized Debtor pursuant to Section
1141(b) of the Bankruptcy Code free and clear of all claims and
interests except as provided in this Plan, subject to revesting
upon conversion to Chapter 7 as provided in Part 5(f).
The obligations to creditors that Debtor undertakes in the
confirmed Plan replace those obligations to creditors that existed
prior to the Effective Date of the Plan. Debtor's obligations under
the confirmed Plan constitute binding contractual promises that, if
not satisfied through performance of the Plan, create a basis for
an action for breach of contract under California law. To the
extent a creditor retains a lien under the Plan, that creditor
retains all rights provided by such lien under applicable
non-Bankruptcy law.
A full-text copy of the Combined Plan and Disclosure Statement
dated October 16, 2024 is available at
https://urlcurt.com/u?l=PVwiAz from PacerMonitor.com at no charge.
Counsel to the Debtor:
Chris D. Kuhner, Esq.
Kornfield Nyberg Bendes Kuhner & Little, P.C.
1970 Broadway, Suite 600
Oakland, California 94612
Tel: (510) 763-1000
Fax: (510) 273-8669
Email: c.kuhner@kornfieldlaw.com
About Tippett Studio
Tippett Studio, Inc., is an established evergreen Media Production
house enabling film makers and creative directors to realize their
vision through creation of high-end digital effects for feature
films, episodic content, commercials and immersive experiences.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. N.D. Cal. Case No. 24-40657) on May 1,
2024. In the petition signed by Gary Mundell, president and chief
executive officer, the Debtor disclosed $5,362,065 in assets and
$9,826,417 in liabilities.
Judge William J. Lafferty, III oversees the case.
Chris Kuhner, Esq., at KORNFIELD, NYBERG, BENDES, KUHNER & LITTLE
P.C., is the Debtor's legal counsel.
TOP PARK SERVICES: Bankr. Administrator Unable to Appoint Committee
-------------------------------------------------------------------
The U.S. Bankruptcy Administrator for the Eastern District of North
Carolina disclosed in a filing that no official committee of
unsecured creditors has been appointed in the Chapter 11 case of
Top Park Services, LLC.
About Top Park Services
Top Park Services, LLC is a Fort Lauderdale-based company involved
in the management and operation of mobile home parks.
Top Park Services filed Chapter 11 petition (Bankr. S.D. Fla. Case
No. 24-19720) on September 20, 2024, with $10 million to $50
million in both assets and liabilities. On October 1, 2024, the
case was transferred to the U.S. Bankruptcy Court for the Eastern
District of North Carolina and was assigned a new case number (Case
No. 24-03434).
Judge Pamela W Mcafee oversees the case.
The Debtor is represented by Bradley S. Shraiberg, Esq., at
Shraiberg Page P.A.
TOTAL AUTO: Retail Installment Contracts Sale to Asta Funding OK'd
------------------------------------------------------------------
Total Auto Financing LLC received the green light from the U.S.
Bankruptcy Court for the Eastern District of Virginia, Alexandria
Division, to sell its Retail Installment Contracts and related
rights to the successful bidder, free and clear of liens, claims,
and interests.
The Court has determined that in the Auction conducted on October
29, 2024, Palisades Acquisition XXV, LLC, a Delaware limited
liability company and as designee of the buyer, Asta Funding, was
designated by the Trustee of the case as the successful bidder with
a cash purchase price of $6,380,000 as of September 30, 2024 and
the Purchaser has paid the Trustee a non-refundable deposit in the
amount of $1,276,000.00.
The purchase price of the Property has been allocated to Automotive
Finance Corporation (AFA) as the first priority line collateral in
the amount of $300,000.000 and American Credit Acceptance, LLC
(ACA) with $6,080,000.
The Court indicated that the Auction was conducted in a manner in
compliance with the Motion and the Court's orders, and afforded a
full, fair and reasonable opportunity for any potential purchaser
to make a higher or otherwise better offer to purchase the Assets.
The Court held that the Purchase Price was the highest and best
offer for the Assets at the Auction, constitutes a reasonably
equivalent value and fair consideration for the Assets, and the
Trustee's designation of Purchaser as the Successful Bidder
represents a valid and sound exercise of the Trustee's business
judgment.
The Court also agreed that time is of the essence in consummating
the sale of the Assets, and undue delay in closing the transaction
contemplated by the Purchase Agreement will have a negative impact
on the value of the Assets.
Within three business days of closing, the Trustee will remit to
ACA the amount of $4,932, 583.07 and AFC with $259,609.64. In
addition, the Trustee shall make additional cash distributions as
final payments on account of their secured claims in the case with
$175,000.00 to ACA and $9,210.53 to AFC.
The Court further ordered that estate shall have no obligation to
pay fees and expenses of Peritus Portfolio Services II, LLC
incurred following September 30, 2024, with the exception of
counsel fees incurred prior to Closing.
About Total Auto Financing LLC
Total Auto Financing, LLC is in the business of automotive finance
for sub-prime car purchasers using retail installment contracts. It
was formed by Elshan Bayramov and Babak Bayramov on September 28,
2020. It provides loan portfolio management services for a $48
million loan portfolio employing eight persons in the U.S. and
eight persons in the Bayramovs' native country of Azerbaijan.
Total Auto Financing sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. E.D. Va. Case No. 23-11867) on November 15,
2023, with $10 million to $50 million in both assets and
liabilities. Elshan Bayramov, member-manager, signed the petition.
Judge Brian F. Kenney oversees the case.
Martin C. Conway, Esq., at Conway Law Group, PC, represents the
Debtor as legal counsel.
TREE LANE: Seeks to Extend Plan Exclusivity to April 10, 2025
-------------------------------------------------------------
Tree Lane LLC asked the U.S. Bankruptcy Court for the Central
District of California to extend its exclusivity periods to file a
plan of reorganization and obtain acceptance thereof to April 10,
2025 and June 10, 2025, respectively.
The Debtor explains that in the short time that this chapter 11
Case has been pending, the Debtor has made significant progress
toward reorganization, including obtaining Court approval of the
employment of Traverse LLC as chief Restructuring Officer and
designating Albert Altro as the Debtor's Chief Restructuring
Officer ("CRO"), has assumed necessary executory contracts,
obtained interim financing to address protecting the Property and
complying with the requests of the City of Los Angeles regarding
erosion control issues, and entered into the Settlement Agreement
which resolves all issues between the Debtor and Skylark and
provides for the sale of the Debtor’s primary asset, the
Property.
The Debtor claims that the case has not been pending long. The
Debtor filed this Chapter 11 on April 25, 2024, and the Debtor has
been working diligently to move it forward. Since the Petition, the
Debtor has worked diligently toward reorganization and has reached
a settlement with its largest creditor, Skylark. The Settlement
Agreement provides the blueprint for reorganizing as it provides
for the marketing and selling of the Property and resolves the
claims of the largest secured creditor.
The Debtor asserts that it is not seeking an extension to pressure
creditors to accede to its reorganization proposals. Rather, the
additional time requested is necessary to ensure that the Debtor is
able to present a comprehensive and feasible plan of
reorganization. The Debtor is moving forward as quickly as possible
to put forth its plan of reorganization and has demonstrated a
willingness to work with creditors and interested parties to reach
a consensual plan of reorganization. Until such time as the
Property is the subject of a sale motion, it is not in the best
interest of the Debtor and its creditors to spend limited resources
preparing a plan of reorganization.
Tree Lane LLC is represented by:
Robyn B. Sokol, Esq.
Sandford L. Frey, Esq.
Leech Tishman Fuscaldo & Lampl, Inc.
1100 Glendon Avenue, 15th Floor
Los Angeles, CA 90024
Tel: (626) 796-4000
About Tree Lane LLC
Tree Lane LLC, filed a Chapter 11 bankruptcy petition (Bankr. C.D.
Cal. Case No. 2:24-bk-13201-BB) on April 25, 2024. The Debtor hires
Leech Tishman Fuscaldo & Lampl, Inc. as counsel. Traverse, LLC as
chief restructuring officer.
TREES CORP: Reports $509,009 Net Loss in Fiscal Q3
--------------------------------------------------
Trees Corporation filed with the U.S. Securities and Exchange
Commission its Quarterly Report on Form 10-Q reporting a net loss
attributable to common stockholders of $509,009 on $3,310,259 of
total revenues for the three months ended September 30, 2024,
compared to a net loss attributable to common stockholders of
$815,123 on $4,111,583 of total revenues for the three months ended
September 30, 2023.
For the nine months ended September 30, 2024, the Company reported
a net loss attributable to common stockholders of $3,051,103 on
$10,685,262 of total revenues, compared to a net loss attributable
to common stockholders of $4,755,512 on $14,320,196 of total
revenues for the same period in 2023.
Going Concern
The Company has incurred recurring losses and negative cash flows
from operations since inception and have primarily funded its
operations with proceeds from the issuance of debt and equity. The
Company incurred a net loss of $3,033,403 and lost $724,309 in cash
from operations during the nine months ended September 30, 2024,
respectively, and had an accumulated deficit of $103,535,443 as of
September 30, 2024. It had cash and cash equivalents of $245,367 as
of September 30, 2024. The Company expects its operating losses to
continue into the foreseeable future as we continue to execute our
acquisition and growth strategy. As a result, the Company has
concluded that there is substantial doubt about its ability to
continue as a going concern.
The Company's ability to continue as a going concern is dependent
upon its ability to raise additional capital to fund operations,
support our planned investing activities, and repay its debt
obligations as they become due. If the Company is unable to obtain
additional funding, the Company would be forced to delay, reduce,
or eliminate some or all of our acquisition efforts, which could
adversely affect its growth plans.
A full-text copy of the Company's Form 10-Q is available at:
https://tinyurl.com/y6r5s8yh
About Trees Corporation
Trees is a cannabis company at the intersection of community,
content, and commerce. Listed on Cboe Canada, Trees offers a
differentiated retail experience, that aims to educate, amplify and
unlock emerging consumer segments and need states that allows Trees
to uniquely engage the 360-cannabis consumer. The Trees Group
currently has 13 branded Trees storefronts in Canada, including 9
stores owned and operated in Ontario and 4 stores owned and
operated in BC.
As of September 30, 2024, the Company had $21,159,317 in total
assets, $23,782,654 in total liabilities, and $2,623,337 in total
stockholders' deficit.
TREVENA INC: Reports $4.9 Million Net Loss in Fiscal Q3
-------------------------------------------------------
Trevena, Inc. filed with the U.S. Securities and Exchange
Commission its Quarterly Report on Form 10-Q reporting a net loss
of $4.9 million on $283,000 of total revenues for the three months
ended September 30, 2024, compared to a net loss of $7.9 million on
$180,000 of total revenues for the three months ended September 30,
2023.
For the nine months ended September 30, 2024, the Company reported
a net loss of $17.5 million on $628,000 of total revenues, compared
to a net loss of $23.8 million on $3.2 million of total revenues
for the same period in 2023.
As of September 30, 2024, the Company had $19.2 million in total
assets, $42.5 million in total liabilities, and $23.3 million in
total stockholders' deficit.
Third Quarter 2024 and Recent Corporate Updates
* $2 million Non-Dilutive Financing Tranche:
In July 2024, the Company announced receipt of a non-dilutive, $2
million tranche in connection with an amendment to its existing
ex-US royalty financing with R-Bridge Healthcare Fund. The Company
is further eligible to receive up to an additional $8 million based
on future milestones. As part of the Amendment:
(i) certain OLINVYK Chinese IP that had been previously
pledged to R-Bridge under the Royalty Financing was transferred to
R-Bridge,
(ii) warrants previously issued to R- Bridge as part of the
Royalty Financing were amended to reduce the exercise price to a
15% premium to the then-current stock price and to extend the
exercise period to five years from the effective date of the
Amendment,
(iii) the existing cap on the US royalty payable to R-Bridge was
increased from $10 million to $12 million (with no minimum or fixed
payments), and (iv) R- Bridge agreed to forgive $10.0 million of
the amount that was outstanding to them prior to the Amendment.
This $10 million forgiveness was determined to be a troubled debt
restructuring and therefore no gain will be recognized by the
Company for accounting purposes.
* Reverse Stock Split:
In August 2024 the Company effected a 1-for-25 reverse stock of the
Company's common stock (the "Reverse Stock Split"). As a result of
the Reverse Stock Split, each 25 shares of the Company's issued and
outstanding common stock were automatically combined into one
validly issued, fully paid and non-assessable share of common
stock. In addition, proportional adjustments were made to the
number of shares of the Company's common stock issuable under the
Company's equity incentive plans and all outstanding securities and
other rights convertible or exercisable into shares of the
Company's common stock, including all stock options and warrants
outstanding immediately prior to the effectiveness of the Reverse
Stock Split. The Reverse Stock Split did not have any effect on the
stated par value of the Company's common stock.
* Nasdaq Delisting and Subsequent Initiation of Trading on OTC
Pink Sheets:
On October 4, 2024, the Company announced that it had received
notice that the Nasdaq Hearings Panel (the "Panel") had determined
to delist the Company's common stock from The Nasdaq Stock Market
LLC ("Nasdaq") due to the Company's failure to comply with the
minimum stockholder's equity requirement under Nasdaq Listing Rule
5550(b)(1) (the "Equity Standard Rule"). As previously disclosed,
the Panel had provided the Company until October 2, 2024, to regain
compliance with the Equity Standard Rule. Trading in the Company's
common stock was suspended on Nasdaq effective with the open of
business on October 8, 2024, and the Company's common stock began
trading on the Pink Open Market operated by the OTC Markets Group,
Inc. (commonly referred to as the "pink sheets") on October 8, 2024
under the trading symbol "TRVN."
* Additional Cost-Cutting Measures:
On October 5, 2024, in connection with certain cost-cutting
measures, the Board of Directors approved the termination of
employment, without cause, of three senior executives: Carrie
Bourdow (President & CEO), Mark Demitrack (SVP & CMO), and Barry
Shin (EVP & COO/CFO). The terminations did not involve any
disagreement concerning the Company's operations, policies or
practices, and the Board thanked these executives for their service
to the Company. Following the effectiveness of these terminations,
Ms. Bourdow continues to serve as Chairman of the Board and Acting
CEO; Mr. Demitrack continues to serve as Acting CMO; Mr. Shin
continues to serve as Acting COO/CFO; and all entered into
consulting agreements with the Company. Following these
cost-cutting measures, the Company has four employees.
* Resignation of Certain Directors:
On November 5, 2024, in connection with the ongoing cost- cutting
measures, Mark Corrigan, M.D.; Marvin H. Johnson, Jr.; Jake R.
Nunn; and Anne M. Phillips each informed the Company of his or her
intent to resign from the Board and the committees thereof,
effective as of November 5, 2024. None of these resignations was
related to any disagreement with the Company over any of its
operations, policies or practices. Carrie Bourdow continues to
serve as Chairman of the Board and Scott Braunstein, M.D. and
Barbara Yanni continue to serve as directors of the Company.
* Continued Strategic Review:
The Company continues its review of strategic alternatives,
including for OLINVYK, TRV045 and its other pipeline assets. There
can be no assurance regarding the schedule for completion of the
strategic review process, that this strategic review process will
result in the Company pursuing any transaction or that any
transaction, if pursued, will be completed. Potential strategic
alternatives that may be explored or evaluated include, but are not
limited to, a sale, license, divestiture or discontinuation of US
commercial sales of OLINVYK; a sale, license or divestiture of our
pipeline assets; or a sale, merger or wind down of the Company.
A full-text copy of the Company's Form 10-Q is available at:
https://tinyurl.com/v9v3vnn9
About Trevena
Headquartered in Chesterbrook, Pa., Trevena, Inc. is a
biopharmaceutical company focused on developing and commercializing
novel medicines for patients affected by central nervous system, or
CNS, disorders. The Company's product, OLINVYK (oliceridine)
injection, was approved by the United States Food and Drug
Administration in August 2020. The Company initiated commercial
launch of OLINVYK in the first quarter of 2021.
Philadelphia, Pa.-based Ernst & Young LLP, the Company's auditor
since 2007, issued a "going concern" qualification in its report
dated April 1, 2024, citing that the Company has suffered recurring
losses from operations and has stated that substantial doubt exists
about the Company's ability to continue as a going concern.
TRINSEO PLC: Net Loss Widens to $87.3 Million in Fiscal Q3
----------------------------------------------------------
Trinseo PLC filed with the U.S. Securities and Exchange Commission
its Quarterly Report on Form 10-Q reporting a net loss of $87.3
million on $867.7 million of net sales for the three months ended
September 30, 2024, compared to a net loss of $38.4 million on $879
million of net sales for the three months ended September 30, 2023.
For the nine months ended September 30, 2024, the Company reported
a net loss of $230.6 million on $2.7 billion of net sales, compared
to a net loss of $436.3 million on $2.8 billion of net sales for
the same period in 2023.
As of September 30, 2024, the Company had $2.9 billion in total
assets, $3.4 billion in total liabilities, and $480 million in
total stockholders' deficit.
Commenting on the Company's third quarter performance, Frank
Bozich, President and Chief Executive Officer of Trinseo, said, "As
expected, market conditions and Adjusted EBITDA were sequentially
similar to the prior quarter. Despite continued weak demand in many
of our end markets, particularly building and construction and
appliances, we saw significant year-over-year profitability
improvement largely as a result of our restructuring actions and
continued moderation of European input costs."
A full-text copy of the Company's Form 10-Q is available at:
https://tinyurl.com/4d5mr53s
About Trinseo
Headquartered in Wayne, PA, Trinseo (NYSE: TSE) (www.trinseo.com),
a specialty material solutions provider, partners with companies to
bring ideas to life in an imaginative, smart, and sustainably
focused manner by combining its premier expertise, forward-looking
innovations, and best-in-class materials to unlock value for
companies and consumers. From design to manufacturing, Trinseo taps
into decades of experience in diverse material solutions to address
customers' unique challenges in a wide range of industries,
including building and construction, consumer goods, medical, and
mobility.
Trinseo reported a net loss of $701.3 million in 2023 and a net
loss of $430.9 million in 2022.
* * *
In August 2024, Moody's Ratings has downgraded the Corporate Family
Rating of Trinseo PLC to B3 from B2, the Probability of Default
Rating to B3-PD from B2-PD, the rating on Trinseo Materials
Operating S.C.A.'s senior unsecured and backed senior unsecured
notes to Caa2 from Caa1, the rating on Trinseo Materials Operating
S.C.A.'s backed first lien senior secured term loan and backed
first lien senior secured revolving credit facility to B3 from B2,
and the rating on Trinseo LuxCo Finance SPV S.a r.l.'s first lien
senior secured term loans to B2 from B1. The SGL-3 Speculative
Grade Liquidity Rating under Trinseo remains unchanged. The rating
outlook for all issuers remains negative.
TROY 3440: Seeks Bankruptcy Protection in California
----------------------------------------------------
On November 14, 2024, Troy 3440 LLC filed Chapter 11 protection in
the Central District of California. According to court documents,
the Debtor reports between $1 million and $10 million in debt owed
to 1 and 49 creditors. The petition states funds will not be
available to unsecured creditors.
About Troy 3440 LLC
Troy 3440 LLC is a Single Asset Real Estate debtor (as defined in
11 U.S.C. Section 101(51B)).
Troy 3440 LLC sought relief under Chapter 11 of the U.S. Bankruptcy
Code (Bankr. C.D. Cal. Case No. 24-11896) on November 14, 2024. In
the petition filed by Avis Copelin, as CEO, the Debtor reports
estimated assets and liabilities between $1 million and $10 million
each.
Honorable Bankruptcy Judge Martin R. Barash handles the case.
The Debtor is represented by:
George J. Paukert, Esq.
8584 Alpine Vineyards Court
Las Vegas NV 89139
Tel: (310) 850-0231
E-mail: paukburt@aol.com
VIASAT INC: Lowers Net Loss to $121.8 Million in Fiscal Q2
----------------------------------------------------------
Viasat, Inc. filed with the U.S. Securities and Exchange Commission
its Quarterly Report on Form 10-Q reporting a net loss of $121.8
million on $1.1 billion of total revenues for the three months
ended September 30, 2024, compared to a net loss of $765.8 million
on $1.2 billion of total revenues for the three months ended
September 30, 2023.
For the six months ended September 30, 2024, the Company reported a
net loss of $143.5 million on $2.2 billion of total revenues,
compared to a net loss of $842.7 million on $2 billion of total
revenues for the same period in 2023.
As of September 30, 2024, the Company had $17.8 billion in total
assets, $12.7 billion in total liabilities, and $5 billion in total
equity.
A full-text copy of the Company's Form 10-Q is available at:
https://tinyurl.com/mwmumps8
About Viasat Inc.
Viasat, Inc., headquartered in Carlsbad, California, operates a
consumer satellite broadband internet business, an in-flight
connectivity business, and provides satellite and related
communications, networking systems, and services to government and
commercial customers. Inmarsat operates a satellite communications
network using L-band, Ka-band, and S-band spectrum and provides
voice and data services to customers on land, at sea, and in the
air.
* * *
Egan-Jones Ratings Company, on May 29, 2024, maintained its 'CCC+'
foreign currency and local currency senior unsecured ratings on
debt issued by Viasat, Inc.
VILLAGE AT LAKERIDGE: Appeal over UST Fees Voluntarily Dismissed
----------------------------------------------------------------
The United States District Court for the District of Nevada granted
the stipulated dismissal of appeal by the parties in the case
captioned as The Village at Lakeridge, LLC, Appellant, v. United
States Trustee, Appellee, Case No. 3:21-cv-160-MMD (D. Nev.).
The United States Trustee agrees to forego collecting unpaid fees
increased by the 2017 amendment to 28 U.S.C. Sec. 1930(a)(6), but
The Village at Lakeridge, LLC acknowledges there is an outstanding
balance due, and the parties will work in good faith to reconcile
the amount due. The parties agree to voluntarily dismiss the appeal
under Fed. R. Bankr. P. 8023(a), with each party to bear its own
costs.
A copy of the Court's decision dated November 25, 2024, is
available at https://urlcurt.com/u?l=8TyNhe
About The Village at Lakeridge
The Village at Lakeridge LLC, f/k/a Magnolia Village LLC, in Reno,
Nevada, filed for Chapter 11 bankruptcy (Bankr. D. Nev. Case No.
11-51994) on June 16, 2011. The Debtor scheduled $9,480,180 in
assets and $18,957,268 in debt as of the bankruptcy filing. Judge
Bruce T. Beesley oversaw the case. The Law Offices of Alan R.
Smith served as the Debtor's counsel.
A bankruptcy-exit plan was confirmed in the case on Nov. 28, 2018.
WELLPATH HOLDINGS: U.S. Trustee Appoints Creditors' Committee
-------------------------------------------------------------
The U.S. Trustee for Region 7 appointed an official committee to
represent unsecured creditors in the Chapter 11 cases of Wellpath
Holdings, Inc. and its affiliates.
The committee members are:
1. Scott Allen for the estate of Brady Allen
c/o Timothy Gardner
Gardner Trial Attorneys
3100 Cumberland Blvd., Ste 1470
Atlanta, GA 30339
770-693-8202
TJG@gardnertrialattorneys.com
Representative: Scott Allen
scottallen1131@gmail.com
2. Correct Rx Pharmacy Services, Inc.
1352 Charwood Rd., Suite C
Hanover, MD 21076
Representative: Martin Yankellow
myankellow@correctrxpharmacy.com
3. Ryan Curtis
c/o Chad J. Sweigart
Dyller & Solomon, LLC
88 North Franklin St.
Wilkes-Barre, PA 18701
570-829-4860
chad@dyllersolomon.com
Representative: Ryan Curtis
Rtpcreations85@gmail.com
4. Diamond Drugs, Inc.
645 Kolter Dr.
Indiana, PA 15701
Representative: Gerald O’Brien
gobrien@diamondpharmacy.com
5. Angela Hoyle
c/o Matthew S. Parmet
Parmet PC
2 Greenway Plaza, Ste 250
Houston, TX 77046
713-999-5200
c/o Kim De Arcangelis
Morgan & Morgan, P.A.
20 N. Orange Ave., Ste 1600
Orlando, FL 32801
407-237-2281
wellpath@parmetlaw.com
Representative: Angela Hoyle
AHoyle61@yahoo.com
6. Elizabeth Naranjo for Estate of Cristo Canett
c/o Anna Holland Edwards
Holland, Holland Edwards & Grossman, LLC
1437 N. High Street
Denver, CO 80218
303-860-1331
anna@hheglaw.com
Representative: Elizabeth Naranjo
estateofcanett@gmail.com
7. Teesha Ontiveros for the estate of Frankie Jacquez
c/o Adam C. Flores
Ives & Flores, PA
925 Luna Cir. NW
Albuquerque, NM 87102
505-364-3858
adam@nmcivilrights.com
Representative: Teesha Ontiveros
teeshaontiveros@gmail.com
8. Select Medical Corporation
4714 Gettysburg Rd.
P.O. Box 2034
Mechanicsburg, PA 17055
Representative: John F. Duggan
717-975-4534
jduggan@selectmedical.com
9. Wellstar MCG Health
1120 15th St. AD 1201
Augusta, GA 30912
Representative: Madeline M. Wills
706-721-5709
madeline.wills@wellstar.org
10. David Ryan Wood
c/o Elliot S. Abrams
Cheshire Parker Schneider PLLC
P.O. Box 1029
Raleigh, NC 27602
Elliot.abrams@cheshirepark.com
Representative: David Ryan Wood
Ryan.wood08@gmail.com
Official creditors' committees serve as fiduciaries to the general
population of creditors they represent. They may investigate the
debtor's business and financial affairs. Committees have the right
to employ legal counsel, accountants and financial advisors at a
debtor's expense.
About Wellpath Holdings
Wellpath Holdings, Inc., formerly known as CCS-CMGC Holdings, Inc.,
is a provider of medical and mental healthcare in jails, prisons,
and inpatient and residential treatment facilities.
Wellpath Holdings and its affiliates sought protection under
Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Texas Lead Case
No. 24-90533) on November 11, 2024. Timothy Dragelin, chief
restructuring officer and chief financial officer, signed the
petitions.
At the time of the filing, the Debtors reported $1 billion to $10
billion in assets and liabilities.
Judge Alfredo R. Perez oversees the cases.
The Debtors tapped Marcus A. Helt, Esq. at McDermott Will & Emery,
LLP as bankruptcy counsel; FTI Consulting, Inc. as financial
advisor; and Lazard Freres & Co., LLC and MTS Partners, LP as
investment banker.
WW INTERNATIONAL: Contrarius Entities Cease Ownership of Shares
---------------------------------------------------------------
Contrarius Investment Management Limited and Contrarius Investment
Management (Bermuda) Limited disclosed in a Schedule 13G/A filed
with the U.S. Securities and Exchange Commission that as of
September 30, 2024, they ceased to be the beneficial owner of more
than five percent of WW International Inc.'s common stock.
A full-text copy of Contrarius Investment's SEC Report is available
at:
https://tinyurl.com/34mhx3sn
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 Nov. 20, 2024, S&P Global Ratings lowered
the issuer credit rating on WW International Inc. to 'CCC' from
'CCC+'. The outlook is negative.
At the same time, S&P lowered the ratings on the company's senior
secured debt to 'CCC' from 'B-'. S&P also revised downward its
recovery rating on the debt to '4' from '2', indicating its
expectation for average recovery (30%-50%; rounded estimate 30%) in
the event of a payment default. This reflects the secular decline
in the traditional weight loss category as evidenced by continued
subscriber losses due to increased competition, as well as an aging
demographic with weaker demand from younger consumers and an
overall weaker brand name.
The negative outlook reflects the potential for a debt
restructuring, including potentially a bankruptcy filing, over the
subsequent 12 months.
WW INTERNATIONAL: Morgan Stanley Holds 4% Stake as of Sept. 30
--------------------------------------------------------------
Morgan Stanley disclosed in a Schedule 13G/A filed with the U.S.
Securities and Exchange Commission that as of September 30, 2024,
it beneficially owned 3,174,899 shares of WW International Inc.'s
Common Stock, representing 4.0% of the shares outstanding.
Mr. Morgan Stanley may be reached at:
1585 Broadway
New York NY 10036
Tel: 212-761-4000
A full-text copy of Mr. Stanley's SEC Report is available at:
https://tinyurl.com/ym3xdy77
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 Nov. 20, 2024, S&P Global Ratings lowered
the issuer credit rating on WW International Inc. to 'CCC' from
'CCC+'. The outlook is negative.
At the same time, S&P lowered the ratings on the company's senior
secured debt to 'CCC' from 'B-'. S&P also revised downward its
recovery rating on the debt to '4' from '2', indicating its
expectation for average recovery (30%-50%; rounded estimate 30%) in
the event of a payment default. This reflects the secular decline
in the traditional weight loss category as evidenced by continued
subscriber losses due to increased competition, as well as an aging
demographic with weaker demand from younger consumers and an
overall weaker brand name.
The negative outlook reflects the potential for a debt
restructuring, including potentially a bankruptcy filing, over the
subsequent 12 months.
ZION OIL: Reports $1.8 Million Net Loss in Fiscal Q3
----------------------------------------------------
Zion Oil and Gas, Inc. filed with the U.S. Securities and Exchange
Commission its Quarterly Report on Form 10-Q reporting a net loss
of $1.8 million for the three months ended September 30, 2024,
compared to a net loss of $1.7 million for the three months ended
September 30, 2023.
For the nine months ended September 30, 2024, the Company reported
a net loss of $5.6 million, compared to a net loss of $6.2 million
for the same period in 2023.
As of September 30, 2024, the Company had $29.9 million in total
assets, $3.3 million in total liabilities, and $26.6 million in
total stockholders' equity.
A full-text copy of the Company's Form 10-Q is available at:
https://tinyurl.com/4ja2bwev
About Zion Oil & Gas
Dallas, Texas-based Zion Oil & Gas is an oil and gas exploration
company with a history of 24 years of oil and gas exploration in
Israel, spanning approximately 75,000 acres under the Megiddo
Valleys License 434.
Las Vegas, Nevada-based RBSM LLP, the Company's auditor since 2018,
issued a "going concern" qualification in its report dated March
20, 2024, citing that the Company has suffered recurring losses
from operations and had an accumulated deficit that raises
substantial doubt about its ability to continue as a going
concern.
During the year ended December 31, 2023, Zion Oil & Gas incurred a
net loss of approximately $8 million.
[*] Cohn & Dussi Promotes Attorney Andrew B. Glaab to Partner
-------------------------------------------------------------
Cohn & Dussi, a full-service law firm with its principal office in
Boston, is proud to announce that Attorney Andrew B. Glaab has been
promoted to Partner.
Glaab, who has been with the firm since 2014, has demonstrated
exceptional leadership and legal acumen, particularly in his role
heading the firm's in-house collection group.
"Andrew's promotion is a reflection of his outstanding
contributions to the firm and his commitment to delivering top-tier
legal solutions to our clients," said Lewis Cohn, Managing Partner
at Cohn & Dussi. "His expertise and leadership in commercial law,
collections, and creditor's rights have been invaluable."
Glaab's focuses his practice on civil business litigation,
commercial law, contract law, construction law, insurance
subrogation, creditor's bankruptcy, and more. He represents a
diverse array of clients, including national lenders, banks,
leasing companies, and insurers, ensuring the enforcement of their
contractual rights. In his new role as Partner, Glaab will continue
to expand his practice while leading the firm's growth initiatives
in these key areas.
Prior to joining Cohn & Dussi, Glaab gained experience in
commercial and residential real estate, personal injury law, and
alternative dispute resolution. He holds a B.A. from Kent State
University and a J.D. from New England School of Law. He is
admitted to practice in the Commonwealth of Massachusetts and the
U.S. District Court for the District of Massachusetts and holds a
certification in the Fair Debt Collection Practices Act.
In addition to his legal practice, Glaab is actively involved in
the Massachusetts Bar Association, Essex County Bar Association,
and several professional organizations, including the National
Equipment Finance Association (NEFA), the American Bankruptcy
Institute (ABI), and the Northeast Chapter of the Turnaround
Management Association (TMA).
His contributions to the legal community have earned him numerous
recognitions, including being named to Super Lawyers Rising Stars
List and Boston magazine's Top Lawyers List every year since 2022,
and to Monitor Daily's NextGen Leaders 40 Under 40 List in 2023. He
was also a fellow of the 2022-2023 class of the Massachusetts Bar
Association (MBA) Leadership Academy.
Learn more about Glaab on the Cohn & Dussi website.
About Cohn & Dussi
Cohn & Dussi is a full-service law firm with offices in Boston,
Mass., and Providence, RI, that offers clients comprehensive,
customized solutions to their clients' complex business challenges.
Attorneys in the firm offer extensive experience in collections and
workouts, creditors' rights, commercial litigation, leasing,
bankruptcy, corporate and finance law, construction law, and real
estate transactions. Over the course of more than 25 years, Cohn &
Dussi has built long-term relationships with its clients, solving
problems using a team approach and leveraging a national network of
attorneys in all 50 states. Learn more at cohnanddussi.com.
[] BOOK REVIEW: Charles F. Kettering: A Biography
-------------------------------------------------
Author: Thomas Alvin Boyd
Publisher: Beard Books
Softcover: 280 pages
List Price: $34.95
Order your personal copy at
http://amazon.com/exec/obidos/ASIN/1587981335/internetbankrupt
Charles Kettering was born on a farm in northern Ohio in 1876. He
once said, "I am enthusiastic about being an American because I
came from the hills in Ohio. I was a hillbilly. I didn't know at
that time that I was an underprivileged person because I had to
drive the cows through the frosty grass and stand in a nice warm
spot where a cow had lain to warm my (bare) feet. I thought that
was wonderful. I walked three miles to the high school in a little
village and I thought that was wonderful, too. I thought of all
that as opportunity. I didn't know you had to have money. I
didn't know you had to have all these luxuries that we want
everybody to have today."
Charles Kettering is the embodiment of the American success story.
He was a farmer, schoolteacher, mechanic, engineer, scientist,
inventor and social philosopher. He faced adversity in the form of
poor eyesight that plagued him all his life. He was forced to drop
out of college twice due to his vision before completing his
electrical engineering degree.
Kettering went on to become a leading researcher for the U.S.
automotive industry. His company, Dayton Engineering Laboratories,
Delco, was eventually sold to General Motors and became the
foundation for the General Motors Research Corporation of which
Kettering became vice president in 1920. He is best remembered for
his invention of the all-electric starting, ignition and lighting
system for automobiles, which replaced the crank. It first
appeared as standard equipment on the 1912 Cadillac.
Kettering held more than 300 patents ranging from a portable
lighting system, Freon, and a World War I "aerial torpedo," to a
device for the treatment of venereal disease and an incubator for
premature infants. He conceived the ideas of Duco paint and ethyl
gasoline, pursued the development of diesel engines and solar
energy, and was a pioneer in the application of magnetism to
medical diagnostic techniques.
This book shows the wisdom and common sense of Kettering's approach
to engineering and life. It received favorable reviews when was
first published in 1957. The New York Times called it an
"old-fashioned narrative biography, written in clean, straight-line
prose-no nuances, no overtones, .but with enough of Kettering's
philosophy and aphorisms, his tang and humor, to convey his
personality." The New York Herald Tribune Book Review said,
"(t)his lively book is particularly successful in its reflection of
Kettering's restless, searching mind and tough persistence."
Kettering once showed a passing tramp the "fun" of digging holes
properly and gave him a job. The man, then promoted to foreman,
later told Kettering, "(i)f only years ago someone had taught me
how much fun it is to work, when a fellow tries to do good work, I
would never have become the bum I was." Kettering once advised,"
whenever a new idea is laid on the table it is pushed at once into
the wastebasket. (i)f your idea is right, get to that wastebasket
before the janitor. Dig your idea out and lay it back on the
table. Do that again and again and again. And after you have
persisted for three or four years, people will say 'Why, it does
begin to look as through there is something to that after all.'"
Charles Kettering died on November 24, 1958.
Thomas Alvin Boyd was a chemical engineer and a member of Charles
Kettering's research staff for more than 30 years.
*********
Monday's edition of the TCR delivers a list of indicative prices
for bond issues that reportedly trade well below par. Prices are
obtained by TCR editors from a variety of outside sources during
the prior week we think are reliable. Those sources may not,
however, be complete or accurate. The Monday Bond Pricing table
is compiled on the Friday prior to publication. Prices reported
are not intended to reflect actual trades. Prices for actual
trades are probably different. Our objective is to share
information, not make markets in publicly traded securities.
Nothing in the TCR constitutes an offer or solicitation to buy or
sell any security of any kind. It is likely that some entity
affiliated with a TCR editor holds some position in the issuers
public debt and equity securities about which we report.
Each Tuesday edition of the TCR contains a list of companies with
insolvent balance sheets whose shares trade higher than $3 per
share in public markets. At first glance, this list may look like
the definitive compilation of stocks that are ideal to sell short.
Don't be fooled. Assets, for example, reported at historical cost
net of depreciation may understate the true value of a firm's
assets. A company may establish reserves on its balance sheet for
liabilities that may never materialize. The prices at which
equity securities trade in public market are determined by more
than a balance sheet solvency test.
On Thursdays, the TCR delivers a list of recently filed
Chapter 11 cases involving less than $1,000,000 in assets and
liabilities delivered to nation's bankruptcy courts. The list
includes links to freely downloadable images of these small-dollar
petitions in Acrobat PDF format.
Each Friday's edition of the TCR includes a review about a book of
interest to troubled company professionals. All titles are
available at your local bookstore or through Amazon.com. Go to
http://www.bankrupt.com/books/to order any title today.
Monthly Operating Reports are summarized in every Saturday edition
of the TCR.
The Sunday TCR delivers securitization rating news from the week
then-ending.
TCR subscribers have free access to our on-line news archive.
Point your Web browser to http://TCRresources.bankrupt.com/and use
the e-mail address to which your TCR is delivered to login.
*********
S U B S C R I P T I O N I N F O R M A T I O N
Troubled Company Reporter is a daily newsletter co-published
by Bankruptcy Creditors Service, Inc., Fairless Hills,
Pennsylvania, USA, and Beard Group, Inc., Philadelphia, Pa., USA.
Randy Antoni, Jhonas Dampog, Marites Claro, Joy Agravante,
Rousel Elaine Tumanda, Joel Anthony G. Lopez, Psyche A. Castillon,
Ivy B. Magdadaro, Carlo Fernandez, Christopher G. Patalinghug, and
Peter A. Chapman, Editors.
Copyright 2024. All rights reserved. ISSN: 1520-9474.
This material is copyrighted and any commercial use, resale or
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.
*** End of Transmission ***