/raid1/www/Hosts/bankrupt/TCR_Public/241220.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, December 20, 2024, Vol. 28, No. 354
Headlines
100 PERCENT: Case Summary & 20 Largest Unsecured Creditors
10618 NE 11TH AVE: U.S. Trustee Unable to Appoint Committee
1143 VENLEE: U.S. Trustee Unable to Appoint Committee
12892 MIZNER: Amends Unsecureds & Several Secured Claims Pay
14 16 SHEEPS: Case Summary & Three Unsecured Creditors
150 LEFFERTS: Claims Will be Paid from Property Sale/Refinance
ADELAIDA CELLARS: Seeks Bankruptcy Protection in California
ADTALEM GLOBAL: Moody's Alters Outlook on 'Ba3' CFR to Positive
AFRITEX VENTURES: Appointment of Mark Chevallier as Examiner OK'd
AINOS INC: Partners With Taiwan Tanabe to Boost VELDONA Production
AKOUSTIS TECHNOLOGIES: Panel Questionnaires Due on Dec. 24
AL NGPL: $75MM Incremental Loan No Impact on Moody's 'Ba3' CFR
ALLSPRING BUYER: S&P Assigns 'BB-' Rating on 1st-Lien Term Loan B
ALTA VISTA: No Decline in Resident Care, PCO Report Says
ALTISOURCE PORTFOLIO: S&P Downgrades ICR to 'CC', Outlook Negative
ARTIFICIAL INTELLIGENCE: On Track for $10-Mil. ARR by FY End
ASP UNIFRAX: Moody's Affirms 'Caa2' CFR, Outlook Stable
AZ 400: Fannie Mae Case Administratively Stayed
BADGER FINANCE: Moody's Withdraws 'Caa2' CFR on Debt Repayment
BAYTOWN CONVENTION: S&P Affirms 'B-' Rating on 2021A Revenue Bonds
BRIGHT ANGLE: Bankruptcy Administrator Unable to Appoint Committee
BURT ELECTRIC: Unsecured Creditors to Get Nothing in Plan
CALVARY COMMUNITY: Pastor Morris Lawsuit Dismissed
CELEBRATION POINTE: Unsecureds Owed $8M to Get Share of Cash Flow
CEMTREX INC: Completes 1-for-35 Reverse Stock Split
CENTRAL CITY BREWERS: Obtains CCAA Initial Order; PWC as Monitor
CHANTILLY ROAD: Files Chapter 11 Bankruptcy in California
CIMG INC: Dixon Perez Dai, Joyer Tech No Longer Holds Shares
CIMG INC: Yalan Yang Ceases Ownership of Common Stock
CIMG INC: Yanqin Chen Ceases Ownership of Common Shares
CIMG INC: Yujie Liu, YY Tech No Longer Hold 5% of Common Shares
CLOUD DIAGNOSTICS: Completes First Stage of Restructuring Process
COKING COAL: Disasters Push Energy Company to Bankruptcy
COMPACT BRICK: Updates Restructuring Plan Disclosures
CONUMA RESOURCES: Moody's Cuts CFR to Caa2 & Alters Outlook to Neg.
CORETEC GROUP: Acquires Key Stake in KIB Plug Energy for $18.2MM
CRICKET AUTOMOTIVE: Joseph Frost Named Subchapter V Trustee
CRUCIBLE INDUSTRIES: Seeks Chapter 11 Bankruptcy in New York
CRYPTO COMPANY: Mark Uram Holds 16.5% Stake
CRYSTAL BASIN: Starts Subchapter V Bankruptcy Protection
CUCINA ANTICA: Sec. 341(a) Meeting of Creditors on Jan. 22
CYPRESS MINES: RMI Insurers Case Can't Proceed to Mediation
D DUNCAN FLORISTRY: Files Chapter 11 Bankruptcy in Missouri
DE HOOP: Court Stays Tuy Xep FLSA Case Due to Bankruptcy
DEALER SALES: Sec. 341(a) Meeting of Creditors on Jan. 8
DEBORAH'S LLC: Bankruptcy Court to Hear Foreclosure Case
DENALI COMMUNITY: U.S. Trustee Appoints Melanie McNeil as PCO
DESTINATIONS TO RECOVERY: Tamar Terzian Appointed as PCO
DHW WELL: Eric Terry Named Subchapter V Trustee
DIA INVESTMENT: Scott Rever Named Subchapter V Trustee
DOCTURS INC: Sec. 341(a) Meeting of Creditors on January 14
DS26 LLC: Rental Income & Sale Proceeds to Fund Plan
DYKMAN CATTLE: Liquidity Issue Cues CCAA filing; PWC as Monitor
E-LUX ELECTRIC: Secured Creditor Sets Jan. 9, 2025 Online Auction
EARTH ALIVE: Court Extends Bankruptcy Proposal Deadline to Jan. 30
EASTSIDE DISTILLING: Salberg & Co. Replaces M&K CPAS as Auditor
ENGLOBAL CORP: Fails to Regain Compliance With Nasdaq Rules
ENSERVCO CORPORATION: CFO, Director Tender Resignations
ENSERVCO CORPORATION: Delays Q3 Form 10-Q Over Staffing Issues
ENSERVCO CORPORATION: Receives Default Notice From Star Equity
EXPEDITOR SYSTEMS: Matthew Brash Named Subchapter V Trustee
EXPRESS INC: Faces SEC Charges for Concealing CEO Perks
EXPRESS INC: SEC Settles Charges Over Undisclosed CEO Perks
FAMILY OF CARE: U.S. Trustee Appoints Amanda Celentano as PCO
FELIX PAYMENT: To Restructure Under CCAA Proceedings
FINTHRIVE SOFTWARE: Moody's Ups CFR to Caa3 & Alters Outlook to Neg
FIRST MODE: Seattle Company Seeks Chapter 11 Bankruptcy Protection
FLEXPOINT SENSOR: Incurs $126K Net Loss in Third Quarter
FOFCEE SPC: Unsecured Creditors to Split $12K in Plan
FORTNA GROUP: S&P Alters Outlook to Negative, Affirms 'B-' ICR
FTX TRADING: BitGo to Aid in Distributing Recoveries to Customers
FTX TRADING: Court-Approved Chap. 11 Plan to Take Effect on Jan. 3
FTX TRADING: El-Razek, et al. Case Withdrawn from Mediation
FTX TRADING: Kihyuk Nam Case Withdrawn from Mediation
FTX TRADING: Layerzero, et al. Case Withdrawn from Mediation
FTX TRADING: Melamed Case Withdrawn from Mediation
FTX TRADING: Sets Creditors Payment Schedule Under Chap. 11 Plan
G FAB: Files Chapter 11 Bankruptcy, Jan. 8 Creditors' Meeting
GALLERIA 2425: Asset Buyer Wins Court Ruling to Evict Tenant
GENERAL ENTERPRISE: CEO Joshua Ralston Holds 15 Million Shares
GIRARDI & KEESE: Court Delays Tom's Embezzlement Sentencing
GLOBAL ARM: Unsecureds to Get 100 Cents on Dollar in Plan
GLUCOTRACK INC: Incurs $5.09 Million Net Loss in Third Quarter
GP INC: $149K Sale to Kewei Liu to Fund Plan Payments
GREENWAVE TECHNOLOGY: SEG Opportunity Fund Holds 9.6% Stake
GREYSTONE SELECT: S&P Affirms 'B' ICR, Outlook Stable
GULF SOUTH: Amends Plan to Include PCEC Shack Claim Pay
HARDINGE INC: Court Approves Chapter 11 Liquidation Plan
HARVEST GOLD: Loses Bid to Stay Receivership Orders in UMB Suit
HARVEST NUTRITION: Kent Adams Named Subchapter V Trustee
HAWAII STAGE: In Chapter 11 Bankruptcy, Jan. 22 Creditors' Meeting
HILLLCREST CENTER: Sec. 341(a) Meeting of Creditors on Jan. 16
HUMPER EQUIPMENT: Seeks Bankruptcy Protection in Missouri
IMPERIAL GROUP: Case Summary & 11 Unsecured Creditors
IMPERIAL TOBACCO: CCAA Plans Set for Final Approval in January 2025
INOTIV INC: Reports $108.45MM Net Loss in FY Ended Sept. 30
INTEGRITY GENERAL: Thomas Connor of Gruma Appointed to Committee
JLA HEALTHCARE: Gina Klump Named Subchapter V Trustee
JOES' DRAIN: Sale of Business Assets to Apex Pros Plumbing OK'd
KATHLEEN ANNE DUDLEY: Lashinsky v. Lincoln, III Case Can Proceed
KENDON INDUSTRIES: U.S. Trustee Unable to Appoint Committee
KING DRIVE: Updates Unsecured Claims Pay Details
KL HOLDCO: U.S. Trustee Appoints Creditors' Committee
KOLOGIK LLC: Canseco Lawsuit v TSB Stays in District Court
LA HACIENDA: Kimberly Husted Appointed as Chapter 11 Trustee
LI-CYCLE HOLDINGS: To Assess Viability of New Hub Facility in Italy
LINX OF LAKE MARY: Seeks Chapter 11 Bankruptcy Protection
LION ELECTRIC: Chapter 15 Case Summary
LION ELECTRIC: Seeks Protection From Creditors Under CCAA
MAGNOLIA SENIOR LIVING: No Decline in Resident Care, PCO Says
MARINE ENVT'L: Motions to Exclude Expert Testimony Granted in Part
MATIV HOLDINGS: Moody's Cuts CFR to B2 & Senior Secured Debt to B1
MBMG HOLDING: PCO Reports No Change in Patient Care Quality
MCMULLEN BRAND: Unsecureds to Get 15.39 Cents on Dollar in Plan
MERCURITY FINTECH: H1 2024 GAAP Net Loss Increases to $3.83M
MIDWEST M & D: To Sell Wheel Loader to Mack's Twin for $105,000
MONTE K. WEEDEN: Employers Mutual Case Stayed
MONTICELLO CONSTRUCTION: Seeks to Sell Residential Lots in Auction
MOTIVA PERFORMANCE: Ruling Affirmed in Ferguson, et al. Case
MT. AIRY ONE: Samantha Brumbaugh Named Subchapter V Trustee
NJ MOBILE: Court OKs Ambulance Sale to Specialty Hearse for $60,000
NORTHVOLT AB: Ava Investors Steps Down as Committee Member
NP HAMPTON RIDGE: Seeks Bankruptcy Protection in California
NU STYLE LANDSCAPE: Appointment of Examiner Sought
NW CUSTOM AIRCRAFT: Commences Subchapter V Bankruptcy Proceeding
OAKLAND PHYSICIANS: U.S. Trustee Appoints Deborah Fish as PCO
OMNIQ CORP: Incurs $1.60 Million Net Loss in Third Quarter
ONESOURCE COMMUNITY: Arthur Peabody, Jr. Appointed as PCO
ONYX OWNER: Case Summary & 20 Largest Unsecured Creditors
OREGON CLEAN: S&P Affirms 'BB-' Rating on Senior Secured Debt
OSMOSE UTILITIES: S&P Downgrades ICR to 'B-', Outlook Stable
PARTY CITY: Timing of 2nd Bankruptcy Protection Still Uncertain
PHYSMODO INC: Unsecureds to Get Share of Income for 3 Years
PLURIBUS TECHNOLOGIES: Granted Protection to Restructure Business
PREMIUM CRANE: Kathleen DiSanto Named Subchapter V Trustee
PRIME ELECTRICAL: Files Chapter 11 Bankruptcy in Florida
PROSPECT CAPITAL: Moody's Gives Ba1 CFR & Alters Outlook to Stable
PULSE PHYSICIAN: Unsecureds Will Get 23.5% over 3 Years
RBX INC: Family-Owned Trucking Company Seeks Chapter 11 Bankruptcy
RESHAPE LIFESCIENCES: Posts $1.58 Million Net Loss in Third Quarter
RESIDENTIAL ADVERSITIES: Unsecureds Owed $15K to Get $750 in Plan
RICHARDSON CREEK: Case Summary & Five Unsecured Creditors
RITE AID: Davis-Gray et al. Case Statistically Terminated
RIVERBED HOLDINGS: S&P Assigns 'CCC+' ICR After Change of Control
ROSE AIRCRAFT: Case Summary & 20 Largest Unsecured Creditors
SBB SHIPPING: Sec. 341(a) Meeting of Creditors on Jan. 22
SCORPIUS HOLDINGS: Inks $12.05M Securities Purchase Agreement
SCORPIUS HOLDINGS: Issues $225K Non-Convertible Note to Investor
SHANKARA LLC: Starts Subchapter V Bankruptcy Process
SKILLZ INC: Board Reapproves $41.1M Share Repurchase Program
SMART COMMUNICATIONS: Kathleen DiSanto Named Subchapter V Trustee
SMITH MOUNTAIN: Richard Maxwell Named Subchapter V Trustee
SNS OG: Bankruptcy Administrator Unable to Appoint Committee
SORENTO ON YESLER: Case Summary & Five Unsecured Creditors
SPD 2010: Salvatore LaMonica Named Subchapter V Trustee
SPERLING GP: Gets CCAA Initial Stay Order; Deloitte as Monitor
SPICEY PARTNERS: U.S. Trustee Appoints Creditors' Committee
SPIRIT AIRLINES: NYSE Moves to Delist Stock After Bankruptcy Filing
ST. JAMES GROUP: Files Chapter 11 Bankruptcy in Kentucky
ST. SEBASTIAN'S: Court Awards $974,582.85 Judgment in Olympia Suit
STEPHENS GARAGE: Case Summary & Seven Unsecured Creditors
STL EQUIPMENT: Voluntary Chapter 11 Case Summary
SVB FINANCIAL: Court Narrows Claims in Suit v. FDIC, et al.
SVB FINANCIAL: FDIC Advances Legal Action Against Former Bank
SVB FINANCIAL: Morgan Stanley Case Remanded to Bankruptcy Court
SWITCHBACK COFFEE: Continued Operations to Fund Plan Payments
THERAPEUTICS MD: All Three Proposals Approved at Annual Meeting
THERATECHNOLOGIES INC: Completes $40M Financing With TD Bank
TONAWANDA COKE: Fine-Tunes Plan Documents
TRANS AMERICAN: Commences Subchapter V Bankruptcy
TRINITY INDUSTRIES: Moody's Affirms 'Ba2' CFR, Outlook Stable
TROPICANA ENTERTAINMENT: Court Affirms Judgment in Lightways Suit
U.S. CREDIT: Updates Unsecured Claims Pay Details
UMAPM HOLDING: Steven Nosek Named Subchapter V Trustee
UNITED BELIEVERS: U.S. Trustee Unable to Appoint Committee
UPSCALE DEVELOPMENT: Tamara Miles Ogier Named Subchapter V Trustee
V MANAGMENT: Brian Shapiro Named Subchapter V Trustee
VAREX IMAGING: Moody's Lowers Rating on Sr. Secured Notes to B2
VAULT LLC: Unsecureds Will Get 100% of Claims over 60 Months
VERDE RESOURCES: To Issue Shares to AUM for Consulting Services
VERITAS HOLDINGS: S&P Downgrades ICR to 'SD' on Debt Exchange
VERTEX ENERGY: Amends Plan to Include Term Loan Deficiency Claims
VIZ MIZNER: Secured Party Sets Auction for Jan. 15, 2025
WELLPATH HOLDINGS: Alger v. Corizon et al. Case Can Proceed
WELLPATH HOLDINGS: Bowling Case Can Proceed v. Non-Debtor Parties
WELLPATH HOLDINGS: Court Stays Doss, et al. Case Due to Bankruptcy
WELLPATH HOLDINGS: Fortenberry v. Kelley, et al. Case Can Proceed
WELLPATH HOLDINGS: Maldonado Case Proceeds v. Non-Debtor Defendants
WELLPATH HOLDINGS: McDuff v. Jones, et al. Case Can Proceed
WELLPATH HOLDINGS: McNees v. Coleman, et al. Case Can Proceed
WELLPATH HOLDINGS: Savoie Case Can Proceed v. Non-Debtor Defendants
WESTLAKE SURGICAL: No Decline in Patient Care, 9th PCO Report Says
WESTLAKE SURGICAL: Unsecureds Will Get 5% of Claims in Plan
WHITTIER SEAFOOD: Salacia Transaction & Sale Proceeds to Fund Plan
WILD CARGO: Claims to be Paid From Disposable Income
WILLIAMS INDUSTRIAL: Court Approves Chapter 11 Liquidation Plan
WINDTREE THERAPEUTICS: Non-Compliant With Nasdaq Listing Rules
WISA TECHNOLOGIES: Incurs $5.09 Million Net Loss in Third Quarter
WOM SA: US Trustee Slams $62.5-Mil. Breakup Fee as Unnecessary
WORKSPORT LTD: Allocates $5M for Cryptocurrency Investments
XTI AEROSPACE: Grants 21.35M Shares to Former CEO Nadir Ali
XTI AEROSPACE: Issues 20MM Common Shares to Cancel Preferred Stock
YELLOW CORP: Can Sell More Properties to Estes Express for $142.5MM
ZAYO GROUP: Ends Lender Talks Without Reaching Loan Extension Deal
[*] Glenn Agre Promotes Agustina Berro to Partner
[*] Small Businesses Face Bankruptcy Risk Due to Canada Post Delays
*********
100 PERCENT: Case Summary & 20 Largest Unsecured Creditors
----------------------------------------------------------
Debtor: 100 Percent Chiropractic Cotto LLC
14151 E Cedar Avenue, Unit B
Aurora, CO 80012
Business Description: 100% Chiropractic is a family of full-
service wellness clinics that offer cutting
edge chiropractic care, massage therapy, and
a full line of nutritional supplements.
Chapter 11 Petition Date: December 18, 2024
Court: United States Bankruptcy Court
District of Colorado
Case No.: 24-17465
Judge: Hon. Kimberley H Tyson
Debtor's Counsel: K. Jamie Buechler, Esq.
BUECHLER LAW OFFICE, LLC
999 18th Street, Suite 1230 S
Denver, CO 80202
Tel: 720-381-0045
E-mail: Jamie@kjblawoffice.com
Total Assets: $915,089
Total Liabilities: $1,573,853
The petition was signed by Yahdi Cotto-Jorge as manager.
A copy of the Debtor's list of 20 largest unsecured creditors is
available for free at PacerMonitor.com at:
https://www.pacermonitor.com/view/MYEZIVA/100_Percent_Chiropractic_Cotto__cobke-24-17465__0003.0.pdf?mcid=tGE4TAMA
A full-text copy of the petition is available for free at
PacerMonitor.com at:
https://www.pacermonitor.com/view/MRZMQYQ/100_Percent_Chiropractic_Cotto__cobke-24-17465__0001.0.pdf?mcid=tGE4TAMA
10618 NE 11TH AVE: U.S. Trustee Unable to Appoint Committee
-----------------------------------------------------------
The U.S. Trustee for Region 21, until further notice, will not
appoint an official committee of unsecured creditors in the Chapter
11 case of 10618 NE 11th Ave LLC, according to court dockets.
About 10618 NE 11th Ave
10618 NE 11th Ave, LLC, a Miami-based company, filed Chapter 11
petition (Bankr. S.D. Fla. Case No. 24-21789) on November 10, 2024,
with $1 million to $10 million in both assets and liabilities.
Judge Robert A. Mark oversees the case.
The Debtor is represented by:
Nicholas B. Bangos, Esq.
Nicholas B. Bangos, PA
2560 RCA Blvd., Suite 114
Palm Beach Gardens, FL 33410
Tel: 561-781-0202
Email: nick@nbbpa.com
1143 VENLEE: 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 1143 Venlee, LLC.
About 1143 Venlee
1143 Venlee, LLC filed Chapter 11 petition (Bankr. C.D. Calif. Case
No. 24-11920) on November 18, 2024, with $1 million to $10 million
in both assets and liabilities.
Judge Victoria S. Kaufman oversees the case.
Kevin Tang, Esq., at Tang & Associates is the Debtor's legal
counsel.
12892 MIZNER: Amends Unsecureds & Several Secured Claims Pay
------------------------------------------------------------
12892 Mizner Way LLC submitted a First Amended Subchapter V Plan of
Reorganization dated November 15, 2024.
This Plan provides for one class of administrative expense claims,
three classes of secured claims and one class of non-priority
unsecured claims and one class of equity security holders.
Non-priority unsecured creditors holding allowed claims will
receive monthly distributions. The total of claims whose claims
include claims for which a proof of claim had to be filed and those
schedules as undisputed is $4,543,555.93.
Class 1 consists of Administrative Expense Claims. The Debtor
anticipates that the only administrative claims will be that of its
Counsel, and is estimated to be $40,000.00, along with the
Subchapter V Trustee's compensation. The Debtor provided a
prepetition retainer of $10,000.00 to its counsel. If the plan is
confirmed under section 1191(b) Administrative claims will be paid
in full on the effective date of this Plan, in cash, or upon such
other terms as may be agreed upon by the holder of the claim and
the Debtor.
Class 3 consists of the US Bank Claim. U.S. Bank Trust National
Association, not in its individual capacity but solely as Trustee
of Fidelity & Guaranty Life Mortgage Trust 2018-1 holds Claim No. 1
evidencing a first mortgage on the Property. According to Claim No.
1, US Bank's total debt on the Petition Date is $4,508,344.00. The
balance consists of, among other things, default interest of
$1,479.106.30. The Debtor shall pay US Bank $3,250,000.00 on or by
the Effective Date of the Plan and no later than 90 days after the
Plan is confirmed. This payment of $3,250,000.00 shall be in full
satisfaction of the Claim. Failure to timely pay the $3,250,000.00
shall result in the lien being fully reverted to the full amount
due and this amount is not a determination of value or cram down of
the lien.
Class 6 consists of Unsecured Creditors. The Class 6 claims consist
of two scheduled claims totaling $23,868.49. In the event that US
Bank rejects the Debtor's Plan, the Class 6 claim will also include
the unsecured claim of US Bank. The Debtor will pay the allowed
unsecured claims on the Effective Date of the Plan in full.
The Debtor's ability to fund the Plan is based upon its receipt of
funding from a third party to satisfy the claims of its creditors.
The means necessary for the implementation of this Plan include the
Debtor's cash flow from the rental of the Property. The Debtor's
financial projections show that the Debtor will have sufficient
cash over the life of the Plan to make the required Plan payments
and operate its business.
A full-text copy of the First Amended Plan dated November 15, 2024
is available at https://urlcurt.com/u?l=5y7An1 from
PacerMonitor.com at no charge.
About 12892 Mizner Way LLC
12892 Mizner Way LLC sought relief under Chapter 11 of the
Bankruptcy Code (Bankr. S.D. Fla. Case No. 24-15763) on June 10,
2024. In the petition signed by Menachem Muskal, as manager, the
Debtor estimated assets up to $50,000 and estimated liabilities
between $1 million and $10 million.
The Honorable Bankruptcy Judge Erik P. Kimball oversees the case.
The Debtor is represented by:
Nicholas B. Bangos, Esq.
NICHOLAS B. BANGOS, PA
2560 RCA Blvd., Suite 114
Palm Beach Gardens, FL 33410
Tel: 561-781-0202
Email: nick@nbbpa.com
14 16 SHEEPS: Case Summary & Three Unsecured Creditors
------------------------------------------------------
Debtor: 14 16 Sheeps Pond LLC
14 16 Sheep Pond Rd
Nantucket, MA 02554
Business Description: 14 16 Sheeps Pond is a Single Asset Real
Estate debtor (as defined in 11 U.S.C.
Section 101(51B)). The Debtor is the owner
of the real property located at 14 16 Sheep
Pond Road, Nantucket, MA having a comparable
sale value of $5.17 million.
Chapter 11 Petition Date: December 15, 2024
Court: United States Bankruptcy Court
District of Massachusetts
Case No.: 24-12513
Judge: Hon. Janet E Bostwick
Debtor's Counsel: David B. Madoff, Esq.
MADOFF & KHOURY LLP
124 Washington Street, Suite 202
Foxborough, MA 02035
Tel: 508-543-0040
Fax: 508-543-0020
Email: alston@mandkllp.com
Total Assets: $5,171,800
Total Liabilities: $3,238,630
The petition was signed by Brett P. Fodiman as manager.
A full-text copy of the petition containing, among other items, a
list of the Debtor's three unsecured creditors is available for
free at PacerMonitor.com at:
https://www.pacermonitor.com/view/XQDVOJQ/14_16_Sheeps_Pond_LLC__mabke-24-12513__0001.0.pdf?mcid=tGE4TAMA
150 LEFFERTS: Claims Will be Paid from Property Sale/Refinance
--------------------------------------------------------------
150 Lefferts Avenue Company LLC and 55 East 21st Co., LLC, filed
with the U.S. Bankruptcy Court for the Eastern District of New York
a Joint Plan of Liquidation dated November 15, 2024.
Except as otherwise provided in the Plan, nothing under the Plan
shall affect the rights of the Debtors or the Liquidated Debtors in
respect of any Unimpaired Claims, including all rights in respect
of legal and equitable defenses to, or setoffs or recoupments
against, any such Unimpaired Claims.
The Debtors shall seek Confirmation of the Plan pursuant to section
1129(b) of the Bankruptcy Code with respect to any rejecting Class
of Claims or Interests. The Debtors reserve the right to modify the
Plan, in accordance with Section 13.3 hereof to the extent, if any,
that Confirmation pursuant to section 1129(b) of the Bankruptcy
Code requires modification, including by modifying the treatment
applicable to a Class of Claims or Interests to render such Class
of Claims or Interests Unimpaired to the extent permitted by the
Bankruptcy Code and the Bankruptcy Rules.
Class 3 consists of General Unsecured Claims. Class 3 Claims are
impaired. As such, holders of General Unsecured Claims are entitled
to vote to accept or reject the Plan. Holders of General Unsecured
Claims will receive their pro rata share of any proceeds available
after full payment of Administrative Claims, Fee Claims, Priority
Tax Claims, Class 1 and Class 2.
The allowed unsecured claims against Lefferts total $125,000. The
allowed unsecured claims against 55 East total $497,551.
Class 4 consists of Existing Equity Interests. All Allowed Existing
Equity Interests shall be cancelled and Holders of such Interest
will receive any remaining funds after all senior classes of are
paid in full. Class 4 Interests are impaired and deemed to reject
the Plan.
The Plan will be funded by the net proceeds from the sale of the
Debtor's real estate Properties or a refinancing of the Debtors'
debt obligations.
On and after the Effective Date, the Debtors are authorized to and
may issue, execute, deliver, file or record such contracts,
securities, instruments, releases, and other agreements or
documents and take such actions as may be necessary or appropriate
to effectuate, implement and further evidence the terms and
conditions of the Plan in the name of and on behalf of the Debtor,
without the need for any approvals, authorization, or consents
except for those expressly required pursuant to the Plan.
A full-text copy of the Joint Plan dated November 15, 2024 is
available at https://urlcurt.com/u?l=tpEJYJ from PacerMonitor.com
at no charge.
Proposed Counsel to the Debtors:
Eric H. Horn, Esq.
Maria A.G. Harper, Esq.
A.Y. STRAUSS LLC
290 West Mount Pleasant Avenue, Suite 3260
Livingston, NJ 07039
Tel (973) 287-5006
Fax: (973) 533-0127
About 150 Lefferts Avenue Company
150 Lefferts Avenue Company, LLC, a company in Brooklyn, N.Y.,
filed Chapter 11 petition (Bankr. E.D.N.Y. Case No. 24-43509) on
Aug. 22, 2024, listing $10 million to $50 million in both assets
and liabilities. Jonathan Bombart, managing member, signed the
petition.
Judge Jil Mazer-Marino oversees the case.
A.Y. STRAUSS LLC serves as the Debtor's legal counsel.
ADELAIDA CELLARS: Seeks Bankruptcy Protection in California
-----------------------------------------------------------
On December 13, 2024, Adelaida Cellars Inc. filed Chapter 11
protection in the Central District of California. According to
court filing, the Debtor reports between $10 million and $50
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 January 8,
2025 at UST-SVND2, TELEPHONIC MEETING. CONFERENCE
LINE:1-866-820-9498, PARTICIPANT CODE:6468388.
About Adelaida Cellars Inc.
Adelaida Cellars Inc. is a family-owned and operated winery.
Adelaida Cellars Inc. sought relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. C.D. Cal. Case No. 24-11409) on December
13, 2024. In the petition filed by Nicholas D. Rubin, as chief
restructuring officer, the Debtor reports estimated assets and
liabilities between $10 million and $50 million each.
The Debtor is represented by:
Hamid R. Rafatjoo, Esq.
RAINES FELDMAN LITTRELL LLP
1900 Avenue of the Stars
19th Floor
Los Angeles, CA 90067
Tel: 310-440-4100
E-mail: hrafatjoo@raineslaw.com
The Debtor's CRO provider:
FORCE TEN PARTNERS, LLC
ADTALEM GLOBAL: Moody's Alters Outlook on 'Ba3' CFR to Positive
---------------------------------------------------------------
Moody's Ratings affirmed Adtalem Global Education Inc.'s, a
Chicago, Illinois-based provider of post-secondary education and
professional talent to the healthcare industry, Ba3 corporate
family rating and its Ba3-PD probability of default rating.
Concurrently, Moody's affirmed the company's senior secured bank
credit facility rating (revolver and term loan) and senior secured
notes rating at Ba3. The company's speculative grade liquidity
rating is unchanged at SGL-1. The outlook was changed to positive
from stable.
The rating affirmations and change in outlook to positive from
stable reflects Adtalem's solid execution which has resulted in
strong operating momentum and improvement in credit metrics.
Moody's expect Adtalem to benefit from favorable enrollment trends
and expanding profitability rates through fiscal 2026, while
continuing to invest in new capabilities to enhance student
experiences and academic outcomes. Moody's project Adtalem will
sustain at least mid-single digit organic revenue growth,
moderately expand market share and maintain strong liquidity over
the next 12-18 months.
Adtalem has strong credit metrics compared to many other business
services issuers also rated in the Ba3 category. Moody's also
expect the company to maintain disciplined capital allocation
policies by balancing organic growth investments and potential
tuck-in acquisitions while navigating the complex and evolving
regulatory landscape in the US for-profit education market. Moody's
project that the company's debt-to-EBITDA of around 2.0 times as of
the twelve months ended September 30, 2024 will decline towards
1.75 times over the next 12-18 months, with free cash flow-to-debt
staying above 30%.
RATINGS RATIONALE
Adtalem's Ba3 CFR incorporates the company's prominent market
position in the for-profit, post-secondary education market, with a
primary focus on nursing specifically and the healthcare industry
generally. Adtalem's medical and healthcare institutions address
significant resource shortages in the US for medical profession
services, for both nurses and doctors. Adtalem had more than 90,000
students enrolled as of September 30, 2024 across 27 campuses in 15
states and online. Due to effective marketing campaigns and high
student persistence toward completion of study, Chamberlain and
Walden, Adtalem's largest institutions, experienced quarterly
double-digit enrollment growth in June and September 2024. Moody's
project the company will sustain strong operating momentum and
maintain at least mid-single digit revenue growth over the next two
years. Moody's expect the company will manage its capital structure
prudently, balancing between business investments, share
repurchases and debt repayment, while maintaining very good
liquidity and conservative credit metrics.
All financial metrics cited reflect Moody's standard adjustments.
Adtalem's rating also reflects the company's vulnerability to the
complex regulatory landscape of for-profit higher education,
including reliance on Title IV funding and potential reputation
harm from criticisms over educational standards. Government policy
shifts could affect the institution's funding, accreditation, and
student recruitment, while negative publicity about educational
quality or student debt levels could impact enrollment and credit
standing. If legal and regulatory challenges arise and are not
resolved, they may present increased risk of operational
deterioration.
The Ba3 rating on the first lien bank credit facility (revolver and
term loan) and senior secured notes, the same as the company's Ba3
CFR, reflects the preponderance of debt represented by the credit
facility and notes. The senior secured notes and first lien credit
facility have a first lien priority on substantially all assets of
the company.
The SGL-1 rating reflects Moody's expectation that Adtalem will
maintain very good liquidity over the next 12-15 months. Sources of
liquidity consist of approximately $264.8 million of unrestricted
cash as of September 30, 2024, Moody's expectation for annual free
cash flow in excess of $300 million, and access to the $400 million
revolving credit facility due 2026. Adtalem is currently subject to
heightened cash monitoring requirements and must post a letter of
credit to maintain eligibility to participate in Title IV programs.
As of September 30, 2024, after accounting for outstanding letters
of credit of approximately $157.9 million in favor of the US
Department of Education, the remaining availability under the
revolving credit facility was approximately $242.1 million.
Additionally, Adtalem had a surety-backed letter of credit
outstanding of $69.4 million in favor of ED on behalf of Walden.
The company also posted $58.3 million of surety bonds, required by
many states for licensure of private-sector postsecondary education
institutions.
Adtalem has no financial covenant requirements under the existing
term loan. The revolving credit facility is subject to a maximum
total net leverage ratio covenant that cannot exceed 3.25x at
September 30, 2024. As of September 30, 2024, the company's total
net leverage ratio financial covenant was calculated at 1.07x.
Moody's expect the company to maintain an ample cushion under its
financial covenant over the next 12 to 15 months.
The positive outlook reflects Moody's anticipation for strong
operating performance, including enrollment growth across its
portfolio of schools, improving credit metrics, with debt-to-EBITDA
maintained below 2.0 times, and very good liquidity. The outlook
could be revised to stable from positive if operating performance
is weaker than anticipated, including due to a decline in total
enrollment or profit margin compression, or if there is a
deterioration in liquidity.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
The ratings could be upgraded if Adtalem sustains strong student
enrollment growth, increases scale and diversity, and maintains its
debt-to-EBITDA leverage below 2.0 times while adhering to balanced
financial policies and very good liquidity. In addition, a ratings
upgrade will also be influenced by Moody's assessment of Adtalem's
financial strength relative to its legal and regulatory risks.
Given the positive outlook, a rating downgrade is not likely in the
near term. Over the longer term, Adtalem's ratings could be
downgraded if unanticipated regulatory or legal challenges result
in sizeable litigation expenses, ineligibility for Title IV funding
or the removal of accreditation to one of the company's learning
institutions. Resumption of more aggressive financial policies that
leads to debt-to-EBITDA leverage sustained above 3.0 times, other
than temporary basis, may also result in a downgrade.
The principal methodology used in these ratings was Business and
Consumer Services published in November 2021.
Headquartered in Chicago, Illinois, Adtalem Global Education Inc.
(NYSE: ATGE) is a provider of post-secondary education and
professional talent to the healthcare industry. The company
operates five for-profit educational institutions across the US and
Caribbean. Moody's expect Adtalem to generate annual revenue of
around $1.7 billion in the year end 2025.
AFRITEX VENTURES: Appointment of Mark Chevallier as Examiner OK'd
-----------------------------------------------------------------
Judge Edward Morris of the U.S. Bankruptcy Court for the Northern
District of Texas approved the appointment by Lisa Lambert, the
U.S. Trustee for Region 6, of J. Mark Chevallier to serve as
examiner in the Chapter 11 case of Afritex Ventures, Inc.
The U.S. Trustee has selected J. Mark Chevallier to serve as
examiner in this case after consulting with Vickie Driver, counsel
for the Debtor, and Theodore Sandler, counsel for Fine Food
Factory, Inc.
Except as disclosed in his verified statement, Mr. Chevallier has
no connection with the Debtor, creditors, parties in interest,
their respective attorneys and accountants, the U.S. Trustee, or
any person employed by the U.S. Trustee.
About Afritex Ventures Inc.
Afritex Ventures is a diversified investment holding company
specializing in the seafood industry. Headquartered in Dallas, the
Company develops and markets premium seafood products under
multiple brands.
Afritex Ventures, Inc. filed its voluntary petition for relief
under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Tex. Case No.
24-43390) on September 22, 2024, listing $1 million to $10 million
in assets and $1 million to $50 million in liabilities. The
petition was signed by David J. Diamond as director.
Judge Edward L Morris presides over the case.
Vickie L. Driver, Esq. at Crowe & Dunlevy, P.C. represents the
Debtor as legal counsel.
AINOS INC: Partners With Taiwan Tanabe to Boost VELDONA Production
------------------------------------------------------------------
Ainos, Inc. announced the signing of a strategically significant
Memorandum of Understanding with Taiwan Tanabe Seiyaku Co., Ltd., a
subsidiary of Mitsubishi Tanabe Pharma Corporation in Japan, brings
extensive pharmaceutical development and manufacturing expertise to
the partnership.
The collaboration aims to advance the manufacturing and Taiwan
market promotion of Ainos' groundbreaking Sjogren's syndrome drug,
VELDONA. Both parties may work under the terms of the MOU to
further define the partnership.
Market Demand for Sjogren's
Syndrome Treatment
Sjogren's syndrome is an autoimmune disease affecting millions of
patients worldwide, with a significant unmet need for effective
treatments. As the global population ages and awareness of the
disease increases, the demand for therapeutic solutions is growing
rapidly. According to market analysis, the global Sjogren's
syndrome market is projected to reach billions of dollars in the
next five years. Ainos believes VELDONA® will provide a
much-needed, innovative treatment option for millions of patients
and fulfill this pressing market demand.
VELDONA's Clinical Progress
and Success
Ainos has dedicated years to the development of Sjogren's syndrome
treatments, with VELDONA, a low-dose oral interferon-alpha, showing
remarkable potential in clinical trials. Previous studies have
demonstrated that VELDONA® can significantly alleviate patient
symptoms, improve quality of life, and effectively control disease
progression. The drug has shown strong tolerability and safety,
establishing a solid foundation for further large-scale global
clinical trials.
Partnership with Taiwan
Tanabe Seiyaku
Taiwan Tanabe Seiyaku, as a subsidiary of Mitsubishi Tanabe Pharma,
offers extensive experience in pharmaceutical development and
market expansion. As part of this partnership, Taiwan Tanabe
Seiyaku may collaborate with Ainos on the manufacturing and
promotion of VELDONA to meet market demand. Both parties will
clarify the specific details and responsibilities of the
partnership as stipulated in the MOU agreement.
Global Market Impact
and Future Outlook
This collaboration with Taiwan Tanabe Seiyaku will accelerate the
global market introduction of VELDONA, ensuring that the drug
reaches patients in a timely and efficient manner. The formal
contract will define the clear rights and responsibilities of both
parties, paving the way for long-term success. Ainos anticipates
that as more clinical data is collected and the drug becomes
available in more markets, the demand for VELDONA will solidify its
position as a leading treatment for Sjogren's syndrome.
Additionally, the success of this drug will open further
opportunities in other autoimmune diseases, enhancing the company's
market valuation and growth potential.
Ainos' Future Vision
Ainos is committed to driving medical innovation and addressing the
world's unmet medical needs. This partnership with Taiwan Tanabe
Seiyaku marks an important milestone in our global strategy, and we
will continue to focus on developing breakthrough therapies that
improve the quality of life for patients worldwide.
About Ainos
Ainos, Inc. — https://www.ainos.com/ — formerly known as
Amarillo Biosciences, Inc., is a diversified healthcare company
focused on the development of novel point-of-care testing,
therapeutics based on very low-dose interferon alpha, and synthetic
RNA-driven preventative medicine. The Company's product pipeline
includes commercial-stage VELDONA Pet cytoprotein supplements,
clinical-stage VELDONA human therapeutics, and telehealth-friendly
POCTs powered by the AI Nose technology platform.
Diamond Bar, California-based KCCW Accountancy Corp., the Company's
auditor since 2023, issued a "going concern" qualification in its
report dated March 8, 2024, citing that the Company has incurred
recurring losses and recurring negative cash flow from operating
activities, and has an accumulated deficit which raises substantial
doubt about its ability to continue as a going concern.
As of June 30, 2024, Ainos had $35,539,387 in total assets,
$14,827,111 in total liabilities, and $20,712,276 in total
stockholders' equity.
AKOUSTIS TECHNOLOGIES: Panel Questionnaires Due on Dec. 24
----------------------------------------------------------
The United States Trustee is soliciting members for committee of
unsecured creditors in the bankruptcy cases of Akoustis
Technologies, Inc., et al.
If a party wishes to be considered for membership on any official
committee that is appointed, it must complete a questionnaire
available at https://tinyurl.com/mv5r835c and return by email it to
Jonathan Lipshie, Esq. – jon.lipshie@usdoj.gov - at the Office of
the United States Trustee so that it is received no later than
Tuesday, December 24, 2024, at 4:00 p.m. (ET).
If the U.S. Trustee receives sufficient creditor interest in the
solicitation, it may schedule a meeting or telephone conference for
the purpose of forming a committee.
About Akoustis Technologies
Akoustis Technologies, Inc. -- http://www.akoustis.com/--
develops, designs, and manufacturers RF filter solutions for the
wireless industry, including for smartphones/tablets, network
infrastructure equipment, WiFi Customer Premise Equipment, and
defense applications. Akoustis is headquartered in the Piedmont
technology corridor near Charlotte, North Carolina.
Akoustis Technologies and three of its affiliates filed voluntary
petitions for protection under Chapter 11 of the Bankruptcy Code
(Bankr. D. Del., Lead Case No. 24-12796) on December 16, 2024. The
petitions were signed by Mark D. Podgainy as financial
transformation officer.
The Debtors disclosed $53,371,000 in total assets against
$122,586,000 in total debts as of September 30, 2024.
The Hon. Laurie Selber Silverstein is the case judge.
Landis Rath & Cobb LLP has been tapped as the Debtors' local
bankruptcy counsel and K&L Gates LLP has been tapped as the
Debtors' general bankruptcy counsel. Raymond James & Associates,
Inc. serves as investment banker to the Debtors, Getzler Henrich &
Associates LLC serves as financial advisor, C Street Advisory Group
serves as strategic communications advisor, and Willis Towers
Watson PLC serves as compensation consultant and advisor. Stretto,
Inc. acts as notice and claims agent to the Debtors.
AL NGPL: $75MM Incremental Loan No Impact on Moody's 'Ba3' CFR
--------------------------------------------------------------
Moody's Ratings said AL NGPL Holdings LLC's (AL NGPL, Ba3 stable)
ratings and outlook are not affected by the company's announcement
that it is seeking a $75 million incremental term loan. The $75
million increase in the term loan will raise the total balance to
$781 million as of Sept 30, 2024, on a pro forma basis (before
considering the $21 million loan principal repayment in Q4 2024).
Moody's expect a lower cost of borrowing with declining interest
rates will result in credit metrics remaining consistent with the
existing ratings following the increase in term loan principal
balance. The incremental term loan will fund a distribution to the
company's owners, and is subject to obtaining lender commitments.
AL NGPL's projected credit metrics are expected to remain
supportive of the Ba3 corporate family rating (CFR) and term loan
rating. Higher than initially projected EBITDA and lower interest
costs due to declining market interest rates will offset the impact
on the company's leverage and interest coverage metrics of the $75
million add-on term loan. AL NGPL's leverage (debt/EBITDA) was
approximately 6.1x as of Sept. 30, 2024, (as calculated using AL
NGPL's proportionate share (37.5%) of NGPL PipeCo LLC's (NGPL, Baa3
stable) debt plus the AL NGPL debt divided by its proportionate
share of NGPL's EBITDA). Pro forma for the $75 million add-on term
loan, leverage increases ~0.3x, which is consistent with the
company's 2023 projections when the company added to the term loan
to fund the purchase of an additional 12.5% stake in NGPL, bringing
its ownership to 37.5%. AL NGPL's interest coverage (as calculated
using AL NGPL's proportionate share (37.5%) of NGPL's EBITDA
divided by its proportionate share of NGPL's interest expense plus
the AL NGPL interest expense) for 2025 will be little changed with
the add-on term loan.
Moody's expect AL NGPL to continue to reduce the term loan balance
through mandatory amortization payments as well as through payments
under the credit agreement's excess cash flow sweep. Distributions
to AL NGPL will more than cover its debt service requirements as a
result of funding of NGPL capital projects with debt at NGPL or
capital contributions, and future modest growth in distributions
from NGPL.
AL NGPL Holdings LLC is a holding company established in connection
with the March 2021 purchase by funds managed by ArcLight Capital
Partners, LLC of a 25% equity stake in NGPL PipeCo LLC (NGPL). The
June 2023 acquisition of an additional 12.5% stake brought AL
NGPL's ownership in NGPL to 37.5%. NGPL is jointly owned by: (1) AL
NGPL Holdings LLC (Ba3 stable) (37.5%), which is owned by funds
controlled by ArcLight Capital Partners, LLC; (2) BIP PipeCo
Holdings, LLC (Ba3 stable) (25%), which is owned by Brookfield
Infrastructure Partners L.P., a subsidiary of Brookfield
Corporation (A3 stable); and (3) Kinder Morgan, Inc. (KMI, Baa2
stable) (37.5%), the operator of the pipeline.
NGPL owns one of the largest and geographically broad
FERC-regulated natural gas pipeline systems in the US (Natural Gas
Pipeline Company of America LLC), operating about 9,100 miles of
interstate natural gas pipelines and 62 compressor stations. It is
also one of the largest natural gas storage operators, having ~288
Bcf of working gas capacity with 12 underground storage reservoirs
in eight field locations in four states. KMI is the operator of the
system.
ALLSPRING BUYER: S&P Assigns 'BB-' Rating on 1st-Lien Term Loan B
-----------------------------------------------------------------
S&P Global Ratings assigned its 'BB-' issue rating to Allspring
Buyer LLC (Allspring)'s first-lien term loan B following a
repricing of its June 2022 $245 million add-on to its $1.1 billion
first lien term loan B.
The repriced first-lien term loan amount will combine the previous
$1.1 billion term loan and $245 million add-on for a total of $1.32
billion. As part of the transaction, the company also lowered the
margin and extended the maturity to 2030 from 2028.
S&P's issuer credit rating on Allspring (BB-/Negative/--) is
unchanged by the transaction.
The outlook on Allspring is negative, reflecting S&P Global
Ratings' expectation that, over the next 12 months, the company
could operate with leverage above 5.0x.
Issue Ratings--Recovery Analysis
Key analytical factors
-- S&P's recovery analysis includes the company's $170 million
senior unsecured revolving credit facility due 2029 and its $1.3
billion senior secured term loan due 2030.
-- S&P applies a 5.0x multiple for all asset managers because it
believes this represents an average multiple for asset managers
emerging from a default.
-- S&P's simulated default includes poor investment performance or
market depreciation leading to a substantial reduction of AUM and a
decline in EBITDA sufficient to trigger a payment default.
Simplified waterfall
-- Emergence EBITDA: $131 million
-- Multiple: 5.0x
-- Gross recovery value: $655 million
-- Net recovery value for waterfall after 5% administrative
expenses: $622 million
-- Obligor/nonobligor valuation split: 100%/0%
-- Estimated priority claims: None
-- Remaining recovery value: $622 million
-- Estimated first-lien claim: $1.445 billion
-- Value available for first-lien claim: $622 million
--Recovery range: 40%
All debt amounts include six months of prepetition interest.
ALTA VISTA: No Decline in Resident Care, PCO Report Says
--------------------------------------------------------
Blanca Castro, the court-appointed patient care ombudsman, filed
with the U.S. Bankruptcy Court for the Central District of
California her report regarding the quality of patient care
provided at Alta Vista Gardens, Inc.
The Local Patient Care Ombudsman (LPCO) visited Alta Vista Gardens
on two occasions. During the visit, the LPCO noted no cleaning
supplies or chemicals were left unattended or accessible to
residents.
The ombudsman cited no concerns about staffing. Administration
noted there are no current vacancies, with 20 staff members
employed.
The Ombudsman representative noted the presence of an appropriate
inventory of fresh foods.
The ombudsman noted no observable decline in services or the
quality of care of residents of Alta Vista Gardens.
A copy of the ombudsman report is available for free at
https://urlcurt.com/u?l=XZGPAf from PacerMonitor.com.
The ombudsman may be reached at:
Blanca E. Castro
California Department of Aging
2880 Gateway Oaks Drive, Suite 200
Sacramento, CA 95833
Tel: 916-928-2500
Email: blanca.castro@aging.ca.gov
About Alta Vista Gardens
Alta Vista Gardens, Inc., a company in Los Angeles, Calif., filed
its voluntary petition for Chapter 11 protection (Bankr. C.D.
Calif. Case No. 24-11780) on March 7, 2024, listing up to $50,000
in assets and up to $10 million in liabilities. Staci Marmershteyn,
board member, signed the petition.
Judge Deborah J. Saltzman oversees the case.
The Debtor tapped RHM Law, LLP as legal counsel and Michael
Rudnitsky as accountant.
Blanca E. Castro of California Department of Aging was appointed as
patient care ombudsman in the Debtor's case.
ALTISOURCE PORTFOLIO: S&P Downgrades ICR to 'CC', Outlook Negative
------------------------------------------------------------------
S&P Global Ratings lowered our issuer credit rating on Altisource
Portfolio Solutions S.A. to 'CC' from 'CCC+' and its issue rating
on the senior secured term loan to 'C' from 'CCC-'.
S&P said, "The negative outlook reflects our expectation that we
will lower the issuer credit rating on Altisource to 'SD' and the
senior secured term loan rating to 'D' when the transaction closes,
because we would consider the transaction as a distressed
exchange.
"The downgrade follows Altisource's announcement of a debt exchange
that we view as a distressed exchange. After the transaction
closes, investors will receive less value than originally promised.
This is because of the roughly $58 million reduction in the
principal balance of the senior secured term loan, the lower
interest on the term loan (annual cash savings of $8 million-$9
million for Altisource), and a maturity extension of five years (to
April 2030). While lenders will receive common shares representing
63.5% of the pro forma outstanding shares of the company, we
believe this equity compensation is not sufficient to offset losses
for lenders."
Furthermore, without the transaction, S&P believes Altisource would
have difficulty repaying the term loan due April 2025 given the
company's strained operating performance and limited liquidity,
even if it exercised its option to extend the term loan's maturity
to April 2026.
S&P said, "Altisource currently has weak cash flow generation due
to its largely countercyclical business model, and we think cash
flow generation will remain weak going into 2025." Most of the
company's revenue correlates with residential mortgage foreclosures
and delinquencies in the U.S., which have remained low because of
strong home prices and significant equity in homes. As a result,
Altisource's cash flow from operations remained negative in 2022
and 2023. Second-quarter 2024 was the first quarter of positive
cash flow since the COVID-19 pandemic, but third-quarter 2024 saw
the company generate negative cash flow from operations once
again.
S&P said, "While mortgage foreclosures could rise as a result of
difficult macroeconomic conditions, we don't expect significant
improvement in Altisource's higher-margin marketplace business over
the next 12 months. That said, the company did report positive
EBITDA in 2023, and we expect positive EBITDA in 2024 and continued
EBITDA growth into 2025.
"The negative outlook reflects our expectation that we will lower
the issuer credit rating on Altisource to 'SD' and the senior
secured term loan rating to 'D' when the transaction closes,
because we would consider the transaction as a distressed
exchange.
"If and when the debt exchange closes, we would lower the issuer
credit rating to 'SD' and the rating on the senior secured term
loan to 'D'.
"We could revise the outlook to stable or raise the issuer credit
rating if, in our view, the prospect of a conventional default or
distressed exchange diminishes. This could occur if shareholders
reject the proposed offer and if we believe the company's capital
structure (including future funding access) and prospects for
suitable operating performance are improving."
ARTIFICIAL INTELLIGENCE: On Track for $10-Mil. ARR by FY End
------------------------------------------------------------
Artificial Intelligence Technology Solutions, Inc., announced
continued strides toward achieving an annual recurring revenue
(ARR) run rate of $10 million by the end of its current fiscal year
2025, which ends February 28, 2025. This milestone, if
accomplished, would represent a remarkable 3x growth from the
Company's $3.4 million ARR at the close of FY 2024.
Following its strong Q2 FY 2025 results, RAD added $105,000 in
recurring monthly revenue during Q3, which ended November 30, 2024,
bolstering its momentum toward this pivotal financial milestone. As
significant is the size and quality of the expected incoming orders
is larger and higher than it's ever been. This RMR is preliminary
and subject to adjustment.
"Tripling our ARR in just one year, like we did last year, will be
a testament to the value that RAD brings to our clients," said
Steve Reinharz, CEO/CTO of AITX and RAD-I. "We are focused on
maintaining the growth rate despite the Law of Large Numbers
through continued invention of solutions such as RADCam and SARA."
Sales Funnel Expansion:
During Q3 RAD-I's sales funnel grew dramatically, with a pipeline
of anticipated contracts and high-probability sale opportunities
now totaling $1.8 million in potential RMR, reflecting heightened
demand for RAD-I's game-changing solutions.
Driving Growth through Innovation:
* RIO's Proven Success: RIO™ (ROSA Independent Observatory),
which includes at least one ROSA™ unit, has emerged as RAD-I's
strongest solution, offering unparalleled value in autonomous
security and surveillance. Its versatility and effectiveness have
made it a cornerstone of RAD-I's growth strategy, consistently
delivering measurable results for clients across multiple
industries.
* SARA's Anticipated Impact: The introduction of SARA™
(Speaking Autonomous Responsive Agent) is expected to significantly
expand RAD-I's ability to capture larger portions of client
budgets, delivering direct benefits versus the traditional reliance
on costly monitoring centers.
* RADCam Penetration: Robotic Assistance Devices Residential,
Inc. (RAD-R), the Company's residential-focused subsidiary, is
poised to make waves in the competitive home security camera market
with RADCam™, what the Company believes to be the world's first
talking security camera.
"We're thrilled with the momentum we're seeing across our full
portfolio of solutions, including RIO, ROSA and AVA," added Troy
McCanna, Sr. VP of Revenue Operations and CSO of RAD-I. "We are
looking good to continue a strong rate of growth with this core
product set and I anticipate more exposure through planned
visibility with several of our signature clients."
"The sales growth we've achieved this year has been exceptional,
reflecting the growing demand for our innovative solutions," said
Mark Folmer, CPP, PSP, FSyI, President of RAD-I. "I'm even more
energized about what lies ahead as AVA Gen 4, ROAMEO Gen 4, SARA,
and RADDOG enter the market. These advancements will elevate our
offerings and accelerate growth as we continue to solve critical
challenges for our clients."
Recurring monthly revenue and annual recurring revenue are vital
indicators of financial health and stability for technology-driven
businesses like AITX. These predictable revenue streams not only
provide a strong foundation for sustainable growth but also enable
the Company to make strategic investments in innovation, customer
success, and market expansion.
With RAD-I's and RAD-R's aggressive growth trajectories and a
steady stream of innovative solutions, the Company remains
committed to achieving operational profitability while continuing
to disrupt the security technology and property management
landscapes.
AITX, through its subsidiary, Robotic Assistance Devices, Inc., is
redefining the nearly $50 billion security and guarding services
industryi through its broad lineup of innovative, AI-driven
Solutions-as-a-Service business model. RAD-I solutions are
specifically designed to provide cost savings to businesses of
between 35%-80% when compared to the industry's existing and costly
manned security guarding and monitoring model. RAD-I delivers these
tremendous cost savings via a suite of stationary and mobile
robotic solutions that complement, and at times, directly replace
the need for human personnel in environments better suited for
machines. All RAD technologies, AI-based analytics and software
platforms are developed in-house.
RAD-I has a prospective sales pipeline of dozens of Fortune 500
companies and numerous other client opportunities. RAD-I expects to
continue to attract new business as it converts its existing sales
opportunities into deployed clients generating a recurring revenue
stream. Each Fortune 500 client has the potential of making
numerous reorders over time.
About Artificial Intelligence Technology
Headquartered in Ferndale, Mich., Artificial Intelligence
Technology Solutions Inc. is an innovator in the delivery of
artificial intelligence-based solutions that empower organizations
to gain new insight, solve complex challenges, and fuel new
business ideas. Through its next-generation robotic product
offerings, AITX's RAD, RAD-R, RAD-M, and RAD-G companies help
organizations streamline operations, increase ROI, and strengthen
business. AITX technology improves the simplicity and economics of
patrolling and guard services, allowing experienced personnel to
focus on more strategic tasks. Customers augment the capabilities
of existing staff and gain higher levels of situational awareness,
all at drastically reduced costs. AITX solutions are well-suited
for use in multiple industries such as enterprises, government,
transportation, critical infrastructure, education, and
healthcare.
Deer Park, Illinois-based L J Soldinger Associates, LLC, the
Company's auditor since 2019, issued a "going concern"
qualification in its report dated May 9, 2024, citing that the
Company had a net loss of approximately $20.7 million, an
accumulated deficit of approximately $133.0 million, and
stockholders' deficit of approximately $40.2 million as of and for
the year ended Feb. 29, 2024, which raise substantial doubt about
its ability to continue as a going concern.
As of Aug. 31, 2024, Artificial Intelligence Technology Solutions
had $9.22 million in total assets, $54.68 million in total
liabilities, and a total stockholders' deficit of $45.47 million.
ASP UNIFRAX: Moody's Affirms 'Caa2' CFR, Outlook Stable
-------------------------------------------------------
Moody's Ratings affirmed ASP Unifrax Holdings, Inc.'s (dba Alkegen)
Caa2 corporate family rating and its Caa2-PD probability of default
rating. At the same time, Moody's assigned a B2 rating to the
company's new $200 million backed senior secured first lien first
out revolving credit facility maturing in 2028, a Caa1 rating to
the $1.35 billion backed senior secured first lien PIK toggle term
loan and $175 million backed delayed draw term loan both maturing
in 2029, and the backed first lien senior secured PIK toggle notes
due 2029, and a Caa3 rating to the backed second lien senior
secured PIK toggle notes due 2029. The ratings outlook is stable.
Moody's are also withdrawing the Caa1 ratings on the company's
senior secured credit facilities which were paid off and the
existing $800 million backed senior secured notes due in 2028 and
the Ca rating on the $400 million senior unsecured notes due in
2029 as the significant majority of the note holders have exchanged
into new second lien notes. In addition, Moody's have corrected the
display on its websites to reflect the correct name for this entity
is ASP Unifrax Holdings, Inc. Due to an internal administrative
error the name for this issuer was previously displayed as
Alkegen.
"The affirmation of Alkegen's corporate family rating reflects its
still very high leverage and weak interest coverage. The company's
recent term loan refinancing and note exchanges will result in
stronger liquidity and lower cash outflows in the near-term since
there are no amortization payments, PIK interest options and the
ability to defer management fees. Nevertheless, it will result in
higher debt levels and materially higher interest costs when the
PIK interest options expire in two years," said Michael Corelli,
Moody's Ratings Senior Vice President and lead analyst for ASP
Unifrax Holdings, Inc.
RATINGS RATIONALE
Alkegen's Caa2 corporate family rating is constrained by its
reliance on the cyclical automotive, industrial and chemical end
markets and its likely unsustainable capital structure even after
its senior credit facilities refinancing and note exchange. The
company still has very high leverage and weak interest coverage.
The recent refinancing and note exchange will result in stronger
liquidity and lower near-term cash outflows, but it will result in
higher debt levels and materially higher interest costs in two
years. Alkegen's rating is supported by its good global market
position in products that provide high temperature insulation, fire
protection, filtration and emission control. The company has a
large scale with more than 60 manufacturing facilities, a broad
geographic reach and good customer, product and end-market
diversity and has demonstrated its technical expertise through the
introduction of new products in markets with good growth
opportunities such as electric vehicle batteries. The credit
profile is also supported by the company's long-standing
relationships with many blue-chip customers and its adequate
liquidity.
Alkegen's operating performance has moderately improved in 2024 as
it regained some lost market share and benefitted from lower
material costs and cost reduction initiatives despite continued
weak global industrial demand. Nevertheless, the company's earnings
remain well below the level achieved in 2022. As a result, Moody's
anticipate Moody's adjusted EBITDA will be in the range of $240
million - $250 million. The company's operating results should
strengthen in 2025, and its adjusted EBITDA could approach the
level achieved in 2022 as the company benefits from cost cutting
initiatives and sales growth in new products serving the
lithium-ion battery sector. It may be able to generate free cash
flow as the recent term loan refinancing and note exchanges will
result in the elimination of amortization payments, provide PIK
interest options and the ability to defer management fees. However,
free cash flow will be limited by its still elevated interest costs
and investments in working capital.
The company's debt level will remain very high and its credit
metrics weak for its Caa2 rating with a leverage ratio
(debt/EBITDA) of about 10.0x and interest coverage
(EBITDA/Interest) around 1.0x. The company's weak credit metrics
and the significant expected rise in its debt level and interest
costs after the two year PIK interest option expires, likely
indicates that its capital structure is still not sustainable and
could lead to another distressed exchange or restructuring in the
future absent a material increase in earnings and stronger free
cash generation.
Alkegen's credit impact score of CIS-5 reflects its weak governance
in relation to its financial strategy and risk management as well
as its board structure and policies given the company's elevated
gross debt levels and concentrated ownership. The sponsor's
historically aggressive financial policy manifested in the pursuit
of aggressive debt funded acquisitive growth, which is the key
driver of its high financial leverage.
Alkegen has an adequate liquidity profile and is expected to
maintain a good cash balance and full availability under its new
$200 million revolving credit facility, which had no outstanding
borrowings as of December 2024. The revolver matures in 2028 and
has a springing first lien leverage ratio covenant of 8.75x if
borrowings exceed 35% of the aggregate revolving commitments. The
leverage ratio was 7.35x based on the covenant calculation for the
LTM period ended June 2024. Moody's expect the company to remain in
compliance with this covenant with a continued moderate cushion.
The B2 rating on the senior secured first lien revolving credit
facility is three notches above the Caa2 CFR reflecting its
priority position in the capital structure and its first out
provision in the event of a default. The first lien senior secured
PIK toggle term loan and the first lien senior secured PIK toggle
notes have each been assigned a rating of Caa1 reflecting their
priority position above the second lien and unsecured notes in the
capital structure. The revolver, term loan and first lien notes are
secured by a first priority lien on substantially all of the
company's and guarantors' existing and future assets, subject to
certain limited exceptions. The Caa3 rating on the second lien
senior secured PIK toggle notes reflect its effective subordination
to the significant amount of secured debt.
The stable ratings outlook reflects Moody's expectation for
earnings to increase over the next 12-18 months, but for the
company's credit metrics to remain weak. It also reflects the
likelihood that the expected loss for lenders would be in line with
the assumptions of the current ratings level if a distressed
exchange or default is pursued.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
Alkegen's ratings could be considered for an upgrade if the company
materially grows its earnings, consistently generates free cash
flow, pays down its debt and sustains an adjusted leverage ratio
below 7.0x and RCF/Net Debt above 3%. An upgrade would also require
the execution of more conservative financial policies from the
sponsor and management.
Moody's could downgrade Alkegen's ratings if the company does not
evidence an improvement in its credit metrics such that its
adjusted leverage is sustained above 8.0x. Moody's could also
downgrade the ratings if free cash flow remains negative and
liquidity materially deteriorates.
Headquartered in Irving, Texas, ASP Unifrax Holdings, Inc. (dba
Alkegen) produces heat-resistant ceramic fiber and specialty
filtration products, advanced material solutions and specialty
glass microfiber materials for a variety of industrial
applications. The company has been a portfolio company of Clearlake
Capital Group, L.P. since late 2018. Alkegen generated revenue of
approximately $1.5 billion for the twelve months ended June 30,
2024.
The principal methodology used in these ratings was Chemicals
published in October 2023.
AZ 400: Fannie Mae Case Administratively Stayed
-----------------------------------------------
Judge Eric Komitee of the United States District Court for the
Eastern District of New York administratively stayed the case
captioned as FEDERAL NATIONAL MORTGAGE ASSOCIATION, Plaintiff,
-against- AZ 400 HERKIMER LLC, et. al, Defendants, Case No.
1:24-cv-04569(EK)(LKE) (E.D.N.Y.) pending AZ 400's bankruptcy
case.
AZ 400 Herkimer LLC has filed a letter informing the Court of its
pending bankruptcy case, In re Az 400 Herkimer, Case No. 24-44566
(Bankr. E.D.N.Y). In light of that proceeding, plaintiff's claims
against AZ 400 are automatically stayed.
AZ 400 goes on to argue that the automatic stay should extend to
its codefendants in this case. It is far from clear, however, that
the stay should be extended that far. AZ 400 invokes In Re Fogarty,
39 F.4th 62, 73 (2d Cir. 2022) (automatic stay violated by
foreclosure sale where debtor was a named defendant and had a
possessory, but not financial, interest in the property of the
estate). Even after Fogarty, however, courts in this circuit have
generally stayed proceedings against non-debtor codefendants "only
when a claim against the non-debtor will have an immediate adverse
economic consequence for the debtor's estate." And In re Roman
Cath. Diocese of Rockville Ctr., New York, 651 B.R. 622 (Bankr.
S.D.N.Y. 2023), the primary case that AZ 400 relies on for its
reading of Fogarty, does not dictate a contrary outcome, as the
bankruptcy court in Diocese extended the stay to non-debtor
codefendants based on the agreement of the creditors' committee,
the District Court finds.
Nevertheless, the claim against Defendant Ahmed for a "deficiency"
judgment cannot be adjudicated until the foreclosure action and
sale conclude, the District Court says. This case is therefore
administratively stayed until the bankruptcy case concludes, absent
further direction from the District Court. The parties are directed
to file a letter providing an update as to the status of the
bankruptcy proceedings by April 30, 2025, or within a week of the
conclusion of the bankruptcy proceedings, whichever occurs first.
A copy of the Court's decision is available at
https://urlcurt.com/u?l=1Ufizp
BADGER FINANCE: Moody's Withdraws 'Caa2' CFR on Debt Repayment
--------------------------------------------------------------
Moody's Ratings has withdrawn Badger Finance, LLC's ratings
including the Caa2 Corporate Family Rating, the Caa3-PD Probability
of Default Rating, and the Caa2 rating on the company's senior
secured term loan B. Prior to the withdrawal, the outlook was
negative. This action follows Badger Finance, LLC's full repayment
of its previously rated debt after a refinancing.
RATINGS RATIONALE
Moody's have withdrawn the ratings as a result of the repayment of
the rated term loan credit facility due in 2024.
Based in Little Chute, Wisconsin, Badger Finance, LLC is an
intermediate holding company of Trilliant Food and Nutrition, LLC,
Horseshoe Beverage Company, LLC, and affiliated companies. The
company is a US manufacturer of private label and value branded
beverage products, mainly single serve coffee pods. The company's
branded coffee products are primarily sold under its Victor Allen
brand. Badger also manufactures and sells ready-to-drink (RTD)
coffee beverages through its Horseshoe Beverages subsidiary.
Blackstone invested in a preferred interest in the company in 2017
and Mike Upchurch, founder CEO, continues to hold a substantial
interest in the company.
BAYTOWN CONVENTION: S&P Affirms 'B-' Rating on 2021A Revenue Bonds
------------------------------------------------------------------
S&P Global Ratings revised its outlook to stable for Baytown
Convention Center Hotel's (BCCH) series 2021A senior hotel revenue
bonds and series 2021B subordinate hotel revenue bonds. This
reflects steady improvement in RevPAR since last year.
S&P also affirmed its 'B-' rating on the senior bonds and 'CCC+'
rating on its subordinate bonds.
The stable outlook reflects S&P's expectation that hotel
performance will stabilize and sufficiently cover all operating
costs and senior debt service by 2027.
Baytown Municipal Development District (BMDD, a political
subdivision of Texas and the city of Baytown), issued $18.055
million first-lien series 2021A hotel revenue bonds, $14.03 million
second-lien series 2021B hotel revenue bonds, and $30.68 million
series 2021C combination limited sales tax revenue and third-lien
hotel revenue bonds. The series 2021C (rated 'AA-') is backed by
the sales taxes imposed by BMDD and do not fall under the
methodologies listed in this publication.
The project used bond proceeds to fund the construction and
development of a full-service, upper-upscale 208-room Hyatt Regency
hotel in Baytown, Texas. Located 30 miles east of downtown Houston,
the project is operated under a 30-year hotel service agreement by
Hyatt Corp. The project is financed with hotel revenue bonds and
direct contributions from BMDD. BMDD repays the first- and
second-lien hotel revenue bonds with net revenue generated from the
project.
Construction began in October 2021 with substantial completion in
March 2023. The hotel opened May 18, 2023. Garfield Public/Private
LLC is the project developer and asset manager.
The hotel is indirectly owned and controlled by the city through
BMDD. The first- and second-lien bonds are solely repaid through
hotel operations and do not obligate the city to any explicit
financial support, except the insurance costs. However, to date, it
has been contributing (through the BMDD) sizably to the start-up
operating costs of the hotel.
The project has received support from the district during
slower-than-expected initial ramp up in operations, replenishing
reserves and covering insurance costs and debt service shortfall
during fiscal 2025 (which runs through September 2025).
Occupancy and revenue per available room (RevPAR) have been
improving each quarter of operations.
The project has strong liquidity mechanisms, although some only
replenish or accrue when the debt service cover ratio (DSCR) is
above 1.0x. Alongside the district support in fiscal 2025, S&P sees
this liquidity as sufficient to stabilize the project's operations
to sufficiently cover all hotel commitments.
The project maintains relatively simple operations with a strong
and experienced hotel operator.
Baytown is a relatively small market compared to other rated hotel
markets and while it has its own meeting space, it lacks an anchor
(such as an adjacent large municipal convention center, sporting
arena or university) to drive business, particularly groups.
Demand is unproven in the Baytown lodging market to support the
rates expected of an upscale full-service hotel over the long term
and the market is relatively small compared to other rated hotel
markets.
Although liquidity covenants are strong, project underperformance
means it is not generating enough operating profits to fund all
reserve accounts in the cash waterfall.
The project will continue to rely on the BMDD support during
another two to three years of ramp up to cover potential shortfalls
in operating expenses and debt service.
The project has received support from the city via funding from
BMDD. The district funded the working capital reserve back to the
original target balance in 2024. They also approved funding for
first- and second-lien debt-service payments, which covers any
shortfall in the debt-service payments due in 2025. This support
applies before the project is required to draw upon its debt
service reserves. This funding will help the project maintain its
liquidity reserve. An additional $2 million of funding will be
released to pay insurance premiums and cover any unprecedented
working capital shortfalls.
The district is liable to approve these budgets annually, and the
management foresees having this support in the near future.
Operating performance has steadily improved since last year.
Occupancy levels have improved in 2024, mostly stemming from growth
in group business. This category typically charges a lower rate
than transient businesses, but in turn earns more food and beverage
(F&B) revenue. For the trailing 12 months ended September 2024, the
occupancy was double the prior-year period. RevPAR continued
growing, reaching $63 for that period, above S&P's expectation of
$59. S&P sees potential for contractual business opportunities,
followed by more corporate and local events. Management has
dedicated more resources to marketing, including offers and
discount incentives for loyalty program travelers.
The project is building upon stronger liquidity to have sufficient
backing for paying off senior and subordinated debt. The senior
debt service reserve stands at $1.77 million as of October 2024,
with a 36% increase since April 2024. It is close to full funding
($1.9 million). Similarly, subordinate debt service reserve (lower
in the waterfall) is funded to $889,000 as of October 2024, with a
target balance of $1.7 million.
The stable outlook on Baytown's senior and subordinate debt
reflects that although the hotel began operations with much lower
occupancy and revenue than expected at financial close, it received
liquidity support from the district to cover shortfalls and
performance has improved each quarter since operations commenced.
S&P expects hotel performance will stabilize to sufficiently cover
all operating costs and senior debt service by 2027, and the
project has sufficient liquidity and district support to cover
shortfalls in the next two years.
S&P said, "We could lower the senior debt rating if the hotel
underperforms our base-case occupancy and average daily room rate
(ADR) forecast, incurs higher-than-expected costs that lead to
additional draws in 2026 and 2027 from its first-lien debt service
reserve, or exhausts other liquidity faster than we expect. We
could also downgrade if we see weakening expectation of support
from the district beyond contractual obligations.
"We could lower the subordinate debt rating to 'CCC' if current
improving business trends change.
"We could raise the rating on Baytown's senior debt if the hotel
performance generates minimum base-case senior DSCR above 1.0x and
if the project can survive more than three years under our downside
stress. To achieve a break-even 1.0x senior DSCR, we would look for
RevPAR above $85 and gross operating profit (GOP) margin to be
above 26%, respectively.
"We could raise the subordinate debt rating if we see the hotel
generating sufficient revenues to service subordinate debt service
without need for external support."
BRIGHT ANGLE: 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
The Bright Angle LLC.
About The Bright Angle
The Bright Angle, LLC sought protection for relief under Chapter 11
of the Bankruptcy Code (Bankr. E.D.N.C. 24-03864) on Nov. 5, 2024,
listing $50,001 to $100,000 in assets and $100,001 to $500,000 in
liabilities.
Judge Pamela W. Mcafee presides over the case.
Danny Bradford, Esq., at Paul D. Bradford, PLLC represents the
Debtor as legal counsel.
BURT ELECTRIC: Unsecured Creditors to Get Nothing in Plan
---------------------------------------------------------
Burt Electric & Communications Inc. submitted a Modification of
Plan of Reorganization before Confirmation dated November 15,
2024.
The Debtor owns and operates an electrical contracting business.
The Debtor was incorporated in Nevada in 2009 and Debtor operates
its business in California.
The Class Ten claims consist of the Allowed Claims of Debtor's
general unsecured creditors. The Class Ten claim will be about
$808,787.32 on the effective date. The Class Ten claimants will
receive no payment on their Allowed Claims through the Plan.
The Plan shall be executed by the Debtor making payments to
Claimants from money received by the Debtor from the operation of
its business.
The Debtor modifies its Plan of Reorganization as follows:
The last paragraph of Section 6.03 of the Plan is replaced and
superseded by the following: "Payments on the Class Two claim will
be $1,315.00 per month due on the first day of each month beginning
on January 1, 2025. Payments on the Class Two claim will continue
each month thereafter until December 31, 2029 when the remaining
balance owed on the Class Two claim will be all due and payable."
The last paragraph of Section 6.04 of the Plan is replaced and
superseded by the following: "Payments on the Class Three claim
will be $1,250.00 per month due on the first day of each month
beginning on January 1, 2025. Payments on the Class Three claim
will continue each month thereafter until December 31, 2029 when
the remaining balance owed on the Class Three claim will be all due
and payable."
The Modification of the Plan does not prejudice or affect in any
way the claims held by any other creditor or change any provision
of the Plan except for modifying Sections 6.03 and 6.04 of the
Plan.
The Modification does not adversely change the treatment of any
Claimant's claim or any equity security holder's interest provided
in the Plan.
Section 1127(a) provide that: "The proponent of a plan may modify
such plan at any time before confirmation, but may not modify such
plan so that such plan as modified fails to meet the requirements
of Section 1122 and 1123. After the proponent of a plan files a
modification of such plan with the Court, the plan as modified
become the plan."
A full-text copy of the Modified Plan dated November 15, 2024 is
available at https://urlcurt.com/u?l=ayWUBi from PacerMonitor.com
at no charge.
About Burt Electric & Communications
Burt Electric & Communications Inc. is a construction company based
in Taft, CA that specializes in electrical and communications.
Burt Electric & Communications Inc. sought relief under Chapter 11
of the U.S. Bankruptcy Code (Bankr. E.D. Cal. Case No. 24-12295) on
August 9, 2024. In the petition filed by Paul Burt, as chief
executive officer, the Debtor reports total assets of $435,505 and
total liabilities: $1,390,265.
The Honorable Bankruptcy Judge Jennifer E. Niemann handles the
case.
The Debtor is represented by:
Leonard K. Welsh, Esq.
LAW OFFICES OF YOUNG WOOLDRIDGE, LLP
1800 30th Street, Fourth Floor
Bakersfield, CA 93301
Tel: 661-327-9661
Fax: 661-327-1087
Email: lwelsh@youngwooldridge.com
CALVARY COMMUNITY: Pastor Morris Lawsuit Dismissed
--------------------------------------------------
Judge Miranda M. Du of the United States District Court for the
District of Nevada granted the defendants' joint motion for
judgment on the pleadings in the class action lawsuit captioned as
BRUCE A. MORRIS, et al., Plaintiffs, v. THE GENERAL COUNCIL OF THE
ASSEMBLIES OF GOD, et al., Defendants, Case No.
2:24-cv-00362-MMD-EJY (D. Nev.). The plaintiffs' complaint is
dismissed, in its entirety, with prejudice.
In 2017, Calvary Community Assembly of God, Inc. filed a voluntary
Chapter 11 bankruptcy petition. Plaintiff Morris, the church's
pastor, signed the petition on Calvary Community's behalf.
The lender that had given Calvary Community a loan on the property
at 2900 N. Torrey Pines Drive in Las Vegas containing the church,
daycare center, and school filed a proof of claim.
The Bankruptcy Court appointed a trustee for the estate on that
lender's motion. The Trustee decided to close the school and
daycare center after discovering Calvary Community was in a
financial crisis. The Trustee later moved for an order authorizing
the sale of the Property for $7.75 million. No objections were
filed, and the Bankruptcy Court approved the
sale.
The Trustee filed a Chapter 11 reorganization plan and proposed
disclosure statement in April 2019. After holding a hearing on
them, the Bankruptcy Court approved both. In October 2019, the
Bankruptcy Court entered a final decree and closed the bankruptcy
case with prejudice.
Plaintiffs filed this case in state court in November 2023. The
gist of the Complaint is that the bankruptcy trustee behaved
improperly when she closed the school and daycare center, seized
the Property, and sold it in consultation with board members that
allegedly did not represent Plaintiffs' interests, in addition to
firing Plaintiff Morris, after Cavalry Community filed for Chapter
11 bankruptcy because it was facing foreclosure on the Property.
Based on these allegations, Plaintiffs bring thirteen causes of
action.
Defendants removed the action to this Court. Defendants filed the
Motion and stipulated with Plaintiffs to stay discovery pending the
resolution of the Motion shortly thereafter.
Defendants raise several alternative arguments in their Motion, but
the Court finds their collateral attack argument dispositive and
accordingly does not address the others.
Defendants ask the Court to take judicial notice of several sets of
documents in ruling on their Motion. Pertinent to their collateral
attack argument, they ask the Court to take judicial notice of the
existence of filings in Cavalry Community's bankruptcy case.
Plaintiffs counter that the fact Defendants ask the Court to take
judicial notice of these documents "indicates that more arguments
regarding the facts of the case need to be developed and explored"
and thus argue the Court should deny the Motion. The Court agrees
with Defendants.
The Court says the Cavalry Community bankruptcy case has a direct
relation to the matters at issue in this case. Plaintiffs' argument
that taking judicial notice of orders filed in it is improper is
accordingly unpersuasive. The Court accordingly takes judicial
notice of the filings and orders in the bankruptcy case pertinent
to Defendants' collateral attack argument and which are the subject
of their request for judicial notice.
Defendants argue that this case is barred under the collateral
attack doctrine because Cavalry Community's bankruptcy case
resolved all claims as to its estate with no opposition from
Plaintiffs. Plaintiffs offer a single paragraph devoid of any
citations in response to this argument, stating that the argument
consists of nothing more than unfounded allegations, that they do
not seek to reverse the rulings and orders of the Bankruptcy Court,
and concluding by calling the "unfounded accusations" "questions of
fact." The Court agrees with Defendants.
This case is barred under the collateral attack doctrine, the Court
finds. The Court accordingly grants Defendants' Motion.
Plaintiffs request leave to amend, in the alternative and in a
conclusory manner, at the end of their response to the Motion.
Defendants point out in reply that Plaintiffs' request does not
comply with LR 15-1(a) because they did not attach an amended
pleading and should be rejected because Plaintiffs do not describe
any proposed amendments or explain how they would cure the
deficiencies of their operative Complaint -- and would thus be
futile. The Court agrees with Defendants.
The Court denies Plaintiffs' request for leave to amend because
amendment would be futile.
A copy of the Court's decision dated December 5, 2024, is available
at https://urlcurt.com/u?l=ykQMQ2
About Calvary Community
Assembly of God
Calvary Community Assembly of God -- http://www.ccalv.org/-- is a
Pentecostal church in Las Vegas, Nevada. It is located on an
11-acre campus at 2900 N. Torrey Pines Drive, just a few blocks off
the I-95 freeway. In September 2004, Pastor Bruce and Donita
Morris began their time serving Calvary.
Calvary Community Assembly of God filed a Chapter 11 petition
(Bankr. D. Nev. Case No. 17-13475) on June 28, 2017. In the
petition signed by Pastor Bruce A. Morris, the Debtor disclosed
$11.04 million in assets and $3.53 million in liabilities.
Angela J. Lizada, Esq., at Lizada Law Firm Ltd., served as the
Debtor's bankruptcy counsel.
Kavita Gupta was appointed Chapter 11 trustee for the Debtor.
CELEBRATION POINTE: Unsecureds Owed $8M to Get Share of Cash Flow
-----------------------------------------------------------------
Celebration Pointe Holdings, LLC and its affiliates submitted a
Second Amended Disclosure Statement describing Plan of
Reorganization dated November 18, 2024.
All Claims held against the Debtors shall be classified and treated
pursuant to the terms of the Plan. The Plan contains thirty-two
separate classes of Claims and Interests.
The Plan is premised on a Plan Support Agreement ("PSA") between
the primary interest holders of Debtors, Mr. Svein Dyrkolbotn and
Ms. Patti Shively. Under the PSA, Dyrkolbotn and Shively are
agreeing to defer payment on Claims, and, most importantly, make
member loans or contributions to cover operating deficits such that
Reorganized Debtors can make all payments required on the Effective
Date and Plan Payments due over time (the "PSA Contributions").
Although Debtors and the SPEs generate cash for operations and debt
service, there is insufficient cash flow to meet the payments
required under the Plan and the PSA Contributions are integral to
the success of the Plan and the Reorganized Debtors. Without the
PSA Contributions, the Debtors would be forced to liquidate. In
return for the PSA Contributions the Plan provides for Conditional
Injunctions protecting the parties to the PSA and each SPE so long
as respective Plan Payments are current.
The Debtors believe the Plan provides the best means currently
available for their emergence from chapter 11 and the best
recoveries possible for Holders of Claims and Interests, and thus
strongly recommend Creditors vote to accept the Plan.
Class 20 has been removed. The Class was previously related to
Claim 13 in CPH; however, a review of the documents indicates the
Claim is wholly unsecured and, thus, the Claim will be deemed in
Class 30.
Class 30 consists of all Allowed General Unsecured Claims. Against
the Debtors in an approximate amount of $8,000,000.00. In full
satisfaction of the Allowed Class 30 Claims, Holders of such Claims
shall receive a pro rata share of the Cash Flow Note paid
quarterly. In the event of a conversion and liquidation, there
would be likely no distribution to Holders of Allowed Class 30
Claims as the debt encumbering assets exceeds the value of such
assets. Class 30 is Impaired.
The Plan contemplates that the Debtors will continue to operate and
manage their properties. Overall, the Debtors will support the
development of the Project and, through revenue and the PSA
Contributions will make any necessary Plan Payments including
amounts need to cover shortfalls of the SPE related obligations.
The Debtors believe the cash flow generated from operations
following the restructuring of debt plus the PSA Contributions,
will be sufficient to make all Plan Payments and will be sufficient
to pay ordinary course expenses, including but not limited to,
payroll and administrative costs.
A full-text copy of the Second Amended Disclosure Statement dated
November 18, 2024 is available at https://urlcurt.com/u?l=wORsAR
from PacerMonitor.com at no charge.
Counsel to the Debtors:
R. Scott Shuker, Esq.
Shuker & Dorris, P.A.
121 S. Orange Avenue, Suite 1120
Telephone: (407) 337-2060
Facsimile: (407) 337-2050
Email: rshuker@shukerdorris.com
About Celebration Pointe Holdings
Celebration Pointe Holdings, LLC and its affiliates filed voluntary
petitions for relief under Chapter 11 of the Bankruptcy Code
(Bankr. N.D. Fla. Lead Case No. 24-10056) on Mar. 14, 2024. The
case is jointly administered in Case No. 24-10056. In the petitions
signed by Svein H. Dyrkolbotn, manager of SHD-Celebration Pointe,
LLC, Celebration Pointe Holdings and Celebration Pointe Holdings II
disclosed $100 million to $500 million in both assets and
liabilities.
R. Scott Shuker, Esq. at Shuker & Dorris, PA, is the Debtors'
counsel.
CEMTREX INC: Completes 1-for-35 Reverse Stock Split
---------------------------------------------------
Cemtrex, Inc. disclosed in a Form 8-K Report filed with the U.S.
Securities and Exchange Commission that, as a result of the
one-for-thirty-five Reverse Stock Split of the outstanding shares
of its common stock, effective after the close of business on
November 25, 2024, and certain exercises of its outstanding Series
A Warrants that occurred following the Reverse Stock Split, as of
December 4, 2024, there were 1,338,608 shares of common stock of
the Company issued and outstanding.
As of the same date, the Company had 90,822 Series A Warrants and
3,652,206 Series B Warrants outstanding, with an adjusted exercise
price per share of $3.1488.
About Cemtrex
Cemtrex, Inc. was incorporated in 1998 in the state of Delaware and
has evolved through strategic acquisitions and internal growth into
a multi-industry company. During the first quarter of fiscal year
2023, the Company reorganized its reporting segments to be in line
with its current structure consisting of (i) Security, (ii)
Industrial Services, and (iii) Cemtrex Corporate.
As of June 30, 2024, Cemtrex had $43.8 million in total assets,
$43.5 million in total liabilities, $304,967 in non-controlling
interest, and $47,956 in total Cemtrex shareholders' equity.
Jericho, New York-based Grassi & Co, CPAs, P.C., the Company's
auditor since 2021, issued a "going concern" qualification in its
report dated Dec. 28, 2023, citing that the Company has sustained
net losses and has significant short-term debt obligations, which
raise substantial doubt about its ability to continue as a going
concern.
CENTRAL CITY BREWERS: Obtains CCAA Initial Order; PWC as Monitor
----------------------------------------------------------------
Central City Brewers and Distillers Ltd and CCBD Realty Holding
Corp, sought and obtained an Initial Order of the Supreme Court of
British Columbia ("Court") pursuant to the Companies’ Creditors
Arrangement Act ("CCAA").
PricewaterhouseCoopers Inc. LIT was appointed as the Monitor. As a
result of the CCAA filing, there was a stay of proceedings in place
until Dec. 1, 2024, ("Initial Stay"), subject to any extensions of
the Initial Stay that the Court might grant upon application by the
Company.
The initial order, a list of creditors as represented by the
Company, updates to the status of the proceedings and other
documents filed in the Court in the CCAA process, can be access via
the Monitor's website at: https://www.pwc.com/ca/centralcity.
Interested parties are encouraged to check the website frequently
for the updates as to the status of the proceedings. For further
information, contact the monitor at:
Dakota Dekur
Email: dakota.l.dekur@pwc.com
Tel: 604-806-7050
The Monitor can be reached at:
PricewaterhouseCoopers Inc.
250 Howe Street, Suite 1400
Vancouver, BC V6C 3S7
Neil Bunker
Tel: 605-512-1993
Email: neal.p.bunker@pwc.com
Morag Cooper
Tel: 236-308-4439
Email: morag.c.cooper@pwc.com
Counsel for the Companies:
Farris LLP
2500 - 700 West Georgia Street
Vancouver, BC V7Y 1B3
Tevia Jeffries
Tel: 605-661-2174
Email: tjeffries@farris.com
Mohnaam Shergill
Tel: 604-661-9318
Email: mkshergill@farris.com
Counsel for the Monitor:
McCarthy Tetrault LLP
745 Thurlow Street, Suite 2400
Vancouver, BC V6E 0C5
H. Lance Williams
Tel: 604-643-7154
Email: lwilliams@mccarthy.ca
Ashley Bowron
Tel: 604-643-7973
Email: abowron@mccarthy.ca
Central City Brewers and Distillers Ltd --
https://www.centralcitybrewing.com/ -- is a Canadian brewery in
Surrey, British Columbia, Canada.
CHANTILLY ROAD: Files Chapter 11 Bankruptcy in California
---------------------------------------------------------
On December 15, 2024, Chantilly Road LLC filed Chapter 11
protection in the Central District of California. According to
court filing, the Debtor reports $21,573,732 in debt owed to 1 and
49 creditors. The petition states funds will be available to
unsecured creditors.
About Chantilly Road LLC
Chantilly Road LLC owns a single-family home located at 1116 N.
Chantilly Rd., Los Angeles, CA 90077 having an appraised value of
$28.06 million.
Chantilly Road LLC sought relief under Chapter 11 of the U.S.
Bankruptcy (Bankr. C.D. Cal. Case No. 24-13197) on December 15,
2024. In the petition filed by Adrian Rudomin, as managing member,
the Debtor reports total assets of $28,510,000 and total
liabilities of $21,573,732.
The Debtor is represented by:
Michael R. Totaro, Esq.
TOTARO & SHANAHAN, LLP
P.O. Box 789
Pacific Palisades CA 90272
Tel: (310) 804-2157
E-mail: Ocbkatty@aol.com
CIMG INC: Dixon Perez Dai, Joyer Tech No Longer Holds Shares
------------------------------------------------------------
Dixon Perez Dai, a director of Joyer Tech and Information OPC, has
filed a Schedule 13G/A form with the U.S. Securities and Exchange
Commission disclosing that they ceased to be the beneficial owner
of more than five percent of the class of securities of CIMG Inc.'s
common stock as of November 26, 2024.
The Reporting persons may be reached at:
Perez Dai Dixon
Cityland Herrera Tower
VA Rufino Street Unit 2111
Makati City R6 00000
Joyer Tech and Information OPC
Cityland Herrera Tower
VA Rufino Street Unit 2111
Makati City 1227
A full-text copy of the SEC Report is available at:
https://tinyurl.com/4s54m8rb
About CIMG Inc.
Headquartered in Vista, California, CIMG Inc., formerly known as
NuZee, Inc., is a digital marketing, sales, and distribution
company for various consumer products with focuses on food and
beverages. Dedicated to reshaping the digital marketing and
distribution with technological applications, the Company endeavors
to create greater commercial value for its business partners and
therefore enhance its own enterprise value and shareholders' value
of their stake in the Company. The Company has a professional brand
and marketing management system, which can quickly help partnering
enterprises achieve their connection, management, and operation of
marketing channels domestically and globally.
CIMG reported a net loss of $8.75 million for the year ended Sept.
30, 2023, compared to a net loss of $11.80 million for the year
ended Sept. 30, 2022. As of June 30, 2024, CIMG had $2.75 million
in total assets, $2.94 million in total liabilities, and a total
stockholders' deficit of $193,613.
Going Concern
In its Quarterly Report for the period ended June 30, 2024, CIMG
said, "Since its inception, the Company has devoted substantially
all of its efforts to business planning, research and development,
recruiting management and technical staff, acquiring operating
assets, raising capital and the commercialization and manufacture
of its single-serve coffee products. The Company has grown revenues
from its principal operations; however, there is no assurance of
future revenue growth similar to historical levels. As of June 30,
2024, the Company had cash of $374,458 and working capital of
$(801,812). The Company has not attained profitable operations
since inception. The Company has had limited revenues, recurring
losses, and an accumulated deficit. These items raise substantial
doubt as to the Company's ability to continue as a going concern.
The Company's continued existence is dependent upon management's
ability to develop profitable operations and to raise additional
capital for the further development and marketing of the Company's
products and business."
CIMG INC: Yalan Yang Ceases Ownership of Common Stock
-----------------------------------------------------
Yalan Yang disclosed in a Schedule 13G/A form filed with the U.S.
Securities and Exchange Commission that she ceased to be the
beneficial owner of more than five percent of the class of
securities of CIMG Inc.'s common stock as of November 26, 2024.
Yalan Yang may be reached at:
No. 1288, Xuelin Street
Qiantang District, Hangzhou City
Zhejiang Province, China
+86 13282107801
A full-text copy of Yalan Yang's SEC Report is available at:
https://tinyurl.com/yc4eczdj
About CIMG Inc.
Headquartered in Vista, California, CIMG Inc., formerly known as
NuZee, Inc., is a digital marketing, sales, and distribution
company for various consumer products with focuses on food and
beverages. Dedicated to reshaping the digital marketing and
distribution with technological applications, the Company endeavors
to create greater commercial value for its business partners and
therefore enhance its own enterprise value and shareholders' value
of their stake in the Company. The Company has a professional brand
and marketing management system, which can quickly help partnering
enterprises achieve their connection, management, and operation of
marketing channels domestically and globally.
CIMG reported a net loss of $8.75 million for the year ended Sept.
30, 2023, compared to a net loss of $11.80 million for the year
ended Sept. 30, 2022. As of June 30, 2024, CIMG had $2.75 million
in total assets, $2.94 million in total liabilities, and a total
stockholders' deficit of $193,613.
Going Concern
In its Quarterly Report for the period ended June 30, 2024, CIMG
said, "Since its inception, the Company has devoted substantially
all of its efforts to business planning, research and development,
recruiting management and technical staff, acquiring operating
assets, raising capital and the commercialization and manufacture
of its single-serve coffee products. The Company has grown revenues
from its principal operations; however, there is no assurance of
future revenue growth similar to historical levels. As of June 30,
2024, the Company had cash of $374,458 and working capital of
$(801,812). The Company has not attained profitable operations
since inception. The Company has had limited revenues, recurring
losses, and an accumulated deficit. These items raise substantial
doubt as to the Company's ability to continue as a going concern.
The Company's continued existence is dependent upon management's
ability to develop profitable operations and to raise additional
capital for the further development and marketing of the Company's
products and business."
CIMG INC: Yanqin Chen Ceases Ownership of Common Shares
-------------------------------------------------------
Yanqin Chen disclosed in a Schedule 13G/A form filed with the U.S.
Securities and Exchange Commission that she ceased to be the
beneficial owner of more than five percent of the class of
securities of CIMG Inc.'s common stock as of November 26, 2024.
Yanqin Chen may be reached at:
4-104, JingJiLuFu
Changping District
Beijing, China
+86 13501274842
A full-text copy of Yanqin Chen's SEC Report is available at:
https://tinyurl.com/v2kxcxwf
About CIMG Inc.
Headquartered in Vista, California, CIMG Inc., formerly known as
NuZee, Inc., is a digital marketing, sales, and distribution
company for various consumer products with focuses on food and
beverages. Dedicated to reshaping the digital marketing and
distribution with technological applications, the Company endeavors
to create greater commercial value for its business partners and
therefore enhance its own enterprise value and shareholders' value
of their stake in the Company. The Company has a professional brand
and marketing management system, which can quickly help partnering
enterprises achieve their connection, management, and operation of
marketing channels domestically and globally.
CIMG reported a net loss of $8.75 million for the year ended Sept.
30, 2023, compared to a net loss of $11.80 million for the year
ended Sept. 30, 2022. As of June 30, 2024, CIMG had $2.75 million
in total assets, $2.94 million in total liabilities, and a total
stockholders' deficit of $193,613.
Going Concern
In its Quarterly Report for the period ended June 30, 2024, CIMG
said, "Since its inception, the Company has devoted substantially
all of its efforts to business planning, research and development,
recruiting management and technical staff, acquiring operating
assets, raising capital and the commercialization and manufacture
of its single-serve coffee products. The Company has grown revenues
from its principal operations; however, there is no assurance of
future revenue growth similar to historical levels. As of June 30,
2024, the Company had cash of $374,458 and working capital of
$(801,812). The Company has not attained profitable operations
since inception. . . . The Company has had limited revenues,
recurring losses, and an accumulated deficit. These items raise
substantial doubt as to the Company's ability to continue as a
going concern. The Company's continued existence is dependent upon
management's ability to develop profitable operations and to raise
additional capital for the further development and marketing of the
Company's products and business."
CIMG INC: Yujie Liu, YY Tech No Longer Hold 5% of Common Shares
---------------------------------------------------------------
Yujie Liu and YY Tech Inc. has filed a Schedule 13G/A form with the
U.S. Securities and Exchange Commission disclosing that they ceased
to be the beneficial owner of more than five percent of the class
of securities of CIMG Inc.'s common stock as of November 26, 2024.
The Reporting Persons can be reached at:
Yujie Liu
Sertus Incorporations (Cayman) Limited
P.O. Box 2547, Sertus Chambers
Governors Square, Suite #5-204
23 Lime Tree Bay Avenue
Grand Cayman, KY1-1104 Cayman Islands
YY TECH INC
Sertus Incorporations (Cayman) Limited
P.O. Box 2547
Sertus Chambers, Governors Square
Suite #5-204, 23 Lime Tree Bay Avenue
Grand Cayman, KY1-1104 Cayman Islands
A full-text copy of the SEC Report is available at:
https://tinyurl.com/y2k9bewk
About CIMG Inc.
Headquartered in Vista, California, CIMG Inc., formerly known as
NuZee, Inc., is a digital marketing, sales, and distribution
company for various consumer products with focuses on food and
beverages. Dedicated to reshaping the digital marketing and
distribution with technological applications, the Company endeavors
to create greater commercial value for its business partners and
therefore enhance its own enterprise value and shareholders' value
of their stake in the Company. The Company has a professional brand
and marketing management system, which can quickly help partnering
enterprises achieve their connection, management, and operation of
marketing channels domestically and globally.
CIMG reported a net loss of $8.75 million for the year ended Sept.
30, 2023, compared to a net loss of $11.80 million for the year
ended Sept. 30, 2022. As of June 30, 2024, CIMG had $2.75 million
in total assets, $2.94 million in total liabilities, and a total
stockholders' deficit of $193,613.
Going Concern
In its Quarterly Report for the period ended June 30, 2024, CIMG
said, "Since its inception, the Company has devoted substantially
all of its efforts to business planning, research and development,
recruiting management and technical staff, acquiring operating
assets, raising capital and the commercialization and manufacture
of its single-serve coffee products. The Company has grown revenues
from its principal operations; however, there is no assurance of
future revenue growth similar to historical levels. As of June 30,
2024, the Company had cash of $374,458 and working capital of
$(801,812). The Company has not attained profitable operations
since inception. The Company has had limited revenues, recurring
losses, and an accumulated deficit. These items raise substantial
doubt as to the Company's ability to continue as a going concern.
The Company's continued existence is dependent upon management's
ability to develop profitable operations and to raise additional
capital for the further development and marketing of the Company's
products and business."
CLOUD DIAGNOSTICS: Completes First Stage of Restructuring Process
-----------------------------------------------------------------
Cloud DX Inc. reports the sale of its wholly owned subsidiary Cloud
Diagnostics Canada ULC to 1493907 B.C. Ltd.
The transaction was concluded in connection with the Notice of
Intention to Make a Proposal proceeding announced on June 6, 2024.
and was completed in accordance with the terms of a Subscription
Agreement and the provisions of a reverse vesting order granted by
the Supreme Court of British Columbia on November 19, 2024.
As part of the Transaction:
(i) a new entity, 16538363 Canada Ltd., has been incorporated and
vested with certain of the Company's excluded liabilities;
(ii) all shares, interests, participation or other equivalents of
capital stock or share capital or related rights or interests
issued by or existing in the Company prior to the closing of the
Transaction were cancelled and terminated without consideration;
and
(iii) the Company issued, and the Purchaser subscribed for and
purchased, new common shares in the capital of Cloud Diagnostics
Canada ULC. The Purchaser is now the sole holder of the Company's
share capital. 16538363 Canada Ltd. is expected to be assigned into
bankruptcy pursuant to the Bankruptcy and Insolvency Act.
Further information regarding the NOI and documents related
thereto, including a copy of the RVO, can be accessed through the
website hosted by Crowe MacKay & Company Ltd. in its capacity as
proposal trustee of the Company:
https://crowemackayco.ca/project/cloud-diagnostics-canada-ulc/
About Cloud DX
The Cloud DX Connected Health (TM) remote patient monitoring
platform is used by healthcare enterprises and care teams across
North America to virtually manage chronic disease, enable aging in
place, and deliver hospital-quality post-surgical care in the home.
Our partners achieve better healthcare and patient outcomes, reduce
the need for hospitalization or re-admission, and reduce healthcare
delivery costs through more efficient use of resources. Cloud DX is
the co-winner of the Qualcomm Tricorder XPRIZE, 2022 Top Innovator
by Canadian Business, a 2021 Edison Award winner, a Fast Company
"World Changing Idea" finalist, and one of "Canada's Ten Most
Prominent Telehealth Providers."
Advisors
Gowling WLG acted as counsel to 1493907 B.C. Ltd. Owen Bird Law
Corporation acted as counsel to Cloud Diagnostics Canada ULC. Crowe
MacKay & Company Ltd. acted as proposal trustee.
COKING COAL: Disasters Push Energy Company to Bankruptcy
--------------------------------------------------------
Kirk O'Neil of The Street reports that Coking Coal LLC, a producer
of metallurgical-grade coal used in iron smelting and steel
fabrication, filed for Chapter 11 bankruptcy protection with plans
to liquidate its assets.
According to The Street, the Appalachia, Va.-based coal mining
company has faced ongoing financial struggles in recent years,
largely due to declining international demand for metallurgical
coal (Met Coal). This downturn has driven market rates lower and
significantly reduced the company's profitability.
In January 2024, Coking Coal secured a senior loan facility from
Tacora Capital in an attempt to stabilize its finances, but the
funding was insufficient to reverse its financial challenges.
Supply chain disruptions further compounded the company's distress,
ultimately leading to the bankruptcy filing, the report states.
According to the report, there were two significant events severely
impacted Coking Coal LLC's operations, hindering its ability to
deliver coal to clients and pushing the company into financial
distress.
In March 2024, the Francis Scott Key Bridge in the Baltimore metro
area collapsed after a container ship collided with the structure.
This incident disrupted operations at the company's primary
shipping port, causing logistical delays and delivery issues, as
detailed in court filings. Further devastation came in September
2024, when Hurricane Helene flooded the company's mines, halting
coal production and preventing shipments to market. These combined
disasters crippled Coking Coal's revenue generation, leaving the
company unable to meet its financial obligations to Tacora Capital
and other creditors.
Facing an unsustainable debt load and unable to reorganize as a
viable business, Coking Coal filed for Chapter 11 bankruptcy to
pursue an orderly liquidation. According to its bankruptcy
petition, the company listed assets valued between $50 million and
$100 million, with liabilities ranging from $100 million to $500
million, The Street reports.
About Coking Coal LLC
Coking Coal LLC is an Appalachia, Va.-based coal mining company
that produces metallurgical-grade coal used in iron smelting and
steel fabrication
Coking Coal LLC sought relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. E.D. Ky. Case No. 24-70529) on December 16,
2024. In its petition, the Debtor reports estimated assets between
$50 million and $100 million and estimated liabilities between $100
million and $500 million.
Ellen Arvin Kennedy of Dinsmore & Shohl is the Debtor's counsel.
COMPACT BRICK: Updates Restructuring Plan Disclosures
-----------------------------------------------------
Compact Brick Pavers, Inc. submitted a Corrected Plan of
Reorganization dated November 14, 2024.
The Plan under Chapter 11 of the Bankruptcy Code proposes to pay
creditors of the Debtor from the Debtor's current and future
earnings.
This Plan provides for one class of priority claims; five classes
of secured claims; one class of general unsecured claims; and one
class of equity security holders. Unsecured creditors holding
allowed claims will receive a distribution of approximately
seventy-eight percent of their allowed claims, if all general
unsecured claims are allowed.
This Plan also provides for the payment of administrative and
priority claims under the terms to the extent permitted by the Code
or by agreement between the Debtor and the claimant.
Like in the prior iteration of the Plan, claimants in Class 7
General Unsecured Claims will be paid their allowed claims over
twenty quarters without interest, with payments commencing on the
start of the calendar quarter immediately following the Effective
Date of the Plan and continuing quarterly thereafter. In the event
that this quarter starts less than thirty days after the entry of
the Confirmation Order, payment shall not commence until the
following quarter. The quarterly payments shall be as follows:
Quarters 1-4: $54,000
Quarters 5-8: $77,000
Quarters 9-12: $107,000
Quarters 13-16: $136,000
Quarters 17-20: $176,000
Promissory notes will be issued to each creditor in this class
with, allowed claims to evidence payments, which promissory notes
shall be enforceable in any court of competent jurisdiction. The
amount of the distribution will be considered final and binding
thirty days after the filing of the Certificate of Substantial
Consummation by the Debtor.
Class 8 consists of Equity Security Holders of the Debtor. Current
equity will retain ownership in the Debtor post-confirmation. No
distributions will be made to equity until such time as all
payments in Class 7 have been made.
Wagner Santos, Wagner Santos, Jr., and Taylor Santos will continue
to manage the Debtor post-confirmation. The Plan will be funded by
the continued operations of the Debtor.
A full-text copy of the Corrected Plan dated November 14, 2024 is
available at https://urlcurt.com/u?l=HZ5Mcr from PacerMonitor.com
at no charge.
Attorney for Debtor:
Buddy D. Ford, Esq.
Jonathan A. Semach, Esq.
Heather M. Reel, Esq.
Buddy D. Ford, P.A.
9301 West Hillsborough Avenue
Tampa, FL 33615-3008
Tel: (813) 877-4669
Fax: (813) 877-5543
Email: Buddy@tampaesq.com
Email: Jonathan@tampaesq.com
Email: Heather@tampaesq.com
About Compact Brick Pavers
Compact Brick Pavers Inc. is a family owned and operated company
offering commercial and residential construction services. Its
services include pool remodeling, flooring, brick paver
installation, countertop installation & fabrication, exterior &
interior painting, commercial renovations, cabinetry and house
cleaning/construction cleaning.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. M.D. Fla. Case No. 24-04042) on July 17,
2024, with $147,469 in assets and $2,571,452 in liabilities. Taylor
Santos, secretary, signed the petition.
Judge Catherine Peek McEwen presides over the case.
Buddy D. Ford, Esq., at BUDDY D. FORD, P.A., is the Debtor's legal
counsel.
CONUMA RESOURCES: Moody's Cuts CFR to Caa2 & Alters Outlook to Neg.
-------------------------------------------------------------------
Moody's Ratings has downgraded the Corporate Family Rating of
Conuma Resources Limited to Caa2 from Caa1, Probability of Default
Rating to Caa2-PD from Caa1-PD, and the senior secured notes
ratings to Caa3 from Caa1. The outlook was changed to negative
from stable.
"The action reflects the company's weak liquidity position,
impacted by the delay in restarting the Quintette mine and the
capital expenditure program related to the restart of the mine,"
said Jamie Koutsoukis, Moody's Ratings analyst. "Additionally the
company must execute in ramping up production at Quintette in order
to generate positive cash flow."
RATINGS RATIONALE
The downgrade of Conuma's rating is largely due to its weak
liquidity position as the company has realized higher than
anticipated capital costs that have strained the company's
available liquidity. Conuma's US$27.5 million credit facility is
almost fully drawn and the company has implemented various measures
to finance its Quintette capital spend, including deferring its
C$45 million payment due in August 2024 on the first Quintette
payment and completing several leasing and sale-leaseback
transactions. The Quintette mine restart was delayed due to permit
issues, resulting in Conuma incurring over C$100 million in extra
costs. Currently Conuma is permitted for the Little Windy Pit
restart and is in the process of securing the permit for larger
Quintette Mine restart and finalizing all related environmental
plans and programs.
Conuma's rating is constrained by: 1) material free cash flow
sensitivity to price (about $40 million per $10 change in met coal
price expected in 2025); 2) execution risk related to the
installation of the second processing module at Quintette in 2025,
which is estimated to double processing capacity providing an
offset to production from its Wolverine and Brule mine who have
reached the end of their mine lives; 3) higher cash costs (C$132
per tonne for the nine months ending September 2024) which reduces
resiliency to lower coal prices; and 4) a relatively small
production base (over 4 million tonnes expected in 2025) of one
product (met coal) at three mines in one local jurisdiction. The
rating benefits from: 1) a favorable mining jurisdiction (Canada);
and 2) its location near rail and port infrastructure, allowing it
to easily sell on the seaborne market.
Conuma has weak liquidity, with about CAD200 million of available
liquidity sources versus Moody's estimate of about CAD100 of uses.
Liquidity sources are comprised of cash of about CAD17 million as
of September 2024, and about CAD190 million in free cash flow which
is dependent on the company being able to complete installation and
ramp up the second processing module at Quintette. Uses include
lease and debt payments of about CAD30 million and CAD70 million of
payments for the Quintette mine. Conuma's US$27.5 million senior
secured revolving credit facility (expires April 2027) is almost
fully drawn has financial covenants including maximum net leverage
and minimum EBITDA interest coverage tests, and Moody's expect the
company will be in compliance over the next year, although it is
very tight.
The negative outlook reflects Conuma's weak liquidity position and
the need to execute on increased production from the Quintette mine
in order to generate sufficient cash flow to fund its mandatory
obligations.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
The ratings could be downgraded if there are operating issues that
result in sustained negative free cash flow in 2025 or the company
is unable meet its minimum funding obligations.
The ratings could be upgraded if Conuma restarts the entirety of
the Quintette mine and demonstrates an ability to maintain
production of about 4.5 million tonnes per year. It would also
require the company to improve its liquidity
The principal methodology used in these ratings was Mining
published in October 2021.
Conuma Resources Limited is a producer and exporter of premium
seaborne metallurgical coal from the Peace River Coalfield in
British Columbia. The company has four surface mines (Willow Creek,
Brule, Quintette and Wolverine) which produce premium hard coking
coal (HCC), mid-vol metallurgical coal and ultra low-vol pulverized
coal injection (PCI). It also purchased Peace River Coal which is
currently under care and maintenance.
CORETEC GROUP: Acquires Key Stake in KIB Plug Energy for $18.2MM
----------------------------------------------------------------
The Coretec Group, Inc. has taken a decisive step toward global
leadership in energy innovation with the acquisition of a
controlling stake in KIB Plug Energy Co., Ltd., a prominent
KOSPI-listed enterprise in South Korea. This transformative
acquisition, coupled with a strategic restructuring of its Core
Optics subsidiary and upcoming funding initiatives, solidifies
Coretec's status as a global powerhouse in energy and technology.
KIB Plug Energy operates across 53 countries, offering design,
engineering and manufacturing services, as well as maintenance
solutions for chemical and petroleum production plants. Over the
past five years, the company has maintained annual revenues
exceeding US$70million, underscoring its financial stability and
growth trajectory.
Strategic Leap: Acquisition of KIB Plug Energy
Coretec's acquisition of KIB Plug Energy cements its position as
the largest shareholder of the company, paving the way for
breakthroughs in the energy and industrial sectors. The transaction
includes:
1. 17,957,581 shares, fully paid and deposited into The Coretec
Group Security Account.
* Purchase Price: 8,500,000,000 KRW (US$6,041,222.46)
2. An additional 24,000,000 shares, to be acquired via a Share
Purchase Agreement (SPA) with Open Asia Co., Ltd., KIB Plug
Energy's largest shareholder.
* Contract Deposit (Completed): 1,560,000,000 KRW
(US$1,108,742)
* Second Payment (Completed): 1,560,000,000 KRW
(US$1,108,742)
Total Transaction Value: 15,600,000,000 KRW (US$11,087,420.04)
Grand Total: 25,660,000,000 KRW (US$18,237,348.51)
*Ongoing Negotiations:
* 34,000,000 shares (to be acquired from various
shareholders).
In alignment with this acquisition, Coretec secured US$8.37 million
through a private placement of Series D Convertible Preferred
Stock. The proceeds were strategically allocated to acquire KIB
Plug Energy shares, now held in Coretec's securities account.
Financial Highlights of KIB Plug Energy (K-IFRS Audited)
(USD)
Year Revenue Net Income
2022 $75,103,056 $8,017,058
2023 $97,547,974 $10,305,615
Growth YoY 29.9% +28.5
[Exchange Rate: 1 USD = 1407 KRW]
KIB Plug Energy's portfolio encompasses cutting-edge energy and
industrial solutions, including:
* Shell and tube heat exchangers
* Waste heat boilers
* Towers and columns
* Pressure vessels and reactors
Leadership Transformation: Pioneering the Future
Coretec's influence at KIB Plug Energy will deepen on Dec. 13,
2024, with the appointment of four new board members at KIB Plug
Energy's shareholders' meeting. The new leadership team includes:
* Michael Ussery, CEO of Coretec
* Dr. Seonkee Kim, Co-Chairman of Coretec
* Youngsun Yoo, Senior Vice President of Finance of Coretec
* Jungmin Lee, COO of Coretec
This enhanced leadership underscores Coretec's commitment to
innovation, operational excellence and global market expansion.
Ambassador Michael Ussery brings extensive expertise to KIB Plug
Energy as a former U.S. Ambassador to Morocco and a leader in
international development. He has driven transformative initiatives
across multiple regions, founded enterprises and non-profits, and
advised seven countries, the U.S. State Department, and
corporations. His board roles include Safi Apparel, Corium
Distribution UK, and Healixa, and he previously served as a global
advisor to General Dynamics and led revitalization efforts for
distressed firms through the Romania Moldova Direct Fund.
Dr. Seonkee Kim is a visionary leader in energy and technology,
with a distinguished career spanning finance, technology and
academia. His pioneering work at FIST Global advanced risk
management and derivatives modeling, while his groundbreaking
contributions to battery technology have been instrumental in
establishing a U.S.-based gigafactory for sustainable energy
solutions. Dr. Kim holds a Ph.D. in Finance from NYU's Stern School
of Business and degrees from Seoul National University.
Mr. Youngsun Yoo brings over 30 years of expertise in global
finance, corporate leadership and strategic management. As CFO and
Vice President of Hapchun Food Co., Ltd., he has excelled in
financial oversight and strategic planning. His career includes
senior roles at Hana Bank, HSBC, and Royal Bank of Canada, leading
initiatives in risk management and international finance. A
graduate of NYU's Stern School of Business with an MBA in Finance
and International Business, Mr. Yoo also holds a degree in
Economics from Sungkyunkwan University.
Giga-Scale U.S. Battery Manufacturing Initiative
In response to the surging global demand for advanced energy
storage, Coretec intends to launch a giga-scale battery
manufacturing facility in the United States, supported by planned
federal and state partnerships. This initiative underscores
Coretec's commitment to clean energy innovation and positions the
Company as a key driver in the energy transition.
Reshaping Core Optics for New Horizons
Coretec is restructuring its Core Optics subsidiary, known for its
expertise in compact camera modules (CCMs), to maximize efficiency
and unlock new revenue streams. By enhancing its capabilities in
testing and calibration equipment, Core Optics will play a pivotal
role in Coretec's growth strategy and its expansion into advanced
technology markets.
A Vision of Growth and Innovation
With its acquisition of KIB Plug Energy, the restructuring of Core
Optics, and its ambitious plans for a GIGA-scale battery plant,
Coretec is poised for unprecedented growth. Consolidated annual
revenues are projected to surpass US$100 million, driving
significant profitability to fuel the next wave of expansion.
"This acquisition marks a transformative moment in our journey,"
said Dr. Kim, co-chairman of Coretec. "We are redefining the energy
landscape through groundbreaking innovations and a relentless
commitment to sustainable solutions."
About The Coretec Group
The Coretec Group is an Ann Arbor, Michigan-based company that owns
intellectual property and patents related to the production and
application of engineered silicon to enable new technologies and
improve the lifespan and performance of a variety of materials in a
range of industries. The Company is exploring opportunities to use
its silicon discoveries and developments to improve the performance
of lithium-ion batteries, solid-state LED lights, and
semiconductors, among other technologies. It is also exploring ways
to use its intellectual property to develop optical plastics to
advance the development of its CSpace 3D imaging chamber.
Tulsa, Oklahoma-based HoganTaylor LLP, the Company's auditor since
2016, issued a "going concern" qualification in its report dated
March 21, 2024, citing that the Company has insufficient revenue
and capital commitments to fund the development of its planned
products, pay current operating expenses, and meet debt commitments
beyond a year following the issuance of these financial statements.
This raises substantial doubt about the Company's ability to
continue as a going concern.
For the year ended December 31, 2023, Coretec Group reported a net
loss of $2,307,639, compared to a net loss of $2,863,324 for the
same period in 2022. As of June 30, 2024, Coretec Group had
$1,345,128 in total assets, $1,988,079 in total liabilities, and
$642,951 in total stockholders' deficit.
CRICKET AUTOMOTIVE: Joseph Frost Named Subchapter V Trustee
-----------------------------------------------------------
The U.S. Bankruptcy Administrator for the Eastern District of North
Carolina appointed Joseph Frost, Esq., as Subchapter V trustee for
Cricket Automotive Center, LLC.
Mr. Frost, a member of the law firm of Buckmiller, Boyette & Frost,
PLLC, will be paid an hourly fee of $350 for his services as
Subchapter V trustee.
About Cricket Automotive Center
Cricket Automotive Center LLC sought protection under Chapter 11 of
the U.S. Bankruptcy Code (Bankr. E.D.N.C. Case No. 24-04172-5) on
December 2, 2024, with $100,001 to $500,000 in assets and $500,001
to $1 million in liabilities.
Judge David M. Warren presides over the case.
William P. Janvier, Esq. at Stevens Martin Vaughn & Tadych, PLLC
represents the Debtor as legal counsel.
CRUCIBLE INDUSTRIES: Seeks Chapter 11 Bankruptcy in New York
------------------------------------------------------------
Brandon Ladd of CNY Central reports that Crucible Industries has
officially filed for Chapter 11 bankruptcy protection in the
Northern District of New York U.S. Bankruptcy Court.
According to CNY Central, Crucible Industries recently alerted its
employees and the Town of Geddes about its financial struggles.
This filing does not ensure the future of its large steel plant
next to the State Fairgrounds.
In a December 5, 2024 letter to employees, Crucible acknowledged
facing "serious financial difficulties" and indicated that while
steps are being taken to "address the issues," the company is
likely to file for Chapter 11 bankruptcy to remain operational.
However, Crucible also warned that if a buyer is not found, the
steel plant could shut down by March 2025.
Crucible's Chief Restructuring Officer, David Van Rossum, stressed
the need for an expedited ruling through the bankruptcy process.
About Crucible Industries LLC
Crucible Industries LLC provides steel products. The Company
exports and produces steel. Crucible Industries operates in New
York.
Crucible Industries LLC sought relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. N.D.N.Y. Case No. 24-31059) on December 12,
2024. In its petition, the Debtor reports estimated assets and
liabilities between $10 million and $50 million each.
Charles J. Sullivan of Bond, Schoeneck & King, PLLC is the Debtor's
counsel.
CRYPTO COMPANY: Mark Uram Holds 16.5% Stake
-------------------------------------------
Mark Andrew Uram disclosed in a Schedule 13G filed with the U.S.
Securities and Exchange Commission that as of December 4, 2024, he
beneficially owned 480,000,000 shares of The Crypto Company's
common stock, representing 16.5% of the 2,902,357,577 shares of
Common Stock outstanding on December 3.
From July 12, 2024, to November 14, 2024, Mark Uram purchased
420,000,000 Shares of Common Stock of The Crypto Company, a Nevada
corporation, with a par value of $0.001 with personal funds. Shares
are held in the Street's Name.
Mr. Uram may be reached at:
1215 Alene Drive
Plainfield, Illinois 60586
60586-2224
A full-text copy of Mr. Uram's SEC Report is available at:
https://tinyurl.com/b2n234nu
About Crypto Company
Malibu, Calif.-based The Crypto Company --
https://www.thecryptocompany.com -- is engaged in the business of
providing consulting services and education for blockchain
technology and for the building of technological infrastructure and
enterprise blockchain technology solutions. During 2023, the
Company generated revenues and incurred expenses solely through
these consulting operations. In February 2022, the Company acquired
bitcoin mining equipment and entered into an arrangement with a
third party to host and operate the equipment. However, by the end
of 2022, the Company had exited that Bitcoin mining business.
Crypto Company reported a net loss of $4.92 million for the year
ended December 31, 2023, compared to a net loss of $5.66 million
for the year ended December 31, 2022. As of June 30, 2024, Crypto
Company had $1,293,153 in total assets, $5,939,990 in total
liabilities, and $4,646,837 in total stockholders' deficit.
Lakewood, Colorado-based BF Borgers CPA PC, the Company's former
auditor, issued a "going concern" qualification in its report dated
April 16, 2024, citing that the Company has suffered recurring
losses from operations that raise substantial doubt about its
ability to continue as a going concern.
On May 8, 2024, the Audit Committee of the Board of Directors of
the Company approved the dismissal of BF Borgers CPA PC as the
Company's independent registered public accounting firm after the
firm and its owner, Benjamin F. Borgers, were charged by the
Securities and Exchange Commission with deliberate and systemic
failures to comply with Public Company Accounting Oversight Board
(PCAOB) standards in its audits and reviews incorporated in more
than 1,500 SEC filings from January 2021 through June 2023; falsely
representing to their clients that the firm's work would comply
with PCAOB standards; fabricating audit documentation to make it
appear that the firm's work did comply with PCAOB standards; and
falsely stating in audit reports included in more than 500 public
company SEC filings that the firm's audits complied with PCAOB
standards. Borgers agreed to pay a $14 million civil penalty and
agreed to permanent suspensions from appearing and practicing
before the Commission as accountants, effective immediately.
On May 8, 2024, the Company engaged Bush & Associates CPA LLC as BF
Borgers' replacement. The decision to change independent registered
public accounting firms was made with the recommendation and
approval of the Audit Committee of the Company.
CRYSTAL BASIN: Starts Subchapter V Bankruptcy Protection
--------------------------------------------------------
On December 13, 2024, Crystal Basin Cellars Inc. filed Chapter 11
protection in the Eastern District of California. According to
court filing, the Debtor reports between $1 million and $10 million
in debt owed to 1 and 49 creditors. The petition states funds will
be available to unsecured creditors.
About Crystal Basin Cellars Inc.
Crystal Basin Cellars Inc. is a winery in Camino, California.
Crystal Basin Cellars Inc. sought relief under Subchapter V of
Chapter 11 of the U.S. Bankruptcy Code (Bankr. E.D. Cal. Case No.
24-25612) on December 13, 2024. In the petition filed by Michael
Owen, as president, the Debtor reports estimated assets and
liabilities between $1 million and $10 million each.
The case is overseen by Honorable Bankruptcy Judge Christopher D.
Jaime.
The Debtor is represented by:
Peter G. Macaluso, Esq.
LAW OFFICE OF PETER G. MACALUSO
7230 South Land Park Drive #127
Sacramento, CA 95831
Tel: 916-392-6591
Fax: 916-392-6590
E-mail: info@pmbankruptcy.com
CUCINA ANTICA: Sec. 341(a) Meeting of Creditors on Jan. 22
----------------------------------------------------------
On December 13, 2024, Cucina Antica Foods Corp. filed Chapter 11
protection in the Northern District of Texas. 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 January 22,
2025 at 9:00 AM, TELEPHONIC MEETING.
About Cucina Antica Foods Corp.
Cucina Antica Foods Corp. is a manufacturer of pasta sauces and
ketchup.
Cucina Antica Foods Corp. sought relief under Chapter 11 of the
U.S. Bankruptcy Code (Bankr. N.D. Tex. Case No. 24-34058) on
December 13, 2024. In the petition filed by Suzanne Fusco, as
authorized representative, the Debtor reports estimated assets
between $100,000 and $500,000 and estimated liabilities between $1
million and $10 million.
The Debtor is represented by:
Frances A. Smith, Esq.
ROSS, SMITH & BINFORD, PC
700 N. Pearl Street 1610
Dallas TX 75201
Tel: (214) 593-4976
E-mail: frances.smith@rsbfirm.com
CYPRESS MINES: RMI Insurers Case Can't Proceed to Mediation
-----------------------------------------------------------
Magistrate Judge Christopher J. Burke of the United States District
Court for the District of Delaware determined that mediation is not
appropriate in the case captioned as RMI INSURERS, Appellant, v.
CYPRESS MINES CORPORATION, Appellee, Civil Action No. 24-1233-MN
(D. Del.) pursuant to Section 1 of the Procedures to Govern
Mediation of Appeals, 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 do not believe that their disputes in this case can be
resolved through mediation and the Court agrees.
The Court 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: February 3, 2025
Responsive Brief: April 3, 2025
Reply Brief: April 17, 2025
A copy of the Court's decision dated December 10, 2024, is
available at https://urlcurt.com/u?l=aHSsfY
Cypress Mines Corporation sought protection under Chapter 11 of the
U.S. Bankruptcy Code (Bankr. D. Del. No. 21-10398-LSS) on February
11, 2021. Judge Laurie Selber Silverstein oversees the case. The
Debtor is represented by Kurt F. Gwynne, Esq., Jason D. Angelo,
Esq., Paul M. Singer, Esq., and Luke A. Sizemore, Esq. at Reed
Smith LLP.
D DUNCAN FLORISTRY: Files Chapter 11 Bankruptcy in Missouri
-----------------------------------------------------------
On December 12, 2024, D Duncan Floristry and Boutique LLC filed
Chapter 11 protection in the Eastern District of Missouri.
According to court documents, the Debtor reports $1,461,129 in debt
owed to 1 and 49 creditors. The petition states funds will be
available to unsecured creditors.
About D Duncan Floristry and Boutique LLC
D Duncan Floristry and Boutique LLC creates floral designs for
weddings, anniversaries, funerals, birthdays, and more.
D Duncan Floristry and Boutique LLC sought relief under Chapter 11
of the U.S. Bankruptcy Code (Bankr. E.D. Miss. Case No. 24-10677)
on December 12, 2024. In the petition filed by Dustin Duncan, as
owner, the Debtor reports total assets of $1,098,900 and total
liabilities of $1,461,129.
The Debtor is represented by:
David M. Dare, Esq.
HERREN, DARE & STREETT
439 S. Kirkwood Road, Suite 204
St. Louis, MO 63122
Tel: 314-965-3373
Fax: 314-965-2225
E-mail: hdsstl@hdsstl.com
DE HOOP: Court Stays Tuy Xep FLSA Case Due to Bankruptcy
--------------------------------------------------------
Judge Gregory H. Woods of the United States District Court for the
Southern District of New York stayed the case captioned as
FRANCISCO TUY XEP, on behalf of himself and all others similarly
situated, Plaintiff, -against- DE HOOP CORP, doing business as Kaia
Wine Bar, and SUZAAN HAUPTFLEISCH, Defendants, Case No.
1:23-cv-450-GHW (S.D.N.Y.).
On January 19, 2023, Plaintiff filed this action alleging that
Defendants violated the Fair Labor Standards Act, 29 U.S.C. Sec.
201 et seq. and New York Labor Law Secs. 190 et seq., 650 et seq.
Plaintiff alleges that Defendants owe him unpaid minimum wages,
overtime wages, spread-of-hours wages, and statutory damages for
failure to provide adequate wage notices and wage statements. A
bench trial is scheduled to resolve Plaintiff's claims on January
8, 2025. On December 3, 2024, proposed counsel for defendant De
Hoop Corp. filed a suggestion of bankruptcy, notifying the Court
that De Hoop Corp. had filed a bankruptcy petition under Chapter 11
of the U.S. Bankruptcy Code. This case is therefore automatically
stayed with respect to De Hoop Corp. under 11 U.S.C. Sec.
362(a)(1).
The Court finds trying the action against Ms. Hauptfleisch is
sufficiently likely to have a material adverse effect on De Hoop
Corp.'s reorganization efforts to warrant an extension of the
automatic stay at this time. Moreover, the claims against De Hoop
Corp. are, as pleaded, inextricably intertwined with those against
Ms. Hauptfleisch. And the parties' stipulated facts make no
distinctions between the conduct of De Hoop Corp. and Ms.
Hauptfleisch. This too supports the extension of the automatic stay
to Ms. Hauptfleisch, the Court concludes.
Accordingly, this action is stayed as to Ms. Hauptfleisch, in
addition to the stay as to De Hoop Corp. All scheduled dates and
deadlines in this case, including the bench trial scheduled for
January 8, 2025, are adjourned sine die. The stay will remain in
effect until the U.S. Bankruptcy Court for the Southern District of
New York lifts the stay as to De Hoop Corp. or, with respect to Ms.
Hauptfleisch, as the Court otherwise orders. The parties are
directed to file a status update letter no later than ten days
after Bankruptcy Court lifts the stay as to De Hoop Corp. or by May
3, 2025, whichever is earlier.
A copy of the Court's decision is available at
https://urlcurt.com/u?l=aSaZjW
DEALER SALES: Sec. 341(a) Meeting of Creditors on Jan. 8
--------------------------------------------------------
On December 11, 2024, Dealer Sales Solutions LLC filed Chapter 11
protection in the Middle District of Florida. According to court
documents, the Debtor reports $2,890,604 in debt owed to 1 and 49
creditors. The petition states that funds will be available to
unsecured creditors.
A meeting of creditors under Sec. 341(a) to be held on January 8,
2025 at 10:00 AM.Section 341(a) meeting to be held on 1/8/2025 at
01:00 PM. U.S. Trustee (Orl) will hold the meeting telephonically.
Call in Number: 877-801-2055. Passcode: 8940738#.
About Dealer Sales Solutions LLC
Dealer Sales Solutions LLC is primarily engaged in the sale of
motor vehicle supplies, accessories, tools, and equipment; and new
motor vehicle parts.
Dealer Sales Solutions LLC sought relief under Subchapter V of
Chapter 11 of the U.S. Bankruptcy Code (Bankr. M.D. Fla. Case No.
24-06734) on December 11, 2024. In the petition filed by Daniel A.
Rowland, as CEO, the Debtor reports total assets of $457,160 and
total liabilities of $2,890,604.
The Debtor is represented by:
Jeffrey S. Ainsworth, Esq.
BRANSONLAW, PLLC
1501 E. Concord Street
Orlando, FL 32803
Tel: 407-894-6834
Email: jeff@bransonlaw.com
DEBORAH'S LLC: Bankruptcy Court to Hear Foreclosure Case
--------------------------------------------------------
Senior Judge Glen H. Davidson of the United States District Court
for the Northern District of Mississippi granted the motion filed
by Deborah's LLC to transfer the case captioned as FARMERS AND
MERCHANTS BANK PLAINTIFF V. D & GINVESTMENTS MS, LLC; DEBORAH'S
LLC; et al. DEFENDANTS, CASE NO: 1:24-CV-00145-GHD-DAS (N.D. Miss.)
to the United States Bankruptcy Court for the Northern District of
Mississippi.
On April 25, 2024, the Plaintiff filed a complaint for judicial
foreclosure in the Chancery Court of Prentiss County against all of
the Defendants in this matter, seeking foreclosure upon certain
real properties located within the City of Booneville, Mississippi.
On July 30, 2024, Deborah's filed a Chapter 11 voluntary bankruptcy
petition in the U.S. Bankruptcy Court for the Northern District of
Mississippi where it remains pending under case number
24-12236-JDW. One day later, on July 31, 2024, Defendant Deborah's
filed a Notice of Removal in this judicial foreclosure action,
removing the matter to this Court pursuant to 28 U.S.C. Sec. 1334
and Sec. 1452(a), and specifically stating that it would seek
transfer of this matter to the Bankruptcy Court.
The parties have now filed several competing motions: Deborah's has
filed a Motion to Transfer this Matter to Bankruptcy Court. Also
pending is the Plaintiff's Motion to Withdraw Reference and Motion
to Remand and Abstain, and Deborah's Motion to Strike.
The threshold issue raised by Deborah's Motion to Transfer is
whether the bankruptcy court has jurisdiction within the meaning of
the foregoing statutes, i.e., if this proceeding could conceivably
affect the estate being administered in bankruptcy. Judge Davidson
says, "Here, it is clear the outcome of this proceeding could
affect the subject bankruptcy estate -- the Defendant Deborah's
seeks in the bankruptcy case to dispose of assets, including
property that is the subject of this action, free and clear of the
Plaintiff's liens. Clearly the allocation and disposition of any
such sale proceeds will be litigated as part of the bankruptcy
estate. This will have an impact on the estate, given that the
Plaintiff seeks an order in this case authorizing the foreclosure
and judicial sale of property that is included in the Defendant
Deborah's pending bankruptcy estate."
Accordingly, the District Court concludes this case is necessarily
tied to Deborah's pending Chapter 11 bankruptcy action, giving the
bankruptcy court subject matter jurisdiction over the case.
This finding does not conclude the Court's analysis, however,
because the Plaintiff also argues mandatory abstention applies
pursuant to 28 U.S.C. Sec. 1334(c)(2).
The District Court finds abstention is not appropriate because the
Plaintiff's claims in this action are "core" proceedings.
Once bankruptcy jurisdiction is established, the bankruptcy court's
adjudicative power varies based on whether the particular
proceeding is core or non-core.
Judge Davidson explains, "Here, the Defendant Deborah's is
presently seeking permission from the Bankruptcy Court to sell
certain assets (real property) that are intertwined with the
properties that are the subject of the Plaintiff's claims in this
foreclosure action. The division of any proceeds from these sales
will certainly be litigated as part of the present bankruptcy
action, and it will certainly require the Bankruptcy Court to
determine the validity, extent, or priority of liens."
Accordingly, the District Court finds the present foreclosure
claims are core proceedings, regardless of the order in which the
subject properties will purportedly be foreclosed and regardless
whether the foreclosure of the primary property may satisfy the
subject indebtedness and thereby not subject the remaining
properties to foreclosure -- the Plaintiff's argument that
additional collateral will be foreclosed only after the primary
property is foreclosed and only if the primary property fails to
satisfy the indebtedness invites the District Court to engage in
speculation, which is improper. The fact is all of subject
properties are included in the Plaintiff's complaint and all are
subject to foreclosure, rendering these claims as core proceedings.
Abstention is therefore not appropriate, the District Court notes.
Overall, because Deborah's is seeking permission from the
Bankruptcy Court to sell collateral that is arguably subject to
liens owned by the Plaintiff, as well as competing liens from other
lenders, and because Deborah's contests the validity of one or more
of these liens, adjudicating this matter will necessarily require
the District Court to make "determinations of the validity, extent,
or priority of liens," which is defined in the Bankruptcy Code as a
core proceeding. As such, mandatory abstention is not appropriate.
In addition, the District Court declines to abstain pursuant to
discretionary or permissive abstention under 28 U.S.C. Sec.
1334(c)(1), given that this matter is closely related and
intertwined to Deborah's bankruptcy proceeding.
In sum, the District Court first concludes this case is
sufficiently tied to Deborah's currently pending bankruptcy
proceeding, giving the bankruptcy court subject matter
jurisdiction. The District Court further concludes it should
decline to abstain or remand this matter back to state court.
The District Court therefore finds this case should be transferred.
Both parties' remaining pending motions shall be denied.
A copy of the Court's decision dated December 10, 2024, is
available at https://urlcurt.com/u?l=PJSqzq
About Deborah's LLC
Deborah's LLC, a company in Pontotoc, Miss., filed a petition under
Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. N.D. Miss.
Case No. 24-12236) on July 30, 2024, with $500,000 to $1 million in
assets and $1 million to $10 million in liabilities. Deborah
Bryant, managing member, signed the petition.
Craig M. Geno, Esq., at the Law Offices of Craig M. Geno, PLLC
represents the Debtor as bankruptcy counsel.
David Asbach, Acting U.S. Trustee for Region 5, appointed Robert
Byrd, Esq., at Byrd & Wiser, as Subchapter V trustee for Deborah's,
LLC.
DENALI COMMUNITY: U.S. Trustee Appoints Melanie McNeil as PCO
-------------------------------------------------------------
Mary Ida Townson, the U.S. Trustee for Region 21, appointed Melanie
McNeil as patient care ombudsman for Denali Community Services,
LLC.
The appointment was made pursuant to the order from the U.S.
Bankruptcy Court for the Northern District of Georgia on November
14.
The ombudsman may be reached at:
Melanie S. McNeil
State Long-Term Care Ombudsman
2 Peachtree Street, 33rd Floor
Atlanta, Georgia 30303
(404) 657-5327 (Office)
(404) 416-0211 (Cell)
Email: Melanie.McNeil@osltco.ga.gov
About Denali Community Services
Denali Community Services, LLC has a warrant deed of a commercial
building located at 7466 Covington Highway, Covington, Ga., valued
at $1.8 million.
Denali Community Services sought relief under Chapter 11 of the
U.S. Bankruptcy Code (Bankr. N.D. Ga. Case No. 24-61512) on October
30, 2024, with total assets of $1,850,600 and total liabilities of
$1,219,500. Pamela Alimanzi, managing member, signed the petition.
Judge Lisa Ritchey Craig oversees the case.
The Debtor is represented by:
Kenneth Mitchell, Esq.
Giddens Mitchell & Associates, P.C.
3951 Snapfinger Pkwy, Ste. 555
Decatur, GA
Tel: 770-987-7007
Fax: 404-289-7654
Email: gmapclaw@gmail.com
DESTINATIONS TO RECOVERY: Tamar Terzian Appointed as PCO
--------------------------------------------------------
Peter Anderson, the U.S. Trustee for Region 16, appointed Tamar
Terzian as patient care ombudsman for Destinations to Recovery,
LLC.
The appointment was made pursuant to the order from the U.S.
Bankruptcy Court for the Central District of California on November
25.
Section 333 of the Bankruptcy Code provides that Tamar Terzian, as
the patient care ombudsman shall:
* Monitor the quality of patient care provided to patients of
the company, to the extent necessary under the circumstances,
including, to the extent necessary, interviewing patients and
physicians and other appropriate interested parties.
* In the event that the PCO determines that the quality of
patient care provided to patients of the company is declining
significantly or is otherwise materially compromised, the PCO shall
file with the Court a motion or a written report, with notice to
the parties in interest immediately upon making such
determination.
* As required by Section 333(b)(2), not later than 60 days
after the date of the appointment, and thereafter in 60-day
intervals, report to the Court after notice to the parties in
interest, at a hearing or in writing, regarding the quality of
patient care provided to patients of the company.
* The PCO shall post conspicuously and serve notice of the
PCO's reports pursuant to Rule 2015.1 of the Federal Rules of
Bankruptcy Procedure, and in so doing may satisfy notice to all
patients by providing to the company a written notice of when and
how the next report will be made, identifying the identity and
location of the person from whom a copy of any written report all
admitted be obtained pursuant to Rule 2015.1(a), a copy of which
notice the company shall provide to all admitted patients upon
their admission to the company, unless at a future date the Court
waives such notice or determines that other means of noticing
patients is required.
* The PCO shall maintain any patient information, including
related to patient records, as confidential information. She shall
have access to patient records consistent with authority of such
ombudsman under the Older Americans Act of 1965 and under
non-Federal law governing the State Long Term Care Ombudsman
program.
* The PCO may review confidential patient records as necessary
and appropriate to discharge her duties and responsibilities,
provided however, that the PCO protects the confidentiality of such
records as required under applicable non-bankruptcy law and
regulations, including but not limited to the Health Insurance
Portability and Accountability Act of 1996 and the federal HIPAA
privacy regulations at 45 Code of Federal Regulations.
About Destinations to Recovery
Destinations to Recovery, LLC operates an IPO and PHO
rehabilitation center located at 20951 Burbank Blvd, Woodland
Hills, California.
Destinations to Recovery sought protection under Chapter 11 of the
U.S. Bankruptcy Code (Bankr. C.D. Cal. Case No. 1:24-bk-11877-MB)
on November 8, 2024, with up to $1 million in both assets and
liabilities. Daniel Samson, president and CEO of Destinations to
Recovery, signed the petition.
Eric Bensamochan, Esq., at The Bensamochan Law Firm, Inc.,
represents the Debtor as legal counsel.
DHW WELL: Eric Terry Named Subchapter V Trustee
-----------------------------------------------
The U.S. Trustee for Region 7 appointed Eric Terry as Subchapter V
trustee for DHW Well Service, Inc.
Mr. Terry will charge $450 per hour for his services as Subchapter
V trustee and will seek reimbursement for work-related expenses
incurred.
Mr. Terry declared that he is a disinterested person according to
Section 101(14) of the Bankruptcy Code.
The Subchapter V trustee can be reached at:
Eric Terry
3511 Broadway
San Antonio, TX 78209
Phone: (210)468-8274
Email: eric@ericterrylaw.com
About DHW Well Service Inc.
DHW Well Service, Inc., a company in Carrizo Springs, Texas,
operates a vacuum trucking business in the South Texas oil field.
DHW Well Service sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. W.D. Texas Case No. 24-52436) on August 5,
2024, with up to $50,000 in assets and up to $10 million in
liabilities. Michael Colvard serves as Subchapter V trustee.
Judge Craig A. Gargotta presides over the case.
William R. Davis, Jr., Esq., at Langley & Banack, Inc., represents
the Debtor as legal counsel.
DIA INVESTMENT: Scott Rever Named Subchapter V Trustee
------------------------------------------------------
The U.S. Trustee for Regions 3 and 9 appointed Scott Rever, Esq.,
at Genova Burns, LLC as Subchapter V trustee for DIA Investment
Group, LLC.
Mr. Rever will be paid an hourly fee of $475 for his services as
Subchapter V trustee and will be reimbursed for work-related
expenses incurred.
Mr. Rever declared that he is a disinterested person according to
Section 101(14) of the Bankruptcy Code.
The Subchapter V trustee can be reached at:
Scott S. Rever, Esq.
Genova Burns LLC
110 Allen Rd., Suite 304,
Basking Ridge, NJ 07920
Telephone: (973) 387-7801
Email: Rever@genovaburns.com
About DIA Investment Group
DIA Investment Group LLC sought protection under Chapter 11 of the
U.S. Bankruptcy Code (Bankr. D.N.J. Case No. 24-21542) on November
20, 2024, with $500,001 to $1 million in both assets and
liabilities.
Brett Silverman, Esq., represents the Debtor as legal counsel.
DOCTURS INC: Sec. 341(a) Meeting of Creditors on January 14
-----------------------------------------------------------
On December 12, 2024, Docturs Inc. filed Chapter 11 protection in
the Southern District of New York. According to court documents,
the Debtor reports between $1 million and $10 million in debt owed
to 1 and 49 creditors. The petition states that funds will be
available to unsecured creditors.
A meeting of creditors under Sec. 341(a) to be held on January 14,
2025 at 2:00 PM at Office of UST (TELECONFERENCE ONLY).
About Docturs Inc.
Docturs Inc. offers healthcare services.
Docturs Inc. sought relief under Chapter 11 of the U.S. Bankruptcy
Code (Bankr. S.D.N.Y. Case No. 24-12316) on Dec. 12, 2024. In the
petition filed by Dr. Alexandre Scheer, as president, the Debtor
reports estimated assets between $100,000 and $500,000 and
estimated liabilities between $1 million and $10 million.
Judge David S. Jones handles the case.
The Debtor is represented by:
Leo Jacobs, Esq.
JACOBS P.C.
595 Madison Avenue FL 39
New York, NY 10022
Tel: (718) 772-8704
E-mail: leo@jacobspc.com
DS26 LLC: Rental Income & Sale Proceeds to Fund Plan
----------------------------------------------------
DS26, LLC filed with the U.S. Bankruptcy Court for the District of
Nevada a Disclosure Statement for Chapter 11 Plan dated November
15, 2024.
The Debtor was organized as a Nevada limited liability company on
February 21, 2018 for the purpose of acquiring the Property.
Debtor's purchase was financed, in part, by a loan from American
River Bank. Debtor closed on the purchase of the Property on March
12, 2018.
The Debtor owns the 4th Street Property, which consists of: (1) the
Motel Building - a 2,547 square foot two-story concrete motel; and
(2) the Commercial Building - a 3,840 square foot two-story stucco
building with open commercial space on the first floor and four
residential studio units on the second floor. As a single combined
lot, Debtor believes the 4th Street Property is worth between
$2,300,000 and $2,400,000 in its current condition.
American River Bank assigned the loan against the Property to BOM.
Because Debtor was only generating rent on the Motel Building, it
was not satisfying certain requirements in the subject loan
document and BOM declared a default. BOM began moving toward a
foreclosure sale of the Property, which caused Debtor to file this
case.
On November 1, 2024, Debtor filed a Motion for Authority to: (1)
Effectuate Boundary Line Adjustment; (2) Perfect Existing Security
Interest in New Parcels; (3) Market and Sell Real Property; and (4)
to Pay all Broker's Commissions and Closing Costs from Sale
Proceeds in the Bankruptcy Case pursuant to which Debtor seeks to
effectuate a boundary line adjustment to split the property into
two parcels: the Motel Building parcel and the Commercial building
parcel. Debtor also seeks authority to immediately market the
Property for sale as two parcels. In that regard, on October 24,
2024, Debtor filed an Application for Order Authorizing Employment
of Dickson Commercial Group, Inc. and Gerrit Hillebrand as Broker
for the Debtor.
Class 3 consists of General Unsecured Creditors. The claims of the
Allowed Class 3 General Unsecured Creditors are impaired and shall
receive a pro rata share of all funds remaining after the payment
of priority and secured claims, up to the amount of each Allowed
Class 3 Claim, without interest.
The allowed unsecured claims total $319,274.
Class 4 consists of Equity Security Holders. Equity interest
holders shall receive all funds available, if any, after payment of
the Allowed Class 3 Claims in full, which shall be disbursed to
equity holders in accordance with Debtor's Operating Agreement.
Class 4 equity holders shall receive no distributors on account of
their equity interests unless and until the Allowed Class 3 Claims
are paid in full.
The Plan will be funded through a sale of the Motel Building and a
sale or refinance of the Commercial Building. The sales of the
Property, including Motel Building parcel and Commercial Building
parcel, are approved by the Court free and clear of all liens,
claim and encumbrances (with all liens attaching to the proceeds of
the sale) pursuant to Sections 363(b), (f) and (m) of the
Bankruptcy Code, upon confirmation of the Plan and the Debtor may
submit separate orders approving such sales. The sales of the Motel
Building parcel and Commercial Building parcel shall be deemed
sales under the Plan and exempt from transfer tax pursuant to
Section 1146(a) of the Bankruptcy Code.
Until the Property is sold, the Plan will also be funded by cash on
hand and future rental income generated by the Property.
A full-text copy of the Disclosure Statement dated November 15,
2024 is available at https://urlcurt.com/u?l=fAhGRq from
PacerMonitor.com at no charge.
About DS26 LLC
DS26 LLC is a Single Asset Real Estate debtor (as defined in 11
U.S.C. Section 101(51B)).
DS26 LLC sought relief under Chapter 11 of the U.S. Bankruptcy Code
(Bankr. D. Nev. Case No. 24-50576) on June 10, 2024. In the
petition signed by M. Marie Murphy, as Manager of M3 Manager, the
Debtor reports estimated assets and liabilities between $1 million
and $10 million each.
Bankruptcy Judge Hilary L. Barnes handles the case.
The Debtor is represented by:
Kevin A. Darby, Esq.
DARBY LAW PRACTICE
499 W. Plumb Lane, Suite 202
Reno, NV 89509
Tel: 775-322-1237
Fax: 775-996-7290
Email: kevin@darbylawpractice.com
DYKMAN CATTLE: Liquidity Issue Cues CCAA filing; PWC as Monitor
---------------------------------------------------------------
Dykman Cattle Co. Ltd. and Nechako River Quality Hay Ltd. applied
for and was granted creditor protection by the order of the Supreme
Court of British Columbia, pursuant to the Companies Creditors
Arrangement ("CCAA"). PricewaterhouseCoopers LIT was appointed as
monitor of the Company.
According to Court Documents, the Company has sufficient cash flow
to fund ongoing operations. The monitor has met with the Companies
and its counsel to commence initial discussions regarding a sale
process, which has yet been established.
During the CCAA proceedings, the Companies will assist the Monitor,
expect that they will continue to operate in the normal course as
they determine next steps and contemplate a path forward to
maximize value for the Companies and their stakeholders.
Pursuant to the initial order, all proceedings against the
Companies, their directors and officers and the monitor are stayed
and no such proceedings may be commenced or continue without leave
of the Court. The stay also prohibits any contractual parties from
ceasing to perform their contracts with the Companies on account of
the CCAA filing or there being any outstanding amounts due as the
filing date. In addition, except as provided for the initial
order, all amounts owing by the Companies to their creditors for
the period to the filing date are stayed and cannot be paid at this
time.
The initial order, a list of creditors as represented by the
Company, updates to the status of the proceedings and other
documents filed in the Court in the CCAA process, can be access via
the Monitor's website at https://www.pwc.com/ca/dykman. If you
have any questions in respect to these proceedings, contact:
Kiran Chahal
Tel: 605-495-8949
Email: kiran.chahal@pwc.com
The Monitor can be reached at:
PricewaterhouseCoopers Inc.
Attn: Clinton Roberts
Margaret Brennan
Morag Cooper
Elizabeth Miles
Suite 3100, 111 5th Avenue SW
Calgary, AB T2P 5L3
Email: clinton.roberts@pwc.com
margaret.brennan@pwc.com
morag.cooper@pwc.com
elizabeth.miles@pwc.com
Counsel to Dykman Cattle:
Lawson Lundell LLP
Attn: William Roberts
Baylee Hunt
Cindy Curran
Linda Alexander
Suite 1600
925 West Georgia Street
Vancouver, BC V6C 3L2
Email: wroberts@lawsonlundell.com
bhunt@lawsonlundell.com
ccurran@lawsonlundell.com
lalexander@lawsonlundell.com
Counsel to the Monitor:
Blake Cassels & Graydon LLP
Attn: Peter Rubin
Claire Hilderbrand
Encina Roh
Suite 3500, 1133 Melville Street
Vancouver, BC V6E 4E5
Email: peter.rubin@blakes.com
claire.hilderbrand@blakes.com
encina.roh@blakes.com
Dykman Cattle Co. Ltd. is engaged in dairy operations in
Abbotsford, British Columbia.
E-LUX ELECTRIC: Secured Creditor Sets Jan. 9, 2025 Online Auction
-----------------------------------------------------------------
A public online auction sale by order of the secured creditor of
tangible and intangible assets of E-Lux Electric Bikes that will be
conducted at 10:30 a.m. on Jan. 9, 2025 via a zoom conference call
arranged by Brian Testo Associates.
Assets will be sold in one lot to the highest bidder. Assets
including 969 electric bikes with batteries, accessories, parts,
warehouse racking and equipment, office furniture, business name,
domain name, website and customer.
Preview: January 7th or by appointment
$30,000 deposit required to bid
The bidder qualification deadline is on Jan. 8, 2025, at 10:30 a.m.
The assets are located in Fountain Valley, California.
For bidding details, contact:
Brian Testo
Brian Testo Associates LLC
Tel: (818) 312-1699
Email: brian@btesto.com
EARTH ALIVE: Court Extends Bankruptcy Proposal Deadline to Jan. 30
------------------------------------------------------------------
Earth Alive Clean Technologies Inc. announced on Dec. 16, 2024,
that it has obtained an order from the Superior Court of Quebec
extending the delay to file a proposal pursuant to the provisions
of the Bankruptcy and Insolvency Act (Canada) until January 30,
2025.
This extension will allow the Company to complete, under the
supervision of the Court and with the assistance of the Trustee,
its ongoing sale and investment solicitation process, in order to
conclude a transaction with a view to maximizing the value of the
Company's business and assets.
The Company will provide further updates as developments regarding
the notice of intention proceedings and the SISP warrant. A copy of
the relevant information regarding the NOI proceedings and the SISP
is available on the Trustee's website at the following address:
https://www.raymondchabot.com/en/companies/public-records/earth-alive-clean-technologies-inc/.
Anyone interested in obtaining more information about the NOI
proceedings or the SISP should contact the proposal trustee (Ayman
Chaaban - Chaaban.Ayman@rcgt.com) or the Company's legal counsel
(Gabriel Lavery Lepage -- glaverylepage@dwpv.com).
About Earth Alive Clean Technologies Inc.
Earth Alive is a leader in the microbial technologies industry.
Earth Alive's innovative products contribute to regenerative
agriculture, natural dust suppression with minimal water use, and
ecological, human-friendly industrial cleaning. For more
information, please visit: https://earthalivect.com.
EASTSIDE DISTILLING: Salberg & Co. Replaces M&K CPAS as Auditor
---------------------------------------------------------------
Eastside Distilling, Inc. disclosed in a Form 8-K Report filed with
the U.S. Securities and Exchange Commission that on December 4,
2024, the Board of Directors dismissed M&K CPAS, PLLC from its
position as the principal independent accountant for Eastside
Distilling, Inc. The dismissal was approved by the Audit Committee
of the Board of Directors.
The audit reports of M&K CPAS, PLLC on the Company's financial
statements for the years ended December 31, 2023 and 2022 did not
contain any adverse opinion or disclaimer of opinion or
qualification, except that the audit report of M&K CPAS, PLLC on
the Company's financial statements for the years ended December 31,
2023 and 2022 did contain a modification expressing substantial
doubt about the ability of Eastside Distilling, Inc. to continue as
a going concern. M&K CPAS, PLLC did not, during the applicable
period, advise Eastside Distilling, Inc. of any of the enumerated
items described in Item 304(a)(1)(iv) of Regulation S-K.
During the two most recent fiscal years and the subsequent interim
period through December 4, 2024, there was no disagreement between
Eastside Distilling, Inc. and M&K CPAS, PLLC on any matter of
accounting principles or practices, financial statement disclosure,
or auditing scope or procedure, which disagreement, if not resolved
to its satisfaction, would have caused M&K CPAS, PLLC to make
reference to the subject matter of such disagreement in connection
with its report. During the same period, there was no "reportable
event," as described in Item 304(a)(1)(v) of Regulation S-K, except
that, in connection with its audit of the financial statements for
the years ended December 31, 2023 and 2022, M&K CPAS, PLLC advised
Eastside Distilling, Inc. that there was a material weakness in the
internal controls necessary for Eastside Distilling, Inc. to
develop reliable financial statements since management lacked a
formal policy of inputs in testing for impairment.
On the same date, the Company appointed Salberg & Company, P.A. as
its independent registered public accounting firm for the year
ending December 31, 2024. During Eastside Distilling, Inc.'s two
most recent fiscal years ended December 31, 2023 and 2022, and
through December 4, 2024, neither Eastside Distilling, Inc. nor
anyone on behalf of Eastside Distilling, Inc. consulted with
Salberg & Company, P.A. regarding the application of accounting
principles to a specified transaction, either completed or
proposed, or the type of audit opinion that might be rendered on
Eastside Distilling, Inc.'s financial statements as to which
Eastside Distilling, Inc. received a written report or oral advice
that was an important factor in reaching a decision on any
accounting, auditing or financial reporting issue, or any matter
that was the subject of a disagreement or a reportable event as
defined in Item 304(a)(1)(iv) and (v), respectively, of Regulation
S-K.
About Eastside Distilling
Headquartered in Portland, Oregon, Eastside Distilling, Inc. has
been producing craft spirits in Portland, Oregon since 2008. The
Company is distinguished by its highly decorated product lineup
that includes Azunia Tequilas, Burnside Whiskeys, Hue-Hue Coffee
Rum, and Portland Potato Vodkas. All Eastside spirits are crafted
from natural ingredients for the highest quality and taste.
Eastside's Craft Canning + Printing subsidiary is one of the
Northwest's leading independent mobile canning, co-packing, and
digital can printing businesses.
The Woodlands, Texas-based M&K CPAS, PLLC, the Company's auditor
since 2017, issued a "going concern" qualification in its report
dated April 1, 2024, citing that the Company suffered a net loss
from operations and used cash in operations, which raises
substantial doubt about its ability to continue as a going
concern.
Eastside Distilling incurred a net loss of $7.5 million during the
year ended December 31, 2023. As of June 30, 2024, Eastside
Distilling had $16,589,000 in total assets, $18,523,000 in total
liabilities, and $1,934,000 in total stockholders' deficit.
ENGLOBAL CORP: Fails to Regain Compliance With Nasdaq Rules
-----------------------------------------------------------
ENGlobal Corporation disclosed in a Form 8-K Report filed with the
U.S. Securities and Exchange Commission that on December 5, 2024,
it received written notice from The Nasdaq Stock Market indicating
the Company failed to regain compliance with Listing Rule 5550(b),
the minimum shareholders' equity rule. The notice further indicates
the Nasdaq Hearings Panel has determined to delist the Company's
common stock and that trading of the Company's common stock was
suspended at the open of trading on December 6, 2024.
As previously disclosed, on August 14, 2024, the Company received
written notice from Nasdaq notifying the Company that the Panel had
determined to grant the Company's request for an exception to
continue its listing on the Nasdaq Capital Market until November
26, 2024, subject to the Company demonstrating compliance with
Listing Rule 5550 on or before such date and certain other
conditions.
In connection with the Nasdaq delisting notice, Nasdaq will
complete the delisting by filing a Form 25 Notification of
Delisting with the U.S. Securities and Exchange Commission after
applicable appeal periods have lapsed. In the interim, the
Company's common stock is expected to begin trading under trading
symbol "ENGC" on the OTC Markets system. The Company cannot predict
what the impact of the transition will be on the liquidity in its
common stock.
The Company has 15 days after the date it received notice of
Panel's decision to request in writing that the Nasdaq Listing and
Hearing Review Council review the decision. In addition, the
Council may, on its own motion, determine to review the Panel's
decision within 45 calendar days after the Company was notified of
the decision.
About ENGlobal
ENGlobal Corporation (NASDAQ: ENG) -- www.englobal.com -- is a
provider of innovative, delivered project solutions primarily to
the energy industry. ENGlobal operates through two reportable
segments: Commercial and Government Services. The Commercial
segment provides engineering, design, fabrication, construction
management, and integration of automated control systems. The
Government Services segment provides engineering, design,
installation, operations, and maintenance of various government,
public sector, and international facilities, specializing in
turnkey automation and instrumentation systems for the U.S. Defense
industry.
Houston, Texas-based Moss Adams LLP, the Company's auditor since
2017, issued a "going concern" qualification in its report dated
March 29, 2024, citing that the Company has suffered recurring
losses from operations and has utilized significant cash in
operations, raising substantial doubt about its ability to continue
as a going concern.
As of September 28, 2024, ENGlobal had $13.2 million in total
assets, $17.7 million in total liabilities, and $4.4 million in
total stockholders' deficit.
ENSERVCO CORPORATION: CFO, Director Tender Resignations
-------------------------------------------------------
Enservco Corporation disclosed in a Form 8-K filed with the
Securities and Exchange Commission that on Dec. 7, 2024, Richard K.
Coleman, Jr. notified the Company of his resignation as a member of
the Company's Board of Directors. Mr. Coleman's resignation did
not result from any disagreement with the Company on any matter
relating to the Company's operations, policies or practices.
On Dec. 9, 2024, Mark Patterson notified the Company of his
resignation as chief financial officer and all positions held with
the Company's subsidiaries as of that date.
About Enservco
Enservco -- www.enservco.com -- provides a range of oilfield
services through its various operating subsidiaries, including hot
oiling, acidizing, frac water heating, and related services. The
Company has a broad geographic footprint covering major domestic
oil and gas basins across the United States.
Houston, Texas-based Pannell Kerr Forster of Texas, P.C., the
Company's auditor since 2022, issued a "going concern"
qualification in its report dated March 29, 2024, citing that the
Company has a significant working capital deficiency, has recurring
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.
ENSERVCO CORPORATION: Delays Q3 Form 10-Q Over Staffing Issues
--------------------------------------------------------------
Enservco Corporation disclosed in a Form 12b-25 filed with the
Securities and Exchange Commission it was unable, without
unreasonable effort or expense, to file its Quarterly Report on
Form 10-Q for the period ended Sept. 30, 2024 by the Nov. 14, 2024
filing due date due to internal and external staffing issues.
About Enservco
Enservco -- www.enservco.com -- provides a range of oilfield
services through its various operating subsidiaries, including hot
oiling, acidizing, frac water heating, and related services. The
Company has a broad geographic footprint covering major domestic
oil and gas basins across the United States.
Houston, Texas-based Pannell Kerr Forster of Texas, P.C., the
Company's auditor since 2022, issued a "going concern"
qualification in its report dated March 29, 2024, citing that the
Company has a significant working capital deficiency, has recurring
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.
ENSERVCO CORPORATION: Receives Default Notice From Star Equity
--------------------------------------------------------------
Enservco Corporation disclosed in a Form 8-K filed with the
Securities and Exchange Commission that on Dec. 10, 2024, it
received a Notice of Event of Default & Demand from Star Equity
Holdings, Inc. regarding a certain promissory note in the amount of
$1,000,000 issued on Aug. 9, 2024 with respect to a payment that
was due and not paid on Nov. 10, 2024. Pursuant to Section 4 of
the Note, non-payment for more than 30 days is considered a
continuation of an Event of Default and, as such, the payment of
the entirety of the Note and accrued interest is now due and
payable.
About Enservco
Enservco -- www.enservco.com -- provides a range of oilfield
services through its various operating subsidiaries, including hot
oiling, acidizing, frac water heating, and related services. The
Company has a broad geographic footprint covering major domestic
oil and gas basins across the United States.
Houston, Texas-based Pannell Kerr Forster of Texas, P.C., the
Company's auditor since 2022, issued a "going concern"
qualification in its report dated March 29, 2024, citing that the
Company has a significant working capital deficiency, has recurring
losses, and needs to raise additional funds to meet its obligations
doubt about the Company's ability to continue as a going concern.
EXPEDITOR SYSTEMS: Matthew Brash Named Subchapter V Trustee
-----------------------------------------------------------
The U.S. Trustee for Region 11 appointed Matthew Brash of Newpoint
Advisors Corporation as Subchapter V trustee for Expeditor Systems,
Inc.
Mr. Brash will be paid an hourly fee of $410 for his services as
Subchapter V trustee and will be reimbursed for work-related
expenses incurred.
Mr. Brash declared that he is a disinterested person according to
Section 101(14) of the Bankruptcy Code.
The Subchapter V trustee can be reached at:
Matthew Brash
Newpoint Advisors Corporation
655 Deerfield Road, Suite 100-311
Deerfield, IL 60015
Tel: (847) 404-7845
About Expeditor Systems
Expeditor Systems, Inc. is a company in Carol Stream, Ill., engaged
in electrical equipment, appliance, and component manufacturing.
Expeditor Systems sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. N.D. Ill. Case No. 24-07413) on May 17,
2024, with $1 million to $10 million in both assets and
liabilities. Igor Terletsky, president of Expeditor Systems, signed
the petition.
Judge Donald R. Cassling presides over the case.
John F. Hiltz, Esq., at Leibowitz, Hiltz & Zanzig, LLC represents
the Debtor as counsel.
EXPRESS INC: Faces SEC Charges for Concealing CEO Perks
-------------------------------------------------------
The Columbus Dispatch reports that the U.S. Securities and Exchange
Commission announced that fashion retailer Express Inc. failed to
disclose hundreds of thousands of dollars in perks and benefits
provided to its top executive over several years.
According to the report, the SEC said the Columbus-based company
did not report $979,269 in personal benefits and perks for its CEO
during fiscal years 2019, 2020, and 2021. These undisclosed
benefits included expenses for personal use of chartered aircraft,
among other compensation. Timothy Baxter, who served as CEO from
June 2019 until his resignation in September 2023, received the
undisclosed benefits.
As a result, Express understated the "All Other Compensation"
section of its CEO's compensation by an average of 94% over the
three years, the SEC said. Without admitting or denying the
findings, Express agreed to a cease-and-desist order. The SEC
declined to impose a civil penalty, citing the company's
self-reporting, cooperation during the investigation, and remedial
efforts, the report states.
"Public companies have a duty to disclose executive compensation,
including perks and personal benefits, to ensure investors can make
informed decisions," said Sanjay Wadhwa, acting director of the
SEC's Division of Enforcement. "While Express fell short of this
obligation, its cooperation and corrective actions were taken into
account."
According to The Columbus Dispatch, Express Inc., which filed for
Chapter 11 bankruptcy in April 2024, was acquired at auction by a
joint venture led by WHP Global. WHP Global, which owns brands such
as Toys "R" Us and Babies "R" Us, had established a partnership
with Express in December 2022 by acquiring a 7.4% stake in the
company.
The SEC investigation was conducted by Ruta G. Dudenas and Ann
Tushaus from the Chicago Regional Office, under the supervision of
Amy S. Cotter, the report says.
About Express Inc.
Express, Inc., operates specialty retail apparel stores. The
Company offers apparel and accessories such as jeans, sweaters,
dresses, suits, and coats. Express serves customers in the United
States.
The Debtors sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. D. Del. Lead Case No. 24-10831) on April
22, 2024. In the petition signed by Stewart Glendinning, chief
executive officer, the Debtor disclosed $1,298,055,000 in assets
and $1,199,781,226 in liabilities.
The Debtors tapped Kirkland & Ellis, LLP and Kirkland & Ellis
International, LLP as bankruptcy counsel; Klehr Harrison Harvey
Branzburg, LLP as local bankruptcy counsel; Moelis & Company, LLC
as investment banker; M3 Advisory Partners, LP as restructuring
advisor; and Stretto, Inc. as claims agent.
Stephen L. Iacovo, Esq., at Ropes & Gray, LLP serves as counsel to
ReStore Capital, LLC, agent to the FILO Lenders. ReStore is also
the agent under a second lien senior secured DIP single-draw term
facility. AlixPartners, LLP serves as advisor to the DIP agents.
Randall L. Klein, Eseq., Eva D. Gadzheva, Esq., and Dimitri G.
Karcazes, Esq., at Goldberg Kohn Ltd., serve as counsel to Wells
Fargo Bank, National Association, as first lien ABL agent. Wells
Fargo is also the agent under a first lien senior secured DIP
revolving credit facility.
EXPRESS INC: SEC Settles Charges Over Undisclosed CEO Perks
-----------------------------------------------------------
The Securities and Exchange Commission today announced settled
charges against Ohio-based Express, Inc., a multi-brand American
fashion retailer, for failing to disclose executive compensation it
paid to its now former CEO.
According to the SEC's order, in definitive proxy statements for
fiscal years 2019, 2020, and 2021, Express failed to disclose
$979,269 worth of perks and personal benefits provided to its CEO,
including certain expenses associated with the CEO's authorized use
of chartered aircraft for personal purposes. As a result, the
company, which filed for Chapter 11 bankruptcy earlier this year,
understated the "All Other Compensation" portion of its CEO's
compensation by an average of 94 percent over the three fiscal
years.
"Public companies have a duty to comply with their disclosure
obligations regarding executive compensation, including perks and
personal benefits, so that investors can make educated investment
decisions," said Sanjay Wadhwa, Acting Director of the SEC's
Division of Enforcement. "Here, although Express fell short in
carrying out its obligation, the Commission declined to impose a
civil penalty based, in part, on the company's self-report,
cooperation with the staff's investigation, and remedial efforts."
The SEC's order finds that Express violated Sections 13(a) and
14(a) of the Securities Exchange Act of 1934 and Rules 12b-20,
13a-1, 13a-15(a), 14a-3, and 14a-9 thereunder. Without admitting or
denying the SEC's findings, Express agreed to a cease-and-desist
order.
The SEC's investigation was conducted in the Chicago Regional
Office by Ruta G. Dudenas and Ann Tushaus, and supervised by Amy S.
Cotter.
About Express Inc.
Express, Inc., operates specialty retail apparel stores. The
Company offers apparel and accessories such as jeans, sweaters,
dresses, suits, and coats. Express serves customers in the United
States.
The Debtors sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. D. Del. Lead Case No. 24-10831) on April
22, 2024. In the petition signed by Stewart Glendinning, chief
executive officer, the Debtor disclosed $1,298,055,000 in assets
and $1,199,781,226 in liabilities.
The Debtors tapped Kirkland & Ellis, LLP and Kirkland & Ellis
International, LLP as bankruptcy counsel; Klehr Harrison Harvey
Branzburg, LLP as local bankruptcy counsel; Moelis & Company, LLC
as investment banker; M3 Advisory Partners, LP as restructuring
advisor; and Stretto, Inc. as claims agent.
Stephen L. Iacovo, Esq., at Ropes & Gray, LLP serves as counsel to
ReStore Capital, LLC, agent to the FILO Lenders. ReStore is also
the agent under a second lien senior secured DIP single-draw term
facility. AlixPartners, LLP serves as advisor to the DIP agents.
Randall L. Klein, Eseq., Eva D. Gadzheva, Esq., and Dimitri G.
Karcazes, Esq., at Goldberg Kohn Ltd., serve as counsel to Wells
Fargo Bank, National Association, as first lien ABL agent. Wells
Fargo is also the agent under a first lien senior secured DIP
revolving credit facility.
FAMILY OF CARE: U.S. Trustee Appoints Amanda Celentano as PCO
-------------------------------------------------------------
Gerard Vetter, the Acting U.S. Trustee for Region 4, appointed
Amanda Celentano as patient care ombudsman for Family of Care Real
Estate Holding Co. and Charles County Nursing and Rehabilitation
Center, Inc.
The appointment was made pursuant to the order from the U.S.
Bankruptcy Court for the District of Maryland on December 3.
Ms. Celentano has eight years of experience in her capacity as
State Long-Term Care Ombudsman Specialist for the State of
Maryland. She has had supervisory oversight over periodic resident
advocacy visits, and reviews of the assisted living facilities
owned by the healthcare providers.
Because Ms. Celentano will not be handling any monies in her
capacity as patient care ombudsman and she is an employee the
Maryland Department of Aging authorized to operate the State
Long-term Care Ombudsman Program.
Pursuant to Section 333(b) of the Bankruptcy Code, Ms. Celentano
will submit a written report on the quality of care provided to
assisted living residents of the healthcare providers not later
than 60 days after December 3.
About Family of Care Real Estate Holding Co.
Family of Care Real Estate Holding Co. is a community-focused
nonprofit company that offers care and advice to seniors and their
families.
Family of Care Real Estate Holding Co. sought relief under Chapter
11 of the U.S. Bankruptcy Code (Bankr. D. Md. Case No. 24-18782) on
October 18, 2024. In the petition filed by Terry Weaver, as chief
financial officer, the Debtor reports estimated assets and
liabilities between $10 million and $50 million each.
The Debtor is represented by Catherine Keller Hopkin, Esq. at YVS
LAW, LLC.
FELIX PAYMENT: To Restructure Under CCAA Proceedings
----------------------------------------------------
Felix Payment Systems Ltd. was granted an initial order ("Initial
Order") to commence proceedings ("CCAA Proceedings") under the
Companies' Creditors Arrangement Act, as amended ("CCAA").
Pursuant to the Initial Order, Alvarez & Marsal Canada Inc. was
appointed as monitor in the CCAA Proceedings.
The Initial Order granted a stay of proceedings ("Stay Period") and
provided that during the Stay Period, no proceedings may be
commenced against or in respect of the Company.
On October 15, 2024, the Company filed a Notice of Intention to
Make a Proposal pursuant to section 50.4(1) of the Bankruptcy and
Insolvency Act (Canada) and Alvarez & Marsal was named as the
Proposal Trustee.
Please feel free to contact Ryan Wu at 604 639 0855 or by email at
ryan.wu@alvarezandmarsal.com should you require any further
information with respect to this matter.
Further information regarding the CCAA Proceedings, including the
Initial Order, affidavits, reports of the Monitor and all other
Court-filed documents and notices are available on the Monitor's
website at http:///www.alvarezandmarsal.com/felixpayment
The Monitor can be reached at:
Alvarez & Marsal Canada Inc.
Attn: Anthony Tillman
Taylor Poirier
Ryan Wu
925 West Georgia Street, Suite 902
Vancouver, BC V6C 3L2
Email: atillman@alvarezandmarsal.com
tpoirier@alvarezandmarsal.com
ryan.wu@alvarezandmarsal.com
Counsel to the Court Appointed Monitor:
Cassels Brock & Blackwell LLP
Attn: Vicki Tickle
Mihai Tomos
Hayley Roberts
Suite 2200, 885 West Georgia Street
Vancouver, BC V6E 3E8
Email: vtickle@cassels.com
mtomos@cassels.com
hroberts@cassels.com
Counsel to Felix Payment:
McCarthy Tétrault LLP
Attn: Lance Willams
Ashley Bowron
Victoria Tortora
Sue Danielisz
Suite 2400, 745 Thurlow Street
Vancouver BC V6E 0C5
Email: lwilliams@mccarthy.ca
abowron@mccarthy.ca
vtortora@mccarthy.ca
sdanielisz@mccarthy.ca
Felix Payment Systems Ltd. is a privately-held financial technology
company based in Vancouver, British Columbia, specializing in
cloud-based payment acceptance infrastructure and associated
software systems.
FINTHRIVE SOFTWARE: Moody's Ups CFR to Caa3 & Alters Outlook to Neg
-------------------------------------------------------------------
Moody's Ratings upgraded FINThrive Software Intermediate Holdings,
Inc.'s corporate family rating to Caa3 from Ca following a debt
exchange (the exchange or transaction). Concurrently, Moody's
downgraded the Probability of Default Rating to D-PD from Ca-PD to
reflect Moody's view that the transaction was considered a
distressed exchange, which is a default under Moody's definition.
The PDR will be upgraded to Caa3-PD from D-PD in a few business
days. In addition, Moody's assigned Caa1 ratings to the company's
newly issued $155 million first out term loan, $682 million first
out super priority term loan, and $150 million first out revolving
credit facility as well as Ca ratings to newly issued $734 million
second out super priority term loan, and C ratings to a newly
issued $134 million third out super priority term loan and $82
million fourth out super priority term loan. Finally, Moody's
affirmed the C rating on the remaining $23 million of the company's
second lien term loan, which did not participate in the exchange.
The new debt issued replaces the preponderance of the company's
previous debt obligations which included an approximately $1,440
million first-lien term loan and $150 million revolver, which has
been withdrawn. As a result of the transaction, gross debt was
reduced by about $112 million, lowering leverage to approximately
8.1x from 8.6x (based on management's calculations). The outlook
was changed to negative from stable. FinThrive is a US-based
healthcare revenue cycle management provider.
These ratings actions reflect the realization of high governance
risks (as indicated in the company's CIS-5 Credit Impact Score and
G-5 Governance Issuer Profile Score) including FinThrive's
continued high risk of default. The company still has very high
debt leverage, which Moody's anticipate will remain above 15.0x
(Moody's-adjusted, net of capitalized software expenses), as well
as Moody's expectation for continued negative free cash flow over
the next 12-18 months and a weak liquidity profile. While the
exchange has pushed maturities out considerably (to 2028) and the
company appears to have just enough liquidity (primarily revolving
credit capacity) to cover interest payments over the next 12
months, Moody's believe there remains a very high probability of
another default event shortly beyond this window without a
recapitalization.
RATINGS RATIONALE
FinThrive's Caa3 CFR reflects the continued high risk of default
and expectation that credit profile will remain constrained by a
heavy interest burden due to a highly levered capital structure,
with debt/EBITDA over 15.0x as of September 30, 2024, and sustained
negative free cash flow generation, despite modest low single-digit
revenue growth. A material improvement in free cash flow and
financial leverage remains unlikely given FinThrive's elevated
interest expense burden which will persist especiallyif interest
rates do not fall quickly. Additionally, Moody's expect that
FinThrive's core client base, mainly large hospital systems, will
continue to face uncertain cost and resource constraints over the
next 12 months, which could limit FinThrive's growth opportunities.
The rating also reflects the relatively short operating history of
the company and high cost add-backs that limit visibility into the
long-term growth, profitability and cash flow profile of the going
concern.
Regardless, FinThrive benefits from a recurring revenue profile,
supported by long term subscription contracts with volume floors,
which reduces exposure to swings in elective procedure volumes.
High profitability rates and an established market position also
support the credit profile. RCM technology solutions are sticky and
costly to replace, benefitting incumbent providers, as evidenced by
good retention rates over 90% (per the company). Favorable
long-term trends in the healthcare industry are also supportive
with increasing regulatory complexity (which drives a need for
FinThrive's software), a shift to higher collections from patients,
pressure to cut costs, and vendor consolidation that will drive
demand for RCM solutions.
The negative outlook reflects Moody's view that FinThrive's
business model remains under significant pressure, as it is over
levered and under-capitalized. The outlook also reflects Moody's
expectation that FinThrive will continue to report free cash flow
deficits over the next 12-18 months and limited EBITDA growth will
keep debt/EBITDA leverage very high, above 15.0x. Leverage
reduction and cash flow improvement will rely mostly on cost
savings including lower interest rates, continued revenue growth,
improving margins, and the optimization of working capital. The
company's ability to achieve this remains uncertain.
Moody's view FinThrive's liquidity as weak, driven by Moody's
expectation for sustained free cash flow deficits. Internal sources
of liquidity now totals about $170 million, including cash plus
$150 million of revolving credit capacity with the new facility
post debt exchange. Given the company's heavy interest burden of
over $180 million, Moody's don't believe internal sources of
liquidity will be sufficient to cover all basic cash uses including
annual amortization of the new debt totaling about $8 million. The
company's new loans are subject to a springing financial covenant,
consolidated first leverage ratio, of no greater than 6.0x when 35%
or more is drawn on the revolving credit facility. Moody's
anticipate 25% usage of the revolving line of credit in 2025 and
very significant headroom under the covenant test.
The ratings for FinThrive's debt instruments reflect both the
overall probability of default rating and the loss given default
assessment of the individual debt instruments. The Caa1 ratings on
the new $155 million first out term loan maturing 2028, $682
million super priority first out term loan maturing 2028 and the
$150 million first-lien revolver due 2028, are two notches above
FinThrive's Caa3 CFR, reflecting the facilities' super priority
position in the capital structure, ahead of the new $734 million
super priority second out term loan due 2028 rated Ca, only one
notch below the CFR. The $134 million super priority third out term
loan due 2029, $82 million super priority fourth out term loan due
2029, and remaining $23 million senior second lien term loan due
2029 (the most subordinated loan within FinThrive's capital
structure by virtue of more senior contractual priorities), are all
rated C, two notches below the CFR.
The term loan facilities are secured by all existing collateral
including substantially all the assets of FinThrive Software
Intermediate Holding, Inc. and its domestic subsidiaries, as well
as a first priority lien on unencumbered property of the company
and its subsidiaries, including without limitation, 100% pledges of
any first-tier foreign subsidiaries, DACAs, and certain other
collateral not previously pledged. The first-lien super priority
debt has claim priority relative to the second out, which has
priority relative to third out, which has claim priority relative
to the fourth out debt, from the proceeds of any default or
bankruptcy-related liquidation.
The terms of the new credit facilities include the following:
Incremental pari passu debt capacity up to $50 million (with
unlimited junior incremental capacity which can PIK). There is no
inside maturity sublimit.
The credit agreement prohibits the designation of unrestricted
subsidiaries, preventing collateral "leakage" to such subsidiaries.
No loan party may make any disposition of material assets,
including intellectual property, to any non-loan party. No loan
party may make any investment of material intellectual property in
any non-loan party, unless it does not interfere with company's
business and is arms-length.
The credit agreement provides some limitations on up-tiering
transactions, requiring 100% lender consent for amendments that
subordinate or have the direct or indirect effect of subordinating
the debt or liens in respect of the Revolving Credit Facility and
Tranches A through E Term Loan Facilities, unless the Revolving
Credit Lender and each Tranche A and B Lenders can ratably
participate in such priming debt.
Amendments authorizing the incurrence of additional debt for the
primary purpose of influencing voting thresholds require affected
lender consent. Any intercompany debt owed to non-guarantors must
be subordinated.
Other structural nuances include PIK interest on the super priority
fourth out term loan if leverage is above 6.5x as measured through
super priority second out debt. Proforma the close of the debt
exchange, this measure was 8.0x. Intercompany debt is limited to
$20 million in aggregate.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
An upgrade is unlikely at this time. However, the ratings could be
upgraded if FinThrive can recapitalize the business to create a
sustainable debt capital structure with lower leverage such that
the internal sources of cash flow and liquidity cover all basic
operating costs of the business. Organic and sustainable growth in
revenue and earnings could also be required for an upgrade.
FinThrive's ratings could be downgraded if liquidity worsens,
default risk rises, or Moody's perceive that the recovery prospects
in the event of default could deteriorate further.
The principal methodology used in these ratings was Software
published in June 2022.
Headquartered in Plano, Texas, and owned by private equity firm
Clearlake, FINThrive Software Intermediate Holdings, Inc. provides
healthcare revenue cycle management software-as-a-service (SaaS)
solutions. The company's RCM offerings include patient access,
patient registration and eligibility, insurance discovery, payment
estimates, patient clearance, charge integrity, claims management,
contract management, analytics, education, and other functions. For
the twelve-month period ended September 30, 2024, the company
generated over $400 million in revenue.
FIRST MODE: Seattle Company Seeks Chapter 11 Bankruptcy Protection
------------------------------------------------------------------
Rick Morgan of Puget Sound Business Journal reports that First
Mode, a clean energy company based in Seattle, filed for Chapter 11
bankruptcy protection on December 15, 2024.
The bankruptcy filing follows Anglo American's decision to cease
funding the company earlier this December. Court documents filed in
Delaware reveal that Indiana-based power company Cummins has
submitted a "stalking horse" bid to acquire First Mode, setting the
floor for an upcoming auction process to find a buyer.
"First Mode engaged financial and legal" advisors to explore
strategic alternatives, including the potential sale of the
business to a new owner," a company spokesperson said in a
statement. "The company received several expressions of interest
and conducted a rigorous due diligence process within a compressed
timeline."
Established in 2018, First Mode specializes in clean energy
solutions for heavy industries. While it initially focused on
decarbonizing mining trucks, the company planned to expand into
rail and maritime applications. In January 2023, First Mode
completed a $1.5 billion merger with Anglo American's clean energy
division, nuGen. Anglo American invested $200 million in the deal,
taking a majority stake and committing to retrofit over 400 mining
haul trucks for decarbonization over 15 years, the report states.
Despite these plans, First Mode faced mounting challenges. The
company opened a 45,000-square-foot facility in Seattle's Sodo
district in February but began workforce reductions shortly
thereafter, cutting 20% of its 240 U.S.-based employees in January
and conducting additional layoffs over the summer. By the time of
the bankruptcy filing, First Mode had just 66 employees. The
company also broke its lease at the Reedo Building in Seattle's
Pioneer Square and reported liabilities between $50 million and
$100 million, according to report.
Chris Voorhees, First Mode's co-founder and former CEO, stepped
down last year for personal reasons following the nuGen merger.
After serving as chief product and technology officer, he was
succeeded by Julian Soles, Anglo American’s former head of
technology development. Voorhees has since co-founded Sol Zero, a
Seattle-based think tank, states Puget Sound Business Journal.
About First Mode
First Mode was established in 2018, First Mode specializes in clean
energy solutions for heavy industries. While it initially focused
on decarbonizing mining trucks, the company planned to expand into
rail and maritime applications.
First Mode sought relief under Chapter 11 of the U.S. Bankruptcy
Code (Bankr. D. Del. Case No. 24-12794) on December 15, 2024. In
its petition, the Debtor reports estimated assets between $10
million and $50 million and estimated liabilities between $50
million and $100 million.
The Debtor's counsels are Kara Hammond Coyle and Joseph M.
Mulvihill of Young Conaway Stargatt & Taylor, LLP.
FLEXPOINT SENSOR: Incurs $126K Net Loss in Third Quarter
--------------------------------------------------------
Flexpoint Sensor Systems, Inc. filed with the Securities and
Exchange Commission its Quarterly Report on Form 10-Q reporting a
net loss of $126,212 on $51,871 of design, contract and testing
revenue for the three months ended Sept. 30, 2024, compared to a
net loss of $205,026 on $21,594 of design, contract and testing
revenue for the three months ended Sept. 30, 2023.
For the nine months ended Sept. 30, 2024, the Company reported a
net loss of $418,714 on $123,125 of design, contract and testing
revenue compared to a net loss of $623,966 on $71,358 of design,
contract and testing revenue for the nine months ended Sept. 30,
2023.
As of Sept. 30, 2024, the Company had $5.17 million in total
assets, $5.34 million in total liabilities, and a total
stockholders' deficit of $164,232.
Flexpoint stated, "The Company continues to accumulate significant
operating losses and has an accumulated deficit of $32,090,858 at
September 30, 2024. These factors raise substantial doubt about
the Company's ability to continue as a going concern for a period
of one year from the issuance of these financial statements. The
financial statements do not include any adjustments that might
result from the outcome of these uncertainties.
"Management is seeking additional funding to provide operating
capital for its operations until such time as revenues are
sufficient to sustain our level of operations. However, there is
no assurance that additional funding will be available on
acceptable terms, if at all."
A full-text copy of the Form 10-Q is available for free at:
https://www.sec.gov/ix?doc=/Archives/edgar/data/925660/000154812324000133/flxt-20240930.htm.htm
About Flexpoint
Headquartered in West Jordan, Utah, Flexpoint Sensor Systems, Inc.
-- http://www.flexpoint.com/-- is principally engaged in
designing, engineering and manufacturing bend sensor technology and
products using its patented Bend Sensor technology, (a flexible
potentiometer technology). The Company continues to make further
improvements to its technologies, manufacturing and developing
fully integrated devices and related products that the Company has
been marketing and selling to a variety of companies in diverse
industries.
Spokane, Washington-based Fruci & Associates II, PLLC, the
Company's auditor since 2023, issued a "going concern"
qualification in its report dated April 8, 2024, citing that the
Company has net losses and an accumulated deficit. These factors,
among others, raise substantial doubt about the Company's ability
to continue as a going concern.
FOFCEE SPC: Unsecured Creditors to Split $12K in Plan
-----------------------------------------------------
Fofcee, SPC filed with the U.S. Bankruptcy Court for the Western
District of Washington a Plan of Reorganization for Small Business
dated December 9, 2024.
The Debtor began as a wholesale coffee roasting operation in 2013
servicing espresso stands and restaurants.
The Debtor was able to operate successfully until the COVID-19
pandemic, at which time, the Debtor's clients were forced to shut
down and the Debtor's income was reduced drastically. As the
COVID-19 impact continued, the Debtor's operation was further
impacted by logistical challenges caused by a shortage of dock
operators affecting imports. This caused a dramatic increase in the
cost of product and resulted in a decrease in profit margin.
While logistics and costs have stabilized and the Debtor has been
able to maintain good relationships with its current and potential
customers, the Debtor was unable to service its outstanding debt
incurred during COVID, and facing mounting pressure from creditors,
filed a petition under Chapter 11, Subchapter V on September 10,
2024 (herein the "Petition Date").
Class 2 consists of General Unsecured Claims. This Class shall
receive a monthly payment for a total of $12,000. The allowed
unsecured claims total $249,558.22. This Class is impaired.
The Plan will be funded with revenue from the Debtor's operation.
Attached are Debtor's projected Income and Expenses from February,
2025 through January, 2026 as supported by the attached declaration
of Kevin McCalmon. It is anticipated the Debtor's fixed expenses
will remain relatively constant moving forward with variable
expenses increasing proportionately with revenue. Debtor expects
the income and expenses to remain consistent through the life of
the Plan.
A full-text copy of the Plan of Reorganization dated December 9,
2024 is available at https://urlcurt.com/u?l=Fr8WTE from
PacerMonitor.com at no charge.
About Facilities Management Services
of Pennsylvania
Facilities Management Services of Pennsylvania, Inc. began as a
wholesale coffee roasting operation in 2013 servicing espresso
stands and restaurants.
The Debtor filed its voluntary petition for relief under Chapter 11
of the Bankruptcy Code (Bankr. E.D. Pa. Case No. 24-13194) on Sept.
10, 2024, listing $500,001 to $1 million in both assets and
liabilities.
Judge Ashely M Chan presides over the case.
David B. Smith, Esq., at Smith Kane Holman, LLC, is the Debtor's
legal counsel.
FORTNA GROUP: S&P Alters Outlook to Negative, Affirms 'B-' ICR
--------------------------------------------------------------
S&P Global Ratings revised its outlook on Fortna Group Inc. to
negative from stable and affirmed its 'B-' ratings.
The negative outlook reflects the at least one-in-three likelihood
S&P will lower its ratings on Fortna over the next 12 months, given
its forecast for continued cash flow deficits and a weakening
liquidity position, which have heightened the risk of a liquidity
strain.
S&P said, "The company's revenue and S&P Global Ratings-adjusted
EBITDA margins have underperformed our forecasts. We now forecast
Fortna’s revenue will decline by about 10% year over year in
2024, which compares with our prior expectation for an
approximately 5.6% decline. Our updated forecast incorporates the
roughly 13% year-over-year drop in the company's revenue through
the first nine months of 2024 due to its lower starting backlog and
as customers, particularly distribution and fulfillment (D&F)
companies, remain generally hesitant to undertake large
capital-intensive automation projects due to ongoing macroeconomic
uncertainty and the elevated interest rate environment. While
Fortna increased its bookings by 19% year to date through Sept. 30,
2024, compared to the same period in 2023, this improvement has
been insufficient to offset the revenue impact of its lower
beginning-of-year backlog (about $1.2 billion, down from $1.8
billion as of the beginning of 2023), largely because it typically
converts its backlog to revenue over a roughly 18-month period (on
average). We believe the time it takes the company to convert its
bookings to revenue has lengthened somewhat because of its
increased exposure to larger parcel bookings, which take longer to
convert due to the size and timing of these projects.
"We forecast Fortna will expand its revenue by the
high-single-digit percent area in 2025, supported by our
expectation for an increased willingness among its customers to
undertake projects following the end of the U.S. election cycle,
the solid rise in e-commerce sales during the 2024 Black Friday
shopping holiday, our assumption of additional interest rate cuts,
as well as the continued conversion of its growing backlog. We
assume the improvement in the company's revenue will be weighted
toward the second half of 2025. However, we now expect interest
rates will remain higher for longer (we forecast the federal funds
rate will reach an assumed neutral rate of 3.1% by the fourth
quarter of 2026, which compares with the fourth quarter of 2025
previously), which could keep Fortna's customers on the sidelines
and pressure our base-case forecast.
"Notwithstanding our forecast for lower revenue in 2024, we
estimate the company will improve its S&P Global Ratings-adjusted
EBITDA margin to the 9.5%-10.0% range in 2024, from 7.9% in 2023,
though this is weaker than our previous forecast of about 11%.
While improved relative to its 2023 levels, Fortna's S&P Global
Ratings-adjusted EBITDA margins have been pressured in 2024 by
more-competitive project bidding in the industry, given the lower
demand environment and the shift towards more parcel work, which
typically carries a lower margin profile than D&F projects due to
the scale and bargaining power of the large parcel players. We
forecast the company will expand its margin to the 11%-12% range in
2025, supported by its improving operating leverage as it increases
its revenue and realizes a full year of benefits from its
previously completed cost-cutting actions.
"We forecast Fortna will continue to generate FOCF deficits through
at least the first half of 2025, which will reduce its liquidity.
While we previously forecast the company would generate a FOCF
deficit in 2024 due to its lower backlog as of the beginning of
year, we assumed its deficits would moderate over the course of the
year as it increased its bookings and revenue, providing it with a
credible path to achieve break-even FOCF in 2025. Although Fortna's
bookings have remained solid, it has not expanded its bookings and
converted them to revenue to a sufficient extent to significantly
moderate its FOCF deficits. Therefore, we now forecast the company
will generate FOCF deficits through at least the first half of
2025, which reflects our view that its demand will likely remain
soft in the first half of the year, the inherent lag involved in
converting its backlog to revenue, and our forecast for increased
working capital requirements as it ramps up for the project work in
its backlog.
"We forecast Fortna will generate a FOCF deficit of about $75
million in 2024, which will improve to a deficit of $50 million-$60
million in 2025, with the largest deficits occurring in the first
half of the year. As of Sept. 30, 2024, the company had $20 million
of cash on hand and over $150 million of revolver availability,
which we assume it will continue to use to help fund its cash flow
deficits, thereby reducing its liquidity. We will likely lower our
ratings on Fortna if the expansion in its bookings decelerates or
its revenue conversion cycle lengthens such that we believe it will
generate larger-than-expected cash flow deficits, or they will
continue for longer than we currently anticipate, further depleting
its liquidity sources.
"We believe secular tailwinds continue to support Fortna’s growth
prospects. We believe the company’s medium- to long-term bookings
pipeline remains solid, particularly because we continue to see
trends that will support the demand for automation and
efficiency-related capital projects. Specifically, labor shortages,
wage inflation, and its customers' continued customer focus on
improving their fulfillment accuracy, efficiency, and speed all
support the attractiveness of the types of projects Fortna
provides. Furthermore, we forecast that the certainty provided by
the end of the U.S. election cycle, our assumption for declining
interest rates, and the solid rise in Black Friday e-commerce sales
could improv the sentiment of the company's customers around moving
forward with automation projects. Therefore, we assume the company
will continue to increase its bookings over our forecast period,
which will ultimately support a return toward break-even FOCF
generation.
"Nevertheless, Fortna's recent operating performance has reinforced
the notion that, despite our view of its solid market position and
competitive advantages (such as scale and product offerings) in its
industry, it remains generally reliant on large customer order
patterns, which are heavily influenced by the interest rate
environment and other macroeconomic conditions. Therefore, we now
have a somewhat less-favorable view of the company’s business
profile.
"The negative outlook reflects the at least one-in-three likelihood
we will lower our ratings on Fortna over the next 12 months, given
our forecast for continued cash flow deficits and a weakening
liquidity position, which have heightened the risk of a liquidity
strain."
S&P could lower its ratings on Fortna if:
-- S&P views its capital structure as unsustainable, which could
occur if it expects the company's EBITDA base will be insufficient
to support its debt service requirements or refinance its
maturities over time;
-- S&P said, "Its liquidity deteriorates to the extent that we
believe its liquidity sources' coverage of its uses would be
limited. This could occur if the company's operating performance
modestly underperforms our forecast, either because it fails to
improve its bookings and revenue conversion or it encounters
execution missteps or project delays;" or
-- S&P expects a financial maintenance covenant violation under
the company’s revolving credit facility.
S&P said, "We could revise our outlook on Fortna to stable over the
next 12 months if accelerates its bookings, expands its margins, or
shortens its revenue conversion cycle such that its FOCF deficits
moderate toward neutral levels while it maintains adequate
liquidity. In addition, before revising our outlook to stable, we
would want to ensure that the company would maintain EBITDA
interest coverage of more than 1x."
FTX TRADING: BitGo to Aid in Distributing Recoveries to Customers
-----------------------------------------------------------------
BitGo, the leading digital asset custody and security platform
trusted by institutions since 2013, today announced it has entered
into an agreement with FTX Trading Ltd. and its affiliated debtors
to assist in distributing recoveries to both retail and
institutional customers in supported jurisdictions in accordance
with the U.S. bankruptcy court-approved FTX Chapter 11 Plan of
Reorganization.
FTX retail users will have the opportunity to reclaim their funds
securely with BitGo -- and take advantage of BitGo's comprehensive
suite of crypto services designed to help them trade, lend, and
securely store their assets.
As one of the industry's most trusted names in digital asset
custody, BitGo has safeguarded billions in crypto assets for
institutions, prioritizing safety and transparency above all. FTX
customers who onboard with BitGo can experience the same
institutional-grade security combined with the convenience and
versatility of BitGo's broader offerings.
"BitGo is proud to support FTX," said Mike Belshe, CEO of BitGo.
"With our long-standing reputation as the most secure choice in the
industry, we work hard to bring institutional-grade service to both
retail and institutional clients, ensuring users the peace of mind
they need to manage and grow their assets safely."
For additional details regarding eligibility to receive
distributions, FTX customers should log in to the FTX Debtors'
Customer Portal (https://claims.ftx.com).
BitGo empowers users to reclaim their assets with confidence while
showcasing its expansive crypto solutions. FTX retail customers who
select BitGo for their distributions will benefit from secure
custody, alongside a range of features that extend beyond fund
recovery -- including wallet services, trading, and staking
options.
About BitGo
Founded in 2013, BitGo is a leading digital asset custody, trading,
and financial services company. Serving as the trusted partner for
many of the world's top institutions, BitGo is dedicated to
delivering secure, scalable, and reliable solutions to meet the
evolving needs of the digital asset market. With industry-leading
security protocols and compliance measures, BitGo empowers users to
navigate their crypto journey with confidence.
About FTX Trading Ltd.
FTX is the world's second-largest cryptocurrency firm. FTX is a
cryptocurrency exchange built by traders, for traders. FTX offers
innovative products including industry-first derivatives, option,
volatility products and leveraged tokens.
Then CEO and co-founder Sam Bankman-Fried said Nov. 10, 2022, that
FTX paused customer withdrawals after it was hit with roughly $5
billion worth of withdrawal requests.
Faced with liquidity issues, FTX on Nov. 9 struck a deal to sell
itself to its giant rival Binance, but Binance walked away from the
deal amid reports on FTX regarding mishandled customer funds an
alleged US agency investigations.
At 4:30 a.m. on Nov. 11, Bankman-Fried ultimately agreed to step
aside, and restructuring vet John J. Ray III was quickly named new
CEO.
FTX Trading Ltd (d/b/a FTX.com), West Realm Shires Services Inc.
(d/b/a FTX US), Alameda Research Ltd. and certain affiliated
companies then commenced Chapter 11 proceedings (Bankr. D. Del.
Lead Case No. 22-11068) on an emergency basis on Nov. 11, 2022.
Additional entities sought Chapter 11 protection on Nov. 14, 2022.
FTX Trading and its affiliates each listed $10 billion to $50
million in assets and liabilities, making FTX the biggest
bankruptcy filer in the US this year. According to Reuters, SBF
shared a document with investors on Nov. 10 showing FTX had $13.86
billion in liabilities and $14.6 billion in assets. However, only
$900 million of those assets were liquid, leading to the cash
crunch that ended with the company filing for bankruptcy.
The Hon. John T. Dorsey is the case judge.
The Debtors tapped Sullivan & Cromwell, LLP as bankruptcy counsel;
Landis Rath & Cobb, LLP as local counsel; and Alvarez & Marsal
North America, LLC as financial advisor. Kroll is the claims agent,
maintaining the page https://cases.ra.kroll.com/FTX/Home-Index
The official committee of unsecured creditors tapped Paul Hastings
as bankruptcy counsel; Young Conaway Stargatt & Taylor, LLP as
Delaware and conflicts counsel; FTI Consulting, Inc. as financial
advisor; and Jefferies, LLC as investment banker.
Montgomery McCracken Walker & Rhoads LLP, led by partners Gregory
T. Donilon, Edward L. Schnitzer, and David M. Banker, is
representing Sam Bankman-Fried in the Chapter 11 cases. White
collar crime specialist Mark S. Cohen has reportedly been hired to
represent SBF in litigation. Lawyers at Paul Weiss previously
represented SBF but later renounced representing the entrepreneur
due to a conflict of interest.
FTX TRADING: Court-Approved Chap. 11 Plan to Take Effect on Jan. 3
------------------------------------------------------------------
FTX Trading Ltd. and its affiliated debtors announced its
Court-approved Chapter 11 Plan of Reorganization will become
effective on January 3, 2025, which has also been set as the
initial distribution record date for holders of allowed claims in
the Plan's Convenience Classes. The Initial Distribution is
expected to occur within 60 days of the Effective Date, with
participation subject to know-your-customer and other distribution
requirements. The Initial Distribution is limited to the Plan's
Convenience Classes. Separate record and payment dates for other
classes of claims will be announced in due course.
John J. Ray III, Chief Executive Officer of the FTX Debtors, said:
"For the past two years, our team of professionals have
meticulously and efficiently worked to recover billions of dollars
to reach this point. The Plan becoming effective in January 2025
and the start of distributions are reflections of the outstanding
success of the recovery efforts. We are well positioned to begin
executing the distribution of recoveries back to all customers and
creditors, and encourage customers to complete the necessary steps
to begin receiving distributions in a timely manner."
FTX also announced it has entered into agreements with two
companies to assist in distributing recoveries to both retail and
institutional customers and other creditors in supported
jurisdictions and in accordance with the Plan:
-- BitGo, a full-service globally regulated custodian enabling
institutional-grade trading, settlement services, and more for
retail and institutional clients since 2013; and
-- Kraken, founded in 2011, is a leading US-based cryptocurrency
exchange that enables spot trading, regulated derivatives, and more
available in up to 190 countries.
If additional distribution service providers are onboarded,
announcements will be made on the FTX Debtors' Customer Portal and
the FTX Debtors' official X.com account
(https://x.com/FTX_Official).
To be eligible to receive a distribution on the Initial
Distribution date, customers and other creditors must complete the
following prior to the distribution record date:
-- Login to the FTX Debtors' Customer Portal
(https://claims.ftx.com) (applicable to customers).
-- Complete required Know Your Customer verification.
-- Submit the required tax forms.
-- Onboard with BitGo or Kraken. The FTX Debtors will provide
instructions for onboarding with each of the distribution service
providers on the existing FTX Debtors' Customer Portal.
For transferred claims, distributions will only be made to the
transferee holder of an allowed claim that is processed and
reflected on the official register of claims maintained by the
Notice and Claims Agent as of the January 3, 2025 record date,
where the 21-day notice period has lapsed without objection.
Please remain aware of phishing emails that may look like they are
from FTX Debtors and scam sites from channels that may appear to
look like the FTX Debtors' Customer Portal
(https://claims.ftx.com). This is another reminder that the FTX
Debtors will never ask you to connect your wallets.
U.S. bankruptcy court filings, including the Plan and other
documents related to the Court proceedings, are available at
https://cases.ra.kroll.com/FTX/.
FTX Digital Markets Ltd. will soon be separately announcing a
distribution process for customers who have elected to have their
claims administered by FTX DM.
About FTX Trading Ltd.
FTX is the world's second-largest cryptocurrency firm. FTX is a
cryptocurrency exchange built by traders, for traders. FTX offers
innovative products including industry-first derivatives, option,
volatility products and leveraged tokens.
Then CEO and co-founder Sam Bankman-Fried said Nov. 10, 2022, that
FTX paused customer withdrawals after it was hit with roughly $5
billion worth of withdrawal requests.
Faced with liquidity issues, FTX on Nov. 9 struck a deal to sell
itself to its giant rival Binance, but Binance walked away from the
deal amid reports on FTX regarding mishandled customer funds an
alleged US agency investigations.
At 4:30 a.m. on Nov. 11, Bankman-Fried ultimately agreed to step
aside, and restructuring vet John J. Ray III was quickly named new
CEO.
FTX Trading Ltd (d/b/a FTX.com), West Realm Shires Services Inc.
(d/b/a FTX US), Alameda Research Ltd. and certain affiliated
companies then commenced Chapter 11 proceedings (Bankr. D. Del.
Lead Case No. 22-11068) on an emergency basis on Nov. 11, 2022.
Additional entities sought Chapter 11 protection on Nov. 14, 2022.
FTX Trading and its affiliates each listed $10 billion to $50
million in assets and liabilities, making FTX the biggest
bankruptcy filer in the US this year. According to Reuters, SBF
shared a document with investors on Nov. 10 showing FTX had $13.86
billion in liabilities and $14.6 billion in assets. However, only
$900 million of those assets were liquid, leading to the cash
crunch that ended with the company filing for bankruptcy.
The Hon. John T. Dorsey is the case judge.
The Debtors tapped Sullivan & Cromwell, LLP as bankruptcy counsel;
Landis Rath & Cobb, LLP as local counsel; and Alvarez & Marsal
North America, LLC as financial advisor. Kroll is the claims agent,
maintaining the page https://cases.ra.kroll.com/FTX/Home-Index
The official committee of unsecured creditors tapped Paul Hastings
as bankruptcy counsel; Young Conaway Stargatt & Taylor, LLP as
Delaware and conflicts counsel; FTI Consulting, Inc. as financial
advisor; and Jefferies, LLC as investment banker.
Montgomery McCracken Walker & Rhoads LLP, led by partners Gregory
T. Donilon, Edward L. Schnitzer, and David M. Banker, is
representing Sam Bankman-Fried in the Chapter 11 cases. White
collar crime specialist Mark S. Cohen has reportedly been hired to
represent SBF in litigation. Lawyers at Paul Weiss previously
represented SBF but later renounced representing the entrepreneur
due to a conflict of interest.
FTX TRADING: El-Razek, et al. Case Withdrawn from Mediation
-----------------------------------------------------------
Chief Judge Colm F. Connolly of the United States District Court
for the District of Delaware accepted Magistrate Judge Christopher
J. Burke's recommendation that the case
AHMED ABD EL-RAZEK, SUNIL KAVURI, and PAT RABBITTE Appellants, v.
FTX TRADING LTD., Appellee, Civil Action
24-1178-CFC (D. Del.), be withdrawn from the mandatory referral for
mediation and proceed through the appellate process of this court.
Briefing on this bankruptcy appeal shall proceed in accordance with
the following schedule:
1. Appellants' brief in support of the appeal is due on or
before January 10, 2025.
2. Appellee's brief in opposition to the appeal is due on or
before February 24, 2025
3. Appellants' reply brief is due on or before March 17, 2025.
A copy of the Court's decision is available at
https://urlcurt.com/u?l=pSkYHs
About FTX Trading Ltd.
FTX is the world's second-largest cryptocurrency firm. FTX is a
cryptocurrency exchange built by traders, for traders. FTX offers
innovative products including industry-first derivatives, options,
volatility products and leveraged tokens.
Then CEO and co-founder Sam Bankman-Fried said Nov. 10, 2022, that
FTX paused customer withdrawals after it was hit with roughly $5
billion worth of withdrawal requests.
Faced with liquidity issues, FTX on Nov. 9 struck a deal to sell
itself to its giant rival Binance, but Binance walked away from the
deal amid reports on FTX regarding mishandled customer funds and
alleged US agency investigations.
At 4:30 a.m. on Nov. 11, Bankman-Fried ultimately agreed to step
aside, and restructuring vet John J. Ray III was quickly named new
CEO.
FTX Trading Ltd (d/b/a FTX.com), West Realm Shires Services Inc.
(d/b/a FTX US), Alameda Research Ltd. and certain affiliated
companies then commenced Chapter 11 proceedings (Bankr. D. Del.
Lead Case No. 22-11068) on an emergency basis on Nov. 11, 2022.
Additional entities sought
Chapter 11 protection on Nov. 14, 2022.
FTX Trading and its affiliates each listed $10 billion to $50
million in assets and liabilities, making FTX the biggest
bankruptcy filer in the US this year. According to Reuters, SBF
shared a document with investors on Nov. 10 showing FTX had $13.86
billion in liabilities and $14.6 billion in assets. However, only
$900 million of those assets were liquid, leading to the cash
crunch that ended with the company filing for bankruptcy.
The Hon. John T. Dorsey is the case judge.
The Debtors tapped Sullivan & Cromwell, LLP as bankruptcy counsel;
Landis Rath & Cobb, LLP as local counsel; and Alvarez & Marsal
North America, LLC as financial advisor. Kroll is the claims
agent, maintaining the page
https://cases.ra.kroll.com/FTX/Home-Index
The official committee of unsecured creditors tapped Paul Hastings
as bankruptcy counsel; Young Conaway Stargatt & Taylor, LLP as
Delaware and conflicts counsel; FTI Consulting, Inc. as financial
advisor; and Jefferies, LLC as investment banker.
Montgomery McCracken Walker & Rhoads LLP, led by partners Gregory
T. Donilon, Edward L. Schnitzer, and David M. Banker, is
representing Sam Bankman-Fried in the Chapter 11 cases.
White-collar crime specialist Mark S. Cohen has reportedly been
hired to represent SBF in litigation. Lawyers at Paul Weiss
previously represented SBF but later renounced representing the
entrepreneur due to a conflict of interest.
FTX TRADING: Kihyuk Nam Case Withdrawn from Mediation
-----------------------------------------------------
Chief Judge Colm F. Connolly of the United States District Court
for the District of Delaware accepted Magistrate Judge Christopher
J. Burke's recommendation that the case
KIHYUK NAM, Appellant, v. FTX TRADING LTD., Appellee,
Civil Action 24-1175-CFC (D. Del.), be withdrawn from the mandatory
referral for mediation and proceed through the appellate process of
this court.
Briefing on this bankruptcy appeal shall proceed in accordance with
the following schedule:
1. Appellants' brief in support of the appeal is due on or
before January 10,
2. Appellee's brief in opposition to the appeal is due on or
before February 28, 2025
3. Appellants' reply brief is due on or before March 21, 2025.
A copy of the Court's decision is available at
https://urlcurt.com/u?l=HdxaFR
About FTX Trading Ltd.
FTX is the world's second-largest cryptocurrency firm. FTX is a
cryptocurrency exchange built by traders, for traders. FTX offers
innovative products including industry-first derivatives, options,
volatility products and leveraged tokens.
Then CEO and co-founder Sam Bankman-Fried said Nov. 10, 2022, that
FTX paused customer withdrawals after it was hit with roughly $5
billion worth of withdrawal requests.
Faced with liquidity issues, FTX on Nov. 9 struck a deal to sell
itself to its giant rival Binance, but Binance walked away from the
deal amid reports on FTX regarding mishandled customer funds and
alleged US agency investigations.
At 4:30 a.m. on Nov. 11, Bankman-Fried ultimately agreed to step
aside, and restructuring vet John J. Ray III was quickly named new
CEO.
FTX Trading Ltd (d/b/a FTX.com), West Realm Shires Services Inc.
(d/b/a FTX US), Alameda Research Ltd. and certain affiliated
companies then commenced Chapter 11 proceedings (Bankr. D. Del.
Lead Case No. 22-11068) on an emergency basis on Nov. 11, 2022.
Additional entities sought
Chapter 11 protection on Nov. 14, 2022.
FTX Trading and its affiliates each listed $10 billion to $50
million in assets and liabilities, making FTX the biggest
bankruptcy filer in the US this year. According to Reuters, SBF
shared a document with investors on Nov. 10 showing FTX had $13.86
billion in liabilities and $14.6 billion in assets. However, only
$900 million of those assets were liquid, leading to the cash
crunch that ended with the company filing for bankruptcy.
The Hon. John T. Dorsey is the case judge.
The Debtors tapped Sullivan & Cromwell, LLP as bankruptcy counsel;
Landis Rath & Cobb, LLP as local counsel; and Alvarez & Marsal
North America, LLC as financial advisor. Kroll is the claims
agent, maintaining the page
https://cases.ra.kroll.com/FTX/Home-Index
The official committee of unsecured creditors tapped Paul Hastings
as bankruptcy counsel; Young Conaway Stargatt & Taylor, LLP as
Delaware and conflicts counsel; FTI Consulting, Inc. as financial
advisor; and Jefferies, LLC as investment banker.
Montgomery McCracken Walker & Rhoads LLP, led by partners Gregory
T. Donilon, Edward L. Schnitzer, and David M. Banker, is
representing Sam Bankman-Fried in the Chapter 11 cases.
White-collar crime specialist Mark S. Cohen has reportedly been
hired to represent SBF in litigation. Lawyers at Paul Weiss
previously represented SBF but later renounced representing the
entrepreneur due to a conflict of interest.
FTX TRADING: Layerzero, et al. Case Withdrawn from Mediation
------------------------------------------------------------
Chief Judge Colm F. Connolly of the United States District Court
for the District of Delaware accepted Magistrate Judge Christopher
J. Burke's recommendation that the case
LAYERZERO LABS LTD., ARI LITAN, and SKIP & GOOSE, LLC, Appellants,
v. FTX TRADING LTD., Appellee, Civil Action 24-1180-CFC (D. Del.),
be withdrawn from the mandatory referral for mediation and proceed
through the appellate process of this court.
Briefing on this bankruptcy appeal shall proceed in accordance with
the following schedule:
1. Appellants' brief in support of the appeal is due on or
before January 10, 2025.
2. Appellee's brief in opposition to the appeal is due on or
before February 28, 2025
3. Appellants' reply brief is due on or before March 21, 2025.
A copy of the Court's decision is available at
https://urlcurt.com/u?l=IH8qOX
About FTX Trading Ltd.
FTX is the world's second-largest cryptocurrency firm. FTX is a
cryptocurrency exchange built by traders, for traders. FTX offers
innovative products including industry-first derivatives, options,
volatility products and leveraged tokens.
Then CEO and co-founder Sam Bankman-Fried said Nov. 10, 2022, that
FTX paused customer withdrawals after it was hit with roughly $5
billion worth of withdrawal requests.
Faced with liquidity issues, FTX on Nov. 9 struck a deal to sell
itself to its giant rival Binance, but Binance walked away from the
deal amid reports on FTX regarding mishandled customer funds and
alleged US agency investigations.
At 4:30 a.m. on Nov. 11, Bankman-Fried ultimately agreed to step
aside, and restructuring vet John J. Ray III was quickly named new
CEO.
FTX Trading Ltd (d/b/a FTX.com), West Realm Shires Services Inc.
(d/b/a FTX US), Alameda Research Ltd. and certain affiliated
companies then commenced Chapter 11 proceedings (Bankr. D. Del.
Lead Case No. 22-11068) on an emergency basis on Nov. 11, 2022.
Additional entities sought
Chapter 11 protection on Nov. 14, 2022.
FTX Trading and its affiliates each listed $10 billion to $50
million in assets and liabilities, making FTX the biggest
bankruptcy filer in the US this year. According to Reuters, SBF
shared a document with investors on Nov. 10 showing FTX had $13.86
billion in liabilities and $14.6 billion in assets. However, only
$900 million of those assets were liquid, leading to the cash
crunch that ended with the company filing for bankruptcy.
The Hon. John T. Dorsey is the case judge.
The Debtors tapped Sullivan & Cromwell, LLP as bankruptcy counsel;
Landis Rath & Cobb, LLP as local counsel; and Alvarez & Marsal
North America, LLC as financial advisor. Kroll is the claims
agent, maintaining the page
https://cases.ra.kroll.com/FTX/Home-Index
The official committee of unsecured creditors tapped Paul Hastings
as bankruptcy counsel; Young Conaway Stargatt & Taylor, LLP as
Delaware and conflicts counsel; FTI Consulting, Inc. as financial
advisor; and Jefferies, LLC as investment banker.
Montgomery McCracken Walker & Rhoads LLP, led by partners Gregory
T. Donilon, Edward L. Schnitzer, and David M. Banker, is
representing Sam Bankman-Fried in the Chapter 11 cases.
White-collar crime specialist Mark S. Cohen has reportedly been
hired to represent SBF in litigation. Lawyers at Paul Weiss
previously represented SBF but later renounced representing the
entrepreneur due to a conflict of interest.
FTX TRADING: Melamed Case Withdrawn from Mediation
--------------------------------------------------
Chief Judge Colm F. Connolly of the United States District Court
for the District of Delaware accepted Magistrate Judge Christopher
J. Burke's recommendation that the case SETH MELAMED, Appellant, v.
FTX TRADING LTD., Appellee, Civil Action 24-1176-CFC (D. Del.), be
withdrawn from the mandatory referral for mediation and proceed
through the appellate process of this court.
Briefing on this bankruptcy appeal shall proceed in accordance with
the following schedule:
1. Appellants' brief in support of the appeal is due on or
before January 10, 2025.
2. Appellee's brief in opposition to the appeal is due on or
before February 24, 2025
3. Appellants' reply brief is due on or before March 17, 2025.
A copy of the Court's decision is available at
https://urlcurt.com/u?l=sjUUKB
About FTX Trading Ltd.
FTX is the world's second-largest cryptocurrency firm. FTX is a
cryptocurrency exchange built by traders, for traders. FTX offers
innovative products including industry-first derivatives, options,
volatility products and leveraged tokens.
Then CEO and co-founder Sam Bankman-Fried said Nov. 10, 2022, that
FTX paused customer withdrawals after it was hit with roughly $5
billion worth of withdrawal requests.
Faced with liquidity issues, FTX on Nov. 9 struck a deal to sell
itself to its giant rival Binance, but Binance walked away from the
deal amid reports on FTX regarding mishandled customer funds and
alleged US agency investigations.
At 4:30 a.m. on Nov. 11, Bankman-Fried ultimately agreed to step
aside, and restructuring vet John J. Ray III was quickly named new
CEO.
FTX Trading Ltd (d/b/a FTX.com), West Realm Shires Services Inc.
(d/b/a FTX US), Alameda Research Ltd. and certain affiliated
companies then commenced Chapter 11 proceedings (Bankr. D. Del.
Lead Case No. 22-11068) on an emergency basis on Nov. 11, 2022.
Additional entities sought
Chapter 11 protection on Nov. 14, 2022.
FTX Trading and its affiliates each listed $10 billion to $50
million in assets and liabilities, making FTX the biggest
bankruptcy filer in the US this year. According to Reuters, SBF
shared a document with investors on Nov. 10 showing FTX had $13.86
billion in liabilities and $14.6 billion in assets. However, only
$900 million of those assets were liquid, leading to the cash
crunch that ended with the company filing for bankruptcy.
The Hon. John T. Dorsey is the case judge.
The Debtors tapped Sullivan & Cromwell, LLP as bankruptcy counsel;
Landis Rath & Cobb, LLP as local counsel; and Alvarez & Marsal
North America, LLC as financial advisor. Kroll is the claims
agent, maintaining the page
https://cases.ra.kroll.com/FTX/Home-Index
The official committee of unsecured creditors tapped Paul Hastings
as bankruptcy counsel; Young Conaway Stargatt & Taylor, LLP as
Delaware and conflicts counsel; FTI Consulting, Inc. as financial
advisor; and Jefferies, LLC as investment banker.
Montgomery McCracken Walker & Rhoads LLP, led by partners Gregory
T. Donilon, Edward L. Schnitzer, and David M. Banker, is
representing Sam Bankman-Fried in the Chapter 11 cases.
White-collar crime specialist Mark S. Cohen has reportedly been
hired to represent SBF in litigation. Lawyers at Paul Weiss
previously represented SBF but later renounced representing the
entrepreneur due to a conflict of interest.
FTX TRADING: Sets Creditors Payment Schedule Under Chap. 11 Plan
----------------------------------------------------------------
Prashant Jha of CCN reports that FTX, the troubled crypto exchange,
will begin distributing funds to creditors on January 3, 2025,
marking a key milestone in its Chapter 11 bankruptcy proceedings.
According to CCN, the initial payouts, expected to continue for 60
days, are part of a long-awaited plan approved by the court. More
than 90% of FTX's creditors hold claims under $50,000 and will be
prioritized during the first phase of reimbursements, which will
take place within the first 60 days.
FTX's bankruptcy plan could result in total payouts of up to $16.5
billion. According to court filings, 98% of creditors are expected
to receive 118% of the value of their claims. Payments will be made
in U.S. dollars, based on the value of crypto assets held by
creditors as of November 2022, the report says.
FTX CEO John J. Ray III emphasized the extensive work involved in
finalizing the bankruptcy plan. Once valued at over $30 billion,
FTX was a leading U.S. crypto exchange before filing for bankruptcy
in November 2022. To facilitate the distribution, FTX has partnered
with crypto exchanges Kraken and BitGo, which will assist in
distributing funds to both retail and institutional creditors in
approved regions. Creditors must ensure their information is up to
date on the FTX claims portal by January 3, 2024, as the official
claims list on that date will reflect any changes in ownership,
according to report.
FTX has also warned creditors to be cautious of fake platforms and
phishing scams, advising them to only rely on official channels for
updates, the report adds.
About FTX Trading Ltd.
FTX is the world's second-largest cryptocurrency firm. FTX is a
cryptocurrency exchange built by traders, for traders. FTX offers
innovative products including industry-first derivatives, options,
volatility products and leveraged tokens.
Then CEO and co-founder Sam Bankman-Fried said Nov. 10, 2022, that
FTX paused customer withdrawals after it was hit with roughly $5
billion worth of withdrawal requests.
Faced with liquidity issues, FTX on Nov. 9 struck a deal to sell
itself to its giant rival Binance, but Binance walked away from the
deal amid reports on FTX regarding mishandled customer funds and
alleged US agency investigations.
At 4:30 a.m. on Nov. 11, Bankman-Fried ultimately agreed to step
aside, and restructuring vet John J. Ray III was quickly named new
CEO.
FTX Trading Ltd (d/b/a FTX.com), West Realm Shires Services Inc.
(d/b/a FTX US), Alameda Research Ltd. and certain affiliated
companies then commenced Chapter 11 proceedings (Bankr. D. Del.
Lead Case No. 22-11068) on an emergency basis on Nov. 11, 2022.
Additional entities sought Chapter 11 protection on Nov. 14, 2022.
FTX Trading and its affiliates each listed $10 billion to $50
million in assets and liabilities, making FTX the biggest
bankruptcy filer in the US this year. According to Reuters, SBF
shared a document with investors on Nov. 10 showing FTX had $13.86
billion in liabilities and $14.6 billion in assets. However, only
$900 million of those assets were liquid, leading to the cash
crunch that ended with the company filing for bankruptcy.
The Hon. John T. Dorsey is the case judge.
The Debtors tapped Sullivan & Cromwell, LLP as bankruptcy counsel;
Landis Rath & Cobb, LLP as local counsel; and Alvarez & Marsal
North America, LLC as financial advisor. Kroll is the claims
agent, maintaining the page
https://cases.ra.kroll.com/FTX/Home-Index
The official committee of unsecured creditors tapped Paul Hastings
as bankruptcy counsel; Young Conaway Stargatt & Taylor, LLP as
Delaware and conflicts counsel; FTI Consulting, Inc. as financial
advisor; and Jefferies, LLC as investment banker.
Montgomery McCracken Walker & Rhoads LLP, led by partners Gregory
T. Donilon, Edward L. Schnitzer, and David M. Banker, is
representing Sam Bankman-Fried in the Chapter 11 cases.
White-collar crime specialist Mark S. Cohen has reportedly been
hired to represent SBF in litigation. Lawyers at Paul Weiss
previously represented SBF but later renounced representing the
entrepreneur due to a conflict of interest.
G FAB: Files Chapter 11 Bankruptcy, Jan. 8 Creditors' Meeting
-------------------------------------------------------------
On December 12, 2024, G Fab Inc. filed Chapter 11 protection in the
District of Oregon. 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 January 8,
2025 at 9:00 AM via 341 Meeting via Telephone (UST). Dial
866-564-0532, passcode 8835427.
About G Fab Inc.
G Fab Inc. is a specialty contractor that serves the White City, OR
area and specializes in structural steel.
G Fab Inc. sought relief under Chapter 11 of the U.S. Bankruptcy
Code (Bankr. D. Or. Case No. 24-62739) on December 12, 2024. In the
petition filed by Tracey Glenn, as president, the Debtor reports
estimated assets and liabilities between $1 million and $10 million
each.
Honorable Bankruptcy Judge Thomas M. Renn handles the case.
The Debtor is represented by:
Keith Y Boyd, Esq.
KEITH Y BOYD, PC
724 S Central Ave 106
Medford, OR 97501
Tel: (541) 973-2422
E-mail: keith@boydlegal.net
GALLERIA 2425: Asset Buyer Wins Court Ruling to Evict Tenant
------------------------------------------------------------
Judge Jeffrey Norman of the United States Bankruptcy Court for the
Southern District of Texas granted two emergency motions filed by
National Bank of Kuwait, S. A. K. P., New York Branch, in the
bankruptcy case of Galleria 2425 Owner, LLC. The objections filed
by Jetall Companies, Inc. and 2425 WL, LLC are denied.
The two motions filed by NBK both seek to enforce a Sale Order.
The Debtor's sole asset was real property located at 2425 West Loop
South, Houston, Texas 77027. Jetall was a tenant of the real
property at filing. On May 23, 2018, NBK loaned the Debtor
$51,675,000 to acquire the Property from WL. WL has made claims
that it holds a lien against the subject property. The Debtor at
case filing, Jetall and WL are all controlled by Ali Choudhri, who
is also the President of Jetall.
On July 8, 2024, the Court entered its Order (A) Approving Asset
Purchase Agreement Between the Trustee and QB Loop Property LP; (B)
Approving the Sale of the Property Free and Clear of all Liens,
Claims, Encumbrances, and Other Interests; (C) Approving Assumption
and Assignment of Executory Contracts and Leases; (D) Determining
the amounts necessary to cure such Executory Contracts, and
Unexpired Leases; and (E) Granting Related Relief, approving the
Asset Purchase Agreement submitted by QB Loop and the Stalking
Horse Agreement submitted by NBK for a sale of the Property "free
and clear of and all interests, including all liens, claims and
encumbrances." The Sale Order further required "[a]ll persons that
are in possession of some or all of the Purchased Assets as of or
after the Closing are hereby directed to surrender possession of
such Purchased Assets to the Buyer as of the Closing or at such
time thereafter as the Buyer may request." Additionally, the Sale
Order authorized the sale of the Property "free and clear of all
liens, claims, encumbrances, and other interests."
On June 21, 2024, the Chapter 11 Trustee filed a Notice of
Successful Bidder, Backup Bidder, and Sale Hearing, which
designated QB Loop Property LP, an entity affiliated with Mr.
Choudhri, as the successful bidder for the Property and further
designated NBK as the "Backup Bidder."
QB Loop failed to close on its purchase of the Property, and on
August 9, 2024, the Chapter 11 Trustee filed a Notice of Failure to
Close Under Successful Bid. As a result, the rights to purchase the
Property went to NBK as the Backup Bidder pursuant to the terms of
its Stalking Horse Agreement, with only a change in purchase price.
On August 20, 2024, the Chapter 11 Trustee in this case sold the
Property to Houston 2425 Galleria, LLC, as designee and assignee of
NBK, for $27 million.
Jetall occupies and refuses to vacate suite 1100 (11th floor) of
the office building located at 2425 West Loop South, Houston,
Texas. The Court additionally notes that a Chapter 11 plan has been
confirmed in this case. NBK seeks relief requiring Jetall to vacate
the premises immediately, confirming that Jetall has no right of
occupancy or claim based upon its alleged lease with the Debtor.
NBK also seeks lien releases as NBK seeks to enforce the Sale
Order's provisions that the sale is "free and clear of all liens,
claims, encumbrances, and other interests."
Jetall's first written objection to NBK's requested relief contains
multiple parts, the first is the Court lacks jurisdiction to grant
the relief requested. The District Court rejects this argument.
Jetall filed three proofs of claim on April 9, 2024, all are listed
on the claims register as Jetall Companies, Inc. Thus, Jetall has
subjected itself to jurisdiction. Irrespective of the filed proofs
of claim, two of which actually appear to be filed by Jetall
Capital, LLC, the District Court finds it has nationwide
jurisdiction to enforce the Sale Order against both Jetall and WL.
The second part is that the matter before the District Court is not
an emergency, and that emergency relief is not required. Again, the
District Court rejects this argument. One must only review the
docket in this case to determine that delay in enforcement of the
Sale Order has been ongoing and in any event this Court has the
exclusive right to maintain its docket and to set emergency
hearings.
The last part is colorable as to both what Jetall claims to be the
lack of necessity for emergency relief but also that the Justice of
the Peace Court, which in Texas has exclusive jurisdiction for
forceable entry and detainer actions, i.e. an eviction, is the
proper court for NBK to achieve one of its desired goals which is
to evict Jetall from the premises. The District Court holds that it
has jurisdiction to enforce its Sale Order, irrespective of the
grant of exclusive jurisdiction to the Justice of the Peace Court
for evictions in the State of Texas.
The second written objection of both Jetall and WL renews the
objections contained in the first objection but raises additional
issues:
-- The disqualification of NBK's counsel; and
-- The response indicates that the relief sought by NBK is
blocked by the automatic stay of another pending bankruptcy, the
filing of Texas REIT, LLC.
According to the Court, the relief requested by NBK is granted, the
objections of Jetall and WL are denied, and the District Court will
sign the proposed orders filed by NBK.
A copy of the Court's decision dated December 6, 2024, is available
at https://urlcurt.com/u?l=lUbyNC
About Galleria 2425 Owner, LLC
Galleria 2425 Owner LLC is a Single Asset Real Estate as defined in
11 U.S.C. Section 101(51B).
Galleria 2425 Owner LLC sought relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. S.D. Tex. Case No. 23-60036) on July 5,
2023. In the petition filed by Dward Darjean, as manager, the
Debtor reports estimated assets between $10 million and $50 million
and estimated liabilities between $50 million and $100 million.
The Honorable Bankruptcy Judge Christopher M. Lopez oversees the
case.
The Debtor is represented by Melissa S Hayward, Esq., at Hayward &
Associates PLLC.
GENERAL ENTERPRISE: CEO Joshua Ralston Holds 15 Million Shares
--------------------------------------------------------------
Joshua Eugene Ralston, CEO, President, and Secretary of General
Enterprise Ventures, Inc., filed a Form 3 with the U.S. Securities
and Exchange Commission disclosing that as of October 10, 2021, he
beneficially owns 10,000,000 shares of Series A Preferred Stock and
5,000,000 shares of Common Stock, both in direct ownership.
A full-text copy of Mr. Ralston's SEC Report is available at:
https://tinyurl.com/55pvu733
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.
GIRARDI & KEESE: Court Delays Tom's Embezzlement Sentencing
-----------------------------------------------------------
Rachel Scharf of Law360 reports that on December 18, 2024, a Los
Angeles federal judge postponed Tom Girardi's sentencing for his
embezzlement conviction, directing a psychiatric evaluation and a
special hearing to determine if the 85-year-old disbarred attorney
should be committed to a medical facility rather than prison due to
his dementia diagnosis.
About Girardi & Keese
Girardi and Keese or Girardi & Keese was a Los Angeles-based law
firm founded in 1965 by lawyers Thomas Girardi and Robert Keese. It
served clients in California in a variety of legal areas. It was
known for representing plaintiffs against major corporations.
An involuntary Chapter 7 petition (Bankr. C.D. Cal. Case No.
20-21022) was filed in December 2020 against GIRARDI KEESE by
alleged creditors Jill O'Callahan, Robert M. Keese, John Abassian,
Erika Saldana, Virginia Antonio, and Kimberly Archie.
The petitioners' attorneys:
Andrew Goodman
Goodman Law Offices, Apc
Tel: 818-802-5044
E-mail: agoodman@andyglaw.com
Elissa D. Miller, a member of the firm SulmeyerKupetz, has been
appointed as Chapter 7 trustee for GIRARDI KEESE. The Chapter 7
trustee can be reached at:
Elissa D. Miller
333 South Grand Ave., Suite 3400
Los Angeles, California 90071-1406
Telephone: (213) 626-2311
Facsimile: (213) 629-4520
E-mail: emiller@sulmeyerlaw.com
An involuntary Chapter 7 petition was also filed against Thomas
Vincent Girardi (Case No. 20-21020) on Dec. 18, 2020. The Chapter 7
trustee can be reached at:
Jason M. Rund
Email: trustee@srlawyers.com
840 Apollo Street, Suite 351
El Segundo, CA 90245
GLOBAL ARM: Unsecureds to Get 100 Cents on Dollar in Plan
---------------------------------------------------------
Global Alarm Protection filed with the U.S. Bankruptcy Court for
the Central District of California a Plan of Reorganization for
Small Business dated November 15, 2024.
The Debtor is a California corporation, formed in December 2014,
for the purpose of operating as an alarm company in the residential
and commercial alarm industry. At the time of its formation, the
Debtor was an authorized dealer for Security Systems Inc. ("SSI")
dba Safeguard America (aka Safe Home Security, Inc.).
Maritza Aguilar is the sole shareholder and CEO. Her husband, Louis
"Lali" Fizli, is the Debtor's COO.
The Debtor thereafter signed a nonexclusive agreement with SSI
("SSI Dealer Agreement"). Pursuant to the SSI Dealer Agreement, 10%
of the purchase price from the sale of each alarm account generated
by the Debtor was held back when it was funded by SSI (the
"Holdback"). The Holdback payments were due to the Debtor in the
thirteenth month following the payment of the purchase price.
The Plan Proponent's financial projections show that the Debtor
will have projected disposable income of $127,395. The final Plan
payment is expected to be paid on February 2030.
This Plan of Reorganization proposes to pay creditors of the Debtor
from revenue generated from the operation of the business and
proceeds from litigation.
Non-priority unsecured creditors holding allowed claims will
receive distributions, which the proponent of this Plan has valued
at approximately 100 cents on the dollar. This Plan also provides
for the payment of administrative and priority claims.
Class 3 consists of Non-priority unsecured creditors. The Debtor
estimates that general unsecured debts total approximately
$1,532,224.36. Although the Debtor disputes the amount asserted in
Proof of Claim No. 4 filed by Vanowen Real Estate Partners, the
full claim is treated herein. However, the amount is subject to
change pending an objection to claim.
The claimants in this class will be paid in full over 36 months, as
follows:
Month 1: $250,000
Months 2-60: $21,733 per month
Class 4 consists of equity security holders of the Debtor. The
Debtor's owner will retain her ownership interest in the Debtor.
The Debtor will fund the Plan from the SSI settlement payments and
the funds that it has/will have accumulated in its DIP bank
accounts. The Debtor's revenue generated during the Plan term will
supplement the funding, if necessary.
A full-text copy of the Plan of Reorganization dated November 15,
2024 is available at https://urlcurt.com/u?l=Kueizv from
PacerMonitor.com at no charge.
Counsel to the Debtor:
Roksana D. Moradi-Brovia, Esq.
Matthew D. Resnik, Esq.
RHM Law, LLP
17609 Ventura Blvd., Suite 314
Encino, CA 91316
Tel: (818) 285-0100
Fax: (818) 855-7013
Email: roksana@RHMFirm.com
matt@RHMFirm.com
About Global Alarm Protection
Global Alarm Protection is a California corporation, formed in
December 2014, for the purpose of operating as an alarm company in
the residential and commercial alarm industry.
The Debtor filed a petition under Chapter 11, Subchapter V of the
Bankruptcy Code (Bankr. C.D. Calif. Case No. 23-18117) on Dec. 7,
2023, with $1 million to $10 million in both assets and
liabilities. Louis Fizli, chief operating officer, signed the
petition.
Judge Sandra R. Klein oversees the case.
Matthew D. Resnik, Esq., at RHM Law, LLP, is the Debtor's
bankruptcy counsel.
GLUCOTRACK INC: Incurs $5.09 Million Net Loss in Third Quarter
--------------------------------------------------------------
Glucotrack, Inc. filed with the Securities and Exchange Commission
its Quarterly Report on Form 10-Q reporting a net loss of $5.09
million for the three months ended Sept. 30, 2024, compared to a
net loss of $2.22 million for the three months ended Sept. 30,
2023.
For the nine months ended Sept. 30, 2024, the Company reported a
net loss of $12.50 million compared to a net loss of $4.69 million
for the nine months ended Sept. 30, 2023.
As of Sept. 30, 2024, the Company had $826,000 in total assets,
$4.85 million in total liabilities, and a total stockholders'
deficit of $4.02 million.
Glucotrack said, "To date, the Company has not yet commercialized
the Glucotrack CBGM Product. Further development and
commercialization efforts are expected to require substantial
additional expenditure. Therefore, the Company is dependent upon
external sources for financing its operations. As of September 30,
2024, the Company has incurred an accumulated deficit of
[$122,356,000]. In addition, the Company has generated operating
losses and negative operating cash flow for all reported periods.
As of September 30, 2024, the balance of cash and cash equivalents
amounted to [$346,000], together with the net proceeds in total
amount of [$8,873,000] which expected to be received upon closing
of a public offering through registration statements on Form S-1
... on November 14, 2024.
"The Company plans to finance its operations through the sale of
equity securities (including shelf registration statement on Form
S-3 was declared effective on October 3, 2023 by the Securities and
Exchange Commission (SEC) which allows the Company to register up
to $30,000 of certain equity and/or debt securities of the Company
through prospectus supplement) and/or debt securities. There can
be no assurance that the Company will succeed in obtaining the
necessary financing or generating sufficient revenue from sale of
its Glucotrack CBGM Product in order to continue its operations as
a going concern.
"Management has considered the significance of such conditions in
relation to the Company's ability to meet its current obligations
and to achieve its business targets and determined that these
conditions raise substantial doubt about the Company's ability to
continue as a going concern."
A full-text copy of the Form 10-Q is available for free at:
https://www.sec.gov/ix?doc=/Archives/edgar/data/1506983/000149315224045894/form10-q.htm
About GlucoTrack Inc.
Rutherford, N.J.-based GlucoTrack, Inc. is focused on the design,
development, and commercialization of novel technologies for people
with diabetes. Glucotrack's CBGM is a long-term, implantable
system that continually measures blood glucose levels with a sensor
longevity of 2+ years, no on-body wearable component and with
minimal calibration.
Tel-Aviv, Israel-based Fahn Kanne & Co., Grant Thornton Israel, the
Company's auditor since 2010, issued a "going concern"
qualification in its report dated March 28, 2024, citing that the
Company has incurred net losses and negative cash flows from its
operations and comprehensive loss since its inception and as of
December 31, 2023, there is an accumulated deficit of
[$109,853,000]. These conditions, along with other matters, raise
substantial doubt about the Company's ability to continue as a
going concern.
GP INC: $149K Sale to Kewei Liu to Fund Plan Payments
-----------------------------------------------------
GP, Inc., d/b/a Sushi Ronin, submitted an Amended Plan of
Reorganization for Small Business dated November 15, 2024.
The Debtor intends to employ Sanborn and Company, Inc. to sell its
business as a going concern, to achieve the highest liquidation
amount possible for its assets and business operations.
During the pendency of any sale of the Debtor's business, Debtor
intends to fund its operations through its sales and income, as
well as an operation loan from VK, pursuant to a
contemporaneously-filed Motion for Postpetition Financing ("DIP
Financing Motion"). As reflected by the budget, the Debtor is
losing income each month.
Thus, in order to be able to continue operations and propose a sale
of the Debtor to a Purchaser as a going concern, Debtor needs
additional capital during this period of time. The DIP Financing
Motion provides for the same and is pending approval before the
Court.
With respect to sale prospects, if Debtor is able to act and obtain
Bankruptcy Court approval of sale within the next two to three
months, at the latest, Debtor believes that sales prospects are
positive. Debtor has already received a proposed Letter of Intent
from Kewei Liu, owner of another sushi restaurant with a location
in Boulder, Colorado, to purchase the Debtor's assets for a
purchase price of $149,000.00.
Creditors, none of whom are secured, will be paid from the Sale
Proceeds received from the sale of the Debtor's business under a
Purchase Agreement.
Assuming the Debtor is able to execute a Purchase Agreement based
on the Letter of Intent, and the Landlord agrees to a new lease and
treatment of the Cure Amount with Purchaser, the rest of the
unsecured creditors, covered under Class 2 of the Plan, will be
paid from the remainder of the Reserve Cash Fund from the Sale
Proceeds after payment of allowed Administrative Expense Claims. VK
will also agree to subordinate its pre-petition Claim in the amount
of $474,285.17 to further make this Plan feasible (the "VK
Pre-Petition Claim"), in addition to waiving all pre-November 2024
Administrative Expense Claims.
Class 2 consists of Allowed Unsecured Claims. The Class 2 creditors
shall each be paid their pro rata share from the Reserve Cash Fund,
following payment of the Administrative Expense Bar Date and
Allowed Administrative Expense Claims. The Class 2 Claims are
impaired.
With respect to the Claim of Bugatti, Debtor notes that, in light
of the Shareholder Litigation, it likely has objections to said
Claim. However, after performing a cost-benefit analysis, it would
ultimately cost the Estate more to pursue a claim objection and
corresponding litigation than to allow the Claim. As such, the
Bugatti Claim will be allowed in full, up to its allowed pro rata
share, as part of this Plan, only assuming the Plan is confirmed.
Class 4 represents the current Interests in the Debtor of Bugatti,
Mr. Gurevich, Joshua Beausang and Taylor Goines. The holders of
Class 4 Interests will receive no payments on the Effective Date.
However, they will be entitled to distribution under the Plan only
upon payment of (a) Allowed General Unsecured Claims, (b) Allowed
Administrative Claims, and (c) Allowed Priority Claims in full.
Upon payment of Allowed General Unsecured Claims, Allowed
Administrative Claims in full, and Priority Claims and upon
expiration of the Administrative Expense Bar Date and determination
of all Allowed Claims, the Holder of Class 4 Interests will receive
the remainder of the Reserve Cash. It is anticipated that these
Interests will receive no distributions. Each holder will retain
his interests to the same extent that he held such interests prior
to the filing of the Bankruptcy.
The Debtor's Plan is feasible because the Reserve Cash Fund shall
be funded following Confirmation in accordance with the Plan.
Specifically, following Confirmation of the Plan, Debtor will
implement its Plan in accordance with the terms of the Purchase
Agreement with the Purchaser, which will provide for funds in the
anticipated gross amount of $149,000.00 in exchange for the
Purchased Assets, which will be used to pay all Allowed
Administrative Expenses and Claims and provide a Pro Rata
distribution to General Unsecured Claims, less the VK PrePetition
Claim.
A full-text copy of the Amended Plan dated November 15, 2024 is
available at https://urlcurt.com/u?l=DEgc9D from PacerMonitor.com
at no charge.
Attorney for the Debtor:
Jeffrey A. Weinman, Esq.
Bailey C. Pompea, Esq.
Allen Vellone Wolf Helfrich & Factor P.C.
1600 Stout Street, Suite 1900
Denver, CO 80202
Telephone: (303) 534-4499
Email: JWeinman@allen-vellone.com
BPompea@allen-vellone.com
About GP Inc.
GP, Inc., operates Sushi Ronin, a sushi restaurant in the Lower
Highlands area of Denver, Colorado.
The Debtor filed a petition under Chapter 11, Subchapter V of the
Bankruptcy Code (Bankr. D. Colo. Case No. 23-15319) on Nov. 16,
2023, with up to $50,000 in assets and $500,001 to $1 million in
liabilities.
Jeffrey Weinman, Esq., at Allen Vellone Wolf Helfrich & Factor,
P.C., is the Debtor's legal counsel.
GREENWAVE TECHNOLOGY: SEG Opportunity Fund Holds 9.6% Stake
-----------------------------------------------------------
SEG Opportunity Fund, LLC disclosed in a Schedule 13G/A Report
filed with the U.S. Securities and Exchange Commission that as of
December 4, 2024, it beneficially owned 2,200,000 shares of
Greenwave Technology Solutions, Inc.'s Common Stock, representing
9.6% of the 22,712,095 shares of Common Stock of the Issuer
outstanding as verified with the Company on December 4, 2024.
SEG Opportunity Fund, LLC may be reached at:
Joseph Reda
Manager
135 Sycamore Drive
Roslyn N.Y 11576
Tel: (516) 521-1354
A full-text copy of Joseph Reda's SEC report is available at:
https://tinyurl.com/yc2b5xkv
About Greenwave
Headquartered in Chesapeake, Va., Greenwave Technology Solutions,
Inc. -- https://www.greenwavetechnologysolutions.com/ -- is an
operator of 13 metal recycling facilities in Virginia, North
Carolina, and Ohio. The Company's recycling facilities collect,
classify, and process raw scrap metal (ferrous and nonferrous). The
Company provides metal recycling services to a wide range of
suppliers, including large corporations, industrial manufacturers,
retail customers, and government organizations.
As of Sept. 30, 2024, Greenwave had $69.57 million in total assets,
$18.30 million in total liabilities, and $51.27 million in total
stockholders' equity.
As of Sept. 30, 2024, the Company had cash of $15,199,655 and
working capital (current assets in excess of current liabilities)
of $6,766,724. The accumulated deficit as of Sept. 30, 2024 was
$(477,931,850). These conditions raise substantial doubt about
the Company's ability to continue as a going concern for one year
from the issuance of the unaudited condensed consolidated financial
statements.
GREYSTONE SELECT: S&P Affirms 'B' ICR, Outlook Stable
-----------------------------------------------------
S&P Global ratings affirmed its 'B' issuer credit rating on
Greystone Select Financial LLC.
The stable outlook reflects S&P's expectation that, over the next
12 months, Greystone will operate with debt to adjusted EBITDA of
3.5x-4.5x and debt to tangible equity below 1.0x.
S&P expects Greystone to operate with adjusted debt to EBITDA of
3.5x-4.5x, but with debt to tangible equity remaining below 1.0x on
a sustained basis. As of Sept. 30, 2024, Greystone's leverage as
measured by adjusted debt-to-EBITDA had increased to 5.2x from 4.5x
as of Dec. 31, 2023. The increase in leverage was largely a result
of the company refinancing $125 million of debt on its balance
sheet that was previously held by an off-balance-sheet subsidiary.
That said, this debt obligation does not have direct recourse to
Greystone Select Financial LLC.
Additionally, Greystone's debt to tangible equity was 0.9x as of
Sept. 30, 2024, and S&P expects it to remain below 1.0x going
forward.
S&P said, "We see Greystone benefiting from a lower-interest-rate
environment and increased refinancing activity in 2025. Greystone's
originations decreased by about 20% in the nine months ended Sept.
30, 2024, from the same period in 2023. But we expect its
originations to grow 20%-25% in 2025 as lower interest rates and
increased refinancing activity bolster multifamily origination
volumes."
The company's active agency loan pipeline increased to $8.4 billion
as of Sept. 30, 2024, from $7.5 billion a year prior.
S&P said, "Over the longer term, our expectation is that the
company's servicing revenue and interest income will help to
stabilize earnings, somewhat offsetting the sensitivity of high
origination volume to the macroeconomic environment. We expect the
unpaid principal balance (UPB) on Greystone's servicing portfolio
to grow toward $76 billion in 2024, primarily owing to the
company's retention of mortgage servicing rights (MSRs) on its
originations." As of Sept. 30, 2024, Greystone's total servicing
UPB was $74.5 billion, versus $70.4 billion a year before.
Additionally, the company earns robust interest income on escrow
deposits, as well as loans held for sale and investment, which has
accounted for roughly $120 million in revenue during the first nine
months of 2024. S&P believes these revenues will help to somewhat
offset lower origination-related revenue in future
high-interest-rate environments.
S&P said, "The stable outlook reflects our expectation that, over
the next 12 months, Greystone will operate with debt to adjusted
EBITDA of 3.5x-4.5x and debt to tangible equity below 1.0x. The
outlook also reflects our expectation that, despite macroeconomic
headwinds, the company will maintain stable earnings and adequate
liquidity.
"We could lower our ratings on Greystone over the next 12 months if
its credit metrics deteriorate further, with debt to adjusted
EBITDA exceeding 4.5x on a sustained basis." This could occur if:
-- Origination volume remains depressed,
-- The company raises additional debt, or
-- Outsize losses materialize under the Fannie Mae DUS
risk-sharing program.
S&P could also lower the ratings if it expects the company's
liquidity position to meaningfully deteriorate.
An upgrade is unlikely over the next 12 months. Over time, S&P
could raise the ratings if the company can reduce and sustain
leverage below 3.0x while maintaining solid earnings, debt to
tangible equity below 1.0x, and adequate liquidity.
GULF SOUTH: Amends Plan to Include PCEC Shack Claim Pay
-------------------------------------------------------
Gulf South Energy Services, LLC submitted a Modified Disclosure
Statement in support of Plan of Reorganization dated November 15,
2024.
The Plan provides for a reorganization of all liabilities owed by
the Debtor.
The Modified Disclosure Statement does not alter the proposed
treatment for unsecured creditors and the equity holder:
* Class 16 shall consist of all allowed Unsecured Claims that
are not otherwise provided for under the Plan. Class 16 general
Unsecured Claims are estimated to total approximately
$5,975,982.53. The Reorganized Debtor shall pay 100% of the allowed
general Unsecured Claims in approximately 96 installments. Payments
shall commence on the 15th day of the fifth full month following
the Effective Date of the Plan. The Class 16 general Unsecured
Claims are impaired under the Plan.
* Class 17 shall consist of Equity Interest Holders. The Class
17 Equity Interest Holders shall retain their Equity Interests in
the Reorganized Debtor but will receive nothing additional under
the Plan. The Class 17 Equity Interest Holders' votes will not
count towards votes tabulated for purposes of any possible cramdown
under Section 1129(b).
Class 20 shall consist of the claim of PCEC Shack, LLC ("PCEC"),
designated as Claim No. 43, to the extent that the claim is
allowed. The claim was filed as a secured claim in the amount of
$806,000.00. In accordance with Federal Rule of Bankruptcy
Procedure 7001(2) and Plan Article VIII addressing the Resolution
of Undetermined Claims, the Debtor shall initiate the Claim
Resolution Adversary Proceeding to seek disallowance of the claim,
determination of the validity, priority, or extent of PCEC's lien
and its claim, or, alternatively, establishment of the claim amount
as a secured claim pursuant to Section 506(a) of the Bankruptcy
Code, with any unsecured balance to be treated under the terms of
Class 16 in the Plan.
The outcome of the Claim Resolution Adversary Proceeding will
materially affect distributions to PCEC on Claim No. 43.
Notwithstanding any other provisions of the Plan, until a final
court order resolves the Adversary Proceeding, any distributions to
PCEC shall be made in accordance with the terms applicable to Class
16 under the Plan.
The AP Final Order shall establish the allowed amount and
classification of Claim No. 43 as either a disallowed claim, a
fully secured claim, a partially secured claim, or a general
unsecured claim. Any portion of Claim No. 43 allowed as a secured
claim shall be paid according to the terms outlined in this
section, with interim distributions factored into the final
calculations.
If the AP Final Order allows all or a portion of Claim No. 43 as
secured, then following the application of the Interim
Distributions Credit, PCEC shall receive equal monthly payments on
the adjusted allowed secured claim portion over a 60-month payment
term. Interest shall accrue on the outstanding balance of the
allowed secured claim at an annual rate of 8%, with payments
applied first to the secured principal balance. Adjusted payments
shall commence on the fifth day of the first full month following
the day upon which the order entered in the Claim Resolution
Adversary Proceeding becomes a Final Order.
The Plan provides for the payment of creditors as specified in Plan
Article V, utilizing revenues from the operations of the
Reorganized Debtor’s business and following the priority scheme
established under the Bankruptcy Code. In the event of a shortfall
in Net Revenue that prevents the Reorganized Debtor from making
full scheduled monthly payments to b1BANK and other Secured
Creditors with liens subordinate to b1BANK's liens, the Reorganized
Debtor shall, to provide adequate protection, prioritize the
payment of principal and interest to b1BANK over the scheduled
payments to other Secured Creditors with inferior liens. During any
period of monthly payment shortfall, Subordinate Secured Creditors
shall receive monthly adequate protection in the form of
interest-only payments on their respective secured claims.
The Reorganized Debtor shall operate its business managing its
commercial activities following the Effective Date. The Reorganized
Debtor shall only be required to dedicate sufficient revenues to
fund all obligations contained herein.
A full-text copy of the Modified Disclosure Statement dated
November 15, 2024 is available at https://urlcurt.com/u?l=zB9q2i
from PacerMonitor.com at no charge.
Gulf South Energy Services, LLC, is represented by:
Curtis R. Shelton, Esq.
AYRES, SHELTON, WILLIAMS, BENSON & PAINE, LLC
Suite 1400, Regions Tower
3333 Texas Street (71101)
P.O. Box 1764
Shreveport, LA 71166-1764
Telephone: (318) 227-3500
Facsimile: (318) 227-3806
E-mail: curtisshelton@awsw-law.com
About Gulf South Energy Services
Gulf South Energy Services, LLC, is an oil & natural gas company in
Shreveport, Louisiana.
The Debtor sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. W.D. La. Case No. 24-10178) on Feb. 16, 2024. In the
petition signed by Todd Davis, managing member, the Debtor
disclosed up to $50 million in both assets and liabilities.
Judge John S. Hodge oversees the case.
Robert W. Raley, Esq., is the Debtor's legal counsel.
HARDINGE INC: Court Approves Chapter 11 Liquidation Plan
--------------------------------------------------------
Alex Wittenberg of Law360 reports that on December 18, 2024, a
Delaware bankruptcy judge approved the Chapter 11 liquidation plan
for tool manufacturer Hardinge Inc. after the company resolved
disputes with creditors, its investment fund backer, and other
parties by agreeing to waive potential claims in exchange for a
cash settlement.
About Hardinge Inc.
Hardinge Inc. globally designs, manufactures, and distributes
computer-controlled metal cutting lathes, grinding and related
tooling, and accessories. It markets its products in the United
States, Europe, and Asia. The company is based in Elmira, N.Y.
Hardinge and its affiliates sought relief under Chapter 11 of the
U.S. Bankruptcy Code (Bankr. D. Del. Lead Case No. 24-11605) on
July 29, 2024. In its petition, Hardinge reported $100 million to
$500 million in both assets and liabilities.
Judge J. Kate Stickles oversees the cases.
The Debtors tapped Ropes & Gray, LLP and Chipman Brown Cicero &
Cole, LLP as bankruptcy counsels; Houlihan Lokey Capital, Inc. as
financial advisor and investment banker; Adrian Frankum of Ankura
Consulting Group, LLC as chief restructuring officer; and C Street
Advisory Group, LLC as strategic communications advisor. Kroll
Restructuring Administration LLC is the claims and noticing agent
and administrative advisor.
HARVEST GOLD: Loses Bid to Stay Receivership Orders in UMB Suit
---------------------------------------------------------------
Senior Judge G. Murray Snow of the United States District Court for
the District of Arizona ruled on several motions filed by the
parties in the case captioned as UMB Bank NA, Plaintiff, v. Harvest
Gold Silica Incorporated, et al., Defendants, Case No.
CV-22-01105-PHX-GMS (D. Ariz.).
Pending before the Court are:
1. Defendants Harvest Gold Silica, Inc. and Vast Mountain
Development, Inc.'s Motion to Stay Receivership Orders Pending
Appeal and Request for Expedited Consideration;
2. Defendants HGS and VMD's Emergency Motion for Temporary Stay
Pending District Court Ruling on Motion to Stay Receivership Orders
Pending Appeal;
3. Receiver Robert Ballard's Application for Instructions RE:
Defendants' Lack of Cooperation and Failure to Provide Access,
Records and Information;
4. VMD, HGS, Solid Gold, Inc., and John Owen's Joint Motion for
Clarification; and
5. Receiver's Application in Further Support of Request for
Sanctions Against Defendants.
This action concerns the parties' disputes about their obligations
under several agreements regarding the issuance of $22 million in
revenue bonds. The Arizona Industrial Development Authority issued
the bonds pursuant to the Trust Indenture and sold them to
Greenwich Investment Management, Inc. AZIDA loaned the proceeds
from the sale of the bonds to HGS to finance the purchase of the
necessary equipment and property and to establish an operation that
remediates mine solid waste into silica-based products.
To secure repayment of the bonds, HGS obligated itself to: (1) make
payments to Plaintiff as Trustee sufficient to service the loan
agreement and trust indenture, (2) to remain solvent, and (3) to
make sufficient product sales to maintain debt service. Failure to
meet these obligations afforded Plaintiff, "as a matter of right,"
the power to appoint a receiver over the mortgaged leasehold
property.
Thereafter, HGS agreed with VMD to operate the leased facilities,
and HGS assigned all its rights and interests. Payments under this
agreement have not been made. Plaintiff requests the appointment of
a receiver over HSG's collateral and brings other counts against
HGS and VMD. Plaintiff asserts Counts II and III against HGS for
breach of the promissory note and loan agreement, and in Counts IV,
V, and VI seeks a permanent injunction and an accounting from HGS
and VMD. In Count VII Plaintiff seeks to foreclose the interest of
potential lienholder Defendants, including HGS, VMD, and Solid
Gold, Inc.
Along with its answer, HGS filed a counterclaim and third-party
complaint of five counts against the Plaintiff and Third-Party
Defendants Greenwich Investment Management and L. George Rieger
alleging that UMB conspired with the Third-Party Defendants to
cause HSB to breach its obligation.
On November 16, 2023, the Court issued an order granting
Plaintiff’s Supplemental Application for Appointment of Receiver,
appointing a receiver to take control of specific property in
Yavapai County, Arizona. The order allowed the Receiver to take
possession of both real and personal property, as well as all
records and financial documents related to the Borrower-Related
Defendants (Harvest Gold Silica and/or Vast Mountain Development).
It required the Borrower-Related Defendants and their employees to
provide these records and prohibited them from interfering with the
Receiver’s duties or damaging the property’s preservation.
On November 29, 2023, Defendants filed a Notice of Appeal and
Motion to Stay Receivership Orders Pending Appeal and Request for
Expedited Consideration based on their pending appeal. They also
filed an Emergency Motion for Temporary Stay Pending District Court
Ruling on Motion to Stay Receivership Orders Pending Appeal.
On February 7, 2024, the Receiver filed an Application for
Instructions regarding the Defendants' lack of cooperation and
failure to provide access, records, and information. The Receiver
informed the Court that the Defendants were denying access to
buildings and personal property, refusing to provide marketing and
sales materials, opposing the termination of the Operating
Agreement, threatening legal action for tortious interference, and
withholding invoices, documents, and business records.
The Court finds Defendants have not carried their burden to justify
a stay in this matter. Importantly, Defendants have not made a
strong showing that they are likely to succeed on the merits of
their appeal.
Receiver seeks $204,496.73 for fees, costs, and expenses incurred
relating to the Texas bankruptcy proceedings. Defendants challenge
Receiver's request for sanctions regarding the Texas bankruptcy
proceedings on various grounds.
The Court finds Receiver has made the requisite showings and is
entitled to sanctions. Defendants' bankruptcy filings were made in
bad faith as a tactic to avoid the contempt proceedings pending
before this Court. As such, the fees and expenses from the Texas
bankruptcy proceedings would not have been incurred by Receiver but
for Defendants' bad faith conduct relating to tactical delay of
this Court's proceedings. Having properly and sufficiently
documented costs and expenses, Receiver is entitled to
reimbursement of this $204,496.73 Receiver has also established
travel costs for participating in those proceedings amounting to
$2,811.22, adding up to a total of
$207,307.95.
Receiver seeks an additional $69,359.82 in fees, costs, and
expenses incurred in its attempt to obtain required access to
necessary information under the Receivership.
The Court further awards the amount sought in briefing the
application for sanctions ($5,750) for a total of $33,924.50. When
coupled with the amounts incurred because of the bad faith
bankruptcies, this amount totals $241,232.45.
Receiver requests Defendants -- including John Owen -- be held
jointly and severally liable for any sanctions granted by the
Court.
According to the Court, John Owen apparently used at least VMD's
funds for personal purposes, he mismanaged both corporations, he
directed their simultaneous bankruptcy filings in different
jurisdiction outside of Texas and he co-mingled their finances. As
such, VMD, HGS, and John Owen are jointly and severally liable for
the sanctions granted in this matter, the Court concludes.
Accordingly, the Court enters an order as follows:
1. Defendants HGS and VMD's Motion to Stay Receivership Orders
Pending Appeal and Request for Expedited Consideration is denied.
2. The Clerk of Court is directed to term Defendants HGS and
VMD's Emergency Motion for Temporary Stay Pending District Court
Ruling on Motion to Stay Receivership Orders Pending Appeal as
moot.
3. The Clerk of Court is directed to terminate Receiver's
Application for Instructions RE: Defendants' Lack of Cooperation
and Failure to Provide Access, Records and Information as moot.
4. The Clerk of Court is directed to term Defendants' Joint
Motion for Clarification as moot.
5. Receiver's Application in Further Support of Request for
Sanctions Against Defendants is granted against Defendants VMD, HGS
and John Owen. Defendants VMD, HGS, and John Owen are jointly and
severally liable for $241,232.45 in fees, costs, and expenses. The
Application is denied in all other respects.
A copy of the Court's decision is available at
https://urlcurt.com/u?l=5xGgGz
About Harvest Gold Silica
Harvest Gold Silica Inc. filed Chapter 11 petition (Bankr. N.D.
Tex. Case No. 24-40783) on Mar. 4, 2024. In the petition signed by
Penny Hafford as vice president and corporate secretary, the Debtor
disclosed up to $10 million in assets and up to $50 million in
liabilities.
Judge Edward L. Morris oversees the case.
Joyce W. Lindauer Attorney, PLLC represents the Debtor as counsel.
HARVEST NUTRITION: Kent Adams Named Subchapter V Trustee
--------------------------------------------------------
The U.S. Trustee for Region 20 appointed Kent Adams as Subchapter V
trustee for Harvest Nutrition, LLC.
Mr. Adams will be paid an hourly fee of $200 for his services as
Subchapter V trustee and will be reimbursed for work-related
expenses incurred.
Mr. Adams declared that he is a disinterested person according to
Section 101(14) of the Bankruptcy Code.
The Subchapter V trustee can be reached at:
Kent L. Adams
2861 N. Tee Time Ct.
Wichita, KS 67205
316-641-0260 (phone)
Email: Kadams27@cox.net
About Harvest Nutrition
Harvest Nutrition, LLC sought protection under Chapter 11 of the
U.S. Bankruptcy Code (Bankr. D. Kan. Case No. 24-11224) on November
27, 2024, with as much as $50,000 in both assets and liabilities.
Judge Mitchell L. Herren presides over the case.
Shaun Colglazier Huff, Esq., at Hagerman & Colglazier, LLC
represents the Debtor as legal counsel.
HAWAII STAGE: In Chapter 11 Bankruptcy, Jan. 22 Creditors' Meeting
------------------------------------------------------------------
On December 14, 2024, Hawaii Stage and Lighting Rentals Inc. filed
Chapter 11 protection in the District of Hawaii. According to court
filing, the Debtor reports between $1 million and $10 million in
debt owed to 1 and 49 creditors. The petition states that funds
will be available to unsecured creditors.
A meeting of creditors under Sec. 341(a) to be held on January 22,
2025 at 2:00 PM, TELEPHONIC MEETING. CONFERENCE
LINE:1-877-461-0585, PARTICIPANT CODE:5721781#.
About Hawaii Stage and Lighting Rentals Inc.
Hawaii Stage and Lighting Rentals Inc., doing business as Hawaii
Stage and Hawaii Stage Event Production Company, is a full service
event production company serving the Hawaiian Islands since 1976.
Hawaii Stage and Lighting Rentals Inc. sought relief under Chapter
11 of the U.S. Bankruptcy Code (Bankr. D. Haw. Case No. 24-01132)
on December 14, 2024. In the petition filed by Joseph Kuhio Lewis,
as president, the Debtor reports estimated assets and liabilities
between $1 million and $10 million each.
Honorable Bankruptcy Judge Robert J. Faris handles the case.
The Debtor is represented by:
Chuck C. Choi, Esq.
CHOI & ITO
700 Bishop Street, Suite 1107
Honolulu, HI 96813
Tel: 808-533-1877
Email: cchoi@hibklaw.com
HILLLCREST CENTER: Sec. 341(a) Meeting of Creditors on Jan. 16
--------------------------------------------------------------
On December 12, 2024, Hillcrest Center LLC filed Chapter 11
protection in the District of Minnesota. According to court filing,
the Debtor reports $6,256,577 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 January 16,
2025 at 9:30 AM TELECONFERENCE ONLY.
About Hillcrest Center LLC
Hillcrest Center LLC is a Single Asset Real Estate debtor (as
defined in 11 U.S.C. Section 101(51B)).
Hillcrest Center LLC sought relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. D. Minn. Case No. 24-33279) on December 12,
2024. In the petition filed by Rosemary Kortgard, as managing
member, the Debtor reports total assets of $8,181,056 and total
liabilities of $6,256,577.
Honorable Bankruptcy Judge William J. Fisher handles the case.
The Debtor is represented by:
Kenneth Edstrom, Esq.
SAPIENTIA LAW GROUP
120 S 6th St Ste 100
Minneapolis MN 55402
Tel: 612-756-7100
E-mail: kene@sapientialaw.com
HUMPER EQUIPMENT: Seeks Bankruptcy Protection in Missouri
---------------------------------------------------------
On December 12, 2024, Humper Equipment LLC filed Chapter 11
protection in the Western District of Missouri. According to court
filing, the Debtor reports between $10 million and $50 million in
debt owed to 1 and 49 creditors. The petition states funds will not
be available to unsecured creditors.
A meeting of creditors under Sec. 341(a) to be held on January 15,
2025 at 10:00 AM, TELEPHONIC MEETING. CONFERENCE
LINE:1-877-931-2506, PARTICIPANT CODE:3232936.
About Humper Equipment LLC
Humper Equipment LLC is a limited liability company.
Humper Equipment LLC sought relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. W.D. Miss. Case No. 24-60818) on December
12, 2024. In the petition filed by James A. Keltner, as sole
member, the Debtor reports estimated assets up to $50,000 and
estimated liabilities between $10 million and $50 million.
The case is overseen by Honorable Bankruptcy Judge Brian T.
Fenimore.
The Debtor is represented by:
Sharon L. Stolte, Esq.
SANDBERG PHOENIX & VON GONTARD PC
4600 Madison Ave., Suite 1000
Kansas City, MO 64112
Tel: 816-627-5332
E-mail: sstolte@sandbergphoenix.com
IMPERIAL GROUP: Case Summary & 11 Unsecured Creditors
-----------------------------------------------------
Debtor: Imperial Group Holdings LLC
12600 SE 38th St, Suite 200
Bellevue, WA 98006
Business Description: Imperial Group owns Cambridge Manor -
Bellevue, WA - a 58-unit luxury townhomes
located at 12855 Coal Creek Parkway SE
Bellevue, WA.
Chapter 11 Petition Date: December 16, 2024
Court: United States Bankruptcy Court
Eastern District of Wisconsin
Case No.: 24-02040
Debtor's Counsel: Armand J. Kornfeld, Esq.
BUSH KORNFELD LLP
601 Union St., Suite 5000
Seattle, WA 98101-2373
Tel: (206) 292-2110
Fax: (206) 292-2104
Email: jkornfeld@bskd.com
Total Assets: $44,569,440
Total Liabilities: $41,470,237
The petition was signed by Wai Yi Lin as manager.
A full-text copy of the petition is available for free at
PacerMonitor.com at:
https://www.pacermonitor.com/view/CVFJEEQ/Imperial_Group_Holdings_LLC__waebke-24-02040__0001.0.pdf?mcid=tGE4TAMA
List of Debtor's 20 Largest Unsecured Creditors:
Entity Nature of Claim Claim Amount
1. Amento Group Legal Services $17,252
710 2nd Ave, Suite 400
Seattle, WA 98104
Janet M Fife
Email: jfife@amentogroup.com;
tray@amentogroup.com
Phone: 2066829722
2. BCRA, Inc. Civil Engineering $2,005
2106 Pacific Ave, Services
Ste 300
Tacoma, WA 98402
Ben Dort
Email: bdort@bcradesign.com
Phone: 253-627-4367
3. BEE Consulting, LLC Civil Engineering $3,500
170 W Dayton St, Services
#206
Edmonds, WA 98020
Chad Brickner
Email: cbrickner@bee-engineers.com
Phone: 425-672-3900
4. BestBath Intelligent Bathtub Supplier $31,578
723 Garber Street
Caldwell, ID 83605
Michael Streck
Email: michael.streck@bestbath.com
Phone: 800-727-9907
5. City of Bellevue Utilities $1,172
PO Box 90011
Bellevue, WA
98009-9011
Gregg Schrader
Email: gschrader@bellevuewa.gov
Phone: 425-452-6973
6. Freiheit Architecture Architect $199,328
505 106th Ave NE
#302
Bellevue, WA 98004
Jackie Kong
Email: jkong@freiheitarch.com
Phone: 425-827-2100
7. Proctor Company Accounting $12,364
2840 Northup Way Services
#220
Bellevue, WA 98004
Steve Yun
Email: steve@proctorcompany.com
Phone: 425-451-9697
8. Ryan Swanson & Cleveland Legal Services $74,942
1201 Third Ave
#3400
Seattle, WA
98101-3034
Kevin Bay
Email: bay@ryanlaw.com
9. Schwabe, Williamson & Wyatt Legal Services $4,896
1211 SW Fifth Ave
Suite 1900
Portland, OR
97204-3719
Milt Reimers
Email: mreimers@schwabe.com
10. Transpo Group Engineering $2,013
12131 113th Ave NE Services
#203
Kirkland, WA
98034-6944
Mike Swenson
Email: mike.swenson@transpogroup.com
Phone: 425-821-3665
11. Z&A Investment Ltd. Money Loaned $2,000,000
Building 0180 East
Provence No
Dingsi, VGB
British Virgin
Islands
IMPERIAL TOBACCO: CCAA Plans Set for Final Approval in January 2025
-------------------------------------------------------------------
On October 17, 2024, the Plans of Arrangement for Imperial Tobacco,
Rothmans Benson & Hedges, and JTI MacDonald were unveiled, marking
a landmark resolution after over five years of intensive mediation.
With a total compensation package of $32.5 billion, the CCAA Plans
include the Pan-Canadian Claimant Compensation Plan, which
allocates $2.52 billion to eligible tobacco harm victims across
Canada.
On December 12, 2024, the CCAA Plans achieved a major milestone,
receiving votes of approval from creditors, including the
Provinces, Territories, and legal representatives of tobacco harm
victims.
What happens next?
A Sanction Hearing is scheduled for January 29 to 31, 2025, where
the Court will consider whether to approve the CCAA Plans. If the
Court sanctions the Plans, they will come into effect, paving the
way for compensation to be distributed to victims who meet the
eligibility criteria under the Plans and submit claims by the
deadline to be determined at a future date.
Am I eligible for compensation?
For the first time, Canadians diagnosed with Lung Cancer, Throat
Cancer or Emphysema/COPD (GOLD Grade III or IV) will be eligible
for direct financial compensation from the Tobacco Companies.
-- Pan-Canadian Claimants: $2.52 billion has been earmarked for
Canadian smokers who smoked at least 87,600 cigarettes sold by the
Tobacco Companies between January 1950 and November 1998 and were
diagnosed with Lung Cancer, Throat Cancer, or Emphysema/COPD (GOLD
Grade III or IV) between March 8, 2015, and March 8, 2019
(inclusive), as outlined in the PCC Compensation Plan and on the
official webpage for Pan-Canadian Claimants --
www.TobaccoClaimsCanada.ca.
Quebec Class Actions: $4.25 billion has been allocated to Quebec
smokers who are part of the successful Quebec class actions and
meet eligibility criteria as outlined in the Quebec Class Action
Administration Plan and on the official webpage for Quebec Class
Members -- www.recourstabac.com.
Smokers who do not meet the specific criteria for direct
compensation will still benefit indirectly through the Cy-près
Foundation, which is allocated $1 billion under the CCAA Plans to
support research, programs, and initiatives aimed at improving
outcomes for tobacco-related diseases.
Epiq - The Official Agent and Claims Administrator for PCCs
The Law Practice of Wagner & Associates, Inc. was appointed by the
Court in 2019 as PCC Representative Counsel to represent the
interests of Pan-Canadian Claimants in the CCAA Proceedings and
Epiq Class Action Services Canada, Inc, is the official Agent to
PCC Representative Counsel.
Epiq's role includes:
-- Helping claimants with submitting their claims, at no cost to
them, and navigating the claims process through its role as Agent
to PCC Representative Counsel.
-- If the CCAA Plans are approved after the Sanction Hearing in
January of 2025, a separate arm of Epiq will act as a neutral
Claims Administrator, processing claims, ruling on claim
eligibility and distributing compensation to claimants.
Will I need a lawyer to file a claim?
If the Plans are approved, a Court-approved notice will be issued
providing details about the claims process and applicable
deadlines. Eligible tobacco victims will have a defined period to
submit claims for compensation under the Plans. Claimants are
encouraged to monitor updates to ensure they meet the applicable
timelines.
The claims process under the PCC Compensation Plan is designed to
be straightforward so that claimants can submit their claims
directly for consideration and approval by the Claims
Administrator. Epiq, as the official Claims Agent, will provide
free assistance to claimants. Claimants are not required to hire
independent legal representation to file their claims. If a
claimant chooses to obtain independent legal representation, this
will likely reduce the compensation they receive.
Where can I get more information?
Epiq has an official website www.TobaccoClaimsCanada.ca where you
can get free, accurate, and legitimate information about the
proposed claims process and register to receive important future
updates. You can also contact Epiq directly for more information:
-- Email: info@TobaccoClaimsCanada.ca -- Phone: 1-888-482-5852
The votes by creditors in support of the CCAA Plans represents a
significant step toward justice for victims of tobacco harm across
Canada. If the Court sanctions the Plans in January, eligible
claimants will be able to submit claims and receive compensation
through a streamlined, fair, and accessible process overseen by
Epiq.
About Imperial Tobacco
Imperial Tobacco Canada Limited --
http://www.imperialtobaccocanada.com/-- is a cigarette
manufacturing company operating in Canada. It is a wholly-owned
subsidiary of British American Tobacco.
INOTIV INC: Reports $108.45MM Net Loss in FY Ended Sept. 30
-----------------------------------------------------------
Inotiv, Inc. filed with the Securities and Exchange Commission its
Annual Report on Form 10-K reporting a net loss of $108.45 million
attributable to common shareholders on $490.74 million of total
revenues for the year ended September 30, 2024, compared to a net
loss of $105.14 million attributable to common shareholders on
$572.43 million of total revenues for the year ended September 30,
2023.
Indianapolis, Ind.-based Ernst & Young LLP, the Company's auditor
since 2021, issued a "going concern" qualification in its report
dated December 4, 2024, citing that the Company has suffered
negative operating cash flows, operating losses and net losses,
absent recent amendments would not have complied with certain
covenants of loan agreements with banks and has stated that
substantial doubt exists about the Company's ability to continue as
a going concern.
Management Commentary
Robert Leasure Jr., President and Chief Executive Officer,
commented, "The fourth quarter was productive for Inotiv, including
completing previously announced site optimization plans, some
recovery of NHP sales with existing and new customers, raising
capital and amending our credit agreement. Going forward, we are
planning further integration and cost reduction initiatives, we
will continue to focus on improving the customer experience, and we
will continue to evaluate opportunities to improve our balance
sheet. We look forward to seeing results from initiatives we have
implemented during the last two years. Moreover, addressing the
challenges we have faced over the past two years has made many
aspects of our business stronger.
"Overall, with the exception of the volatility we saw in the NHP
business in 2024, we have seen financial improvements in some other
aspects of our business. In addition to improving our financial
performance, our goals for 2025 include reducing volatility in our
NHP business and a continued focus on the customer, compliance and
animal welfare. We will continue our customer-driven strategy that
has a strong scientific foundation and fuels innovation as One
Inotiv. We've grown stronger, adding key partners and building new
services and products that have expanded our scientific expertise,
services, and offerings. By integrating these efforts over the last
two years, we're streamlining our systems and processes to create a
more unified customer driven approach across our global
footprint."
A full-text copy of the Company's Form 10-K is available at:
https://tinyurl.com/mrx6b9nk
About Inotiv
West Lafayette, Ind.-based Inotiv, Inc. and its subsidiaries
comprise a leading contract research organization dedicated to
providing nonclinical and analytical drug discovery and development
services to the pharmaceutical and medical device industries and
selling a range of research-quality animals and diets to the same
industries as well as academia and government clients.
As of September 30, 2024, the Company had $781.36 million in total
assets, $610.86 million in total liabilities, and $170.50 million
in total shareholders' equity and noncontrolling interest.
INTEGRITY GENERAL: Thomas Connor of Gruma Appointed to Committee
----------------------------------------------------------------
The U.S. Trustee for Region 6 appointed Thomas Connor, litigation
counsel director of Gruma Corporation, as a new member of the
official committee of unsecured creditors in the Chapter 11 case of
Integrity General Contractors, LLC.
Meanwhile, James Greim, president of Almet, Inc., resigned as
committee member.
The committee is now composed of:
1. Robbi Keirnes
Vice President
4C2 Industrial, LLC
6401 Commerce Drive
Irving, TX 75063
Email: rkeirnes@4c2industrial.com
2. Thomas Connor
Litigation Counsel Director
Gruma Corporation
5601 Executive Drive Suite 800
Irving, TX 75038
Email: mConner@gruma.com
About Integrity General Contractors
Integrity General Contractors, LLC is a full-service commercial
construction company in Arlington, Texas.
Integrity General Contractors filed Chapter 11 petition (Bankr.
N.D. Texas Case No. 24-33645) on November 10, 2024, with $1 million
to $10 million in both assets and liabilities.
Judge Scott W. Everett oversees the case.
John P. Lewis, Jr., Esq., at Hayward PLLC is the Debtor's legal
counsel.
The U.S. Trustee for Region 6 appointed an official committee to
represent unsecured creditors in the Debtor's Chapter 11 case.
JLA HEALTHCARE: Gina Klump Named Subchapter V Trustee
-----------------------------------------------------
The U.S. Trustee for Region 17 appointed Gina Klump, Esq., at the
Law Office of Gina R. Klump, as Subchapter V trustee for JLA
HealthCare Services, LLC.
Ms. Klump will be paid an hourly fee of $500 for her services as
Subchapter V trustee and will be reimbursed for work-related
expenses incurred.
Ms. Klump declared that she is a disinterested person according to
Section 101(14) of the Bankruptcy Code.
The Subchapter V trustee can be reached at:
Gina Klump, Esq.
Law Office of Gina R. Klump
11 5th Street, Suite 102
Petaluma, CA 94952
Phone: (707) 778-0111
Email: gklump@klumplaw.net
About JLA HealthCare Services
JLA HealthCare Services, LLC sought protection under Chapter 11 of
the U.S. Bankruptcy Code (Bankr. N.D. Calif. Case No. 24-41664) on
October 19, 2024, with up to $50,000 in assets and up to $1 million
in liabilities.
Judge William J. Lafferty presides over the case.
Arasto Farsad, Esq., at Farsad Law Office, P.C. represents the
Debtor as bankruptcy counsel.
JOES' DRAIN: Sale of Business Assets to Apex Pros Plumbing OK'd
---------------------------------------------------------------
Joe's Drain Cleaning, LLC received the green light from the U.S.
Bankruptcy Court for the Southern District of Ohio, Eastern
Division, to sell substantially all of its Assets, free and clear
of liens, claims, interests, and encumbrances.
The Debtor's business assets for sale are comprised of customer
lists, service agreements, the Debtor's website and telephone
number. Excluded in the sale are certain equipment and vehicles.
The Debtor authorized to sell the Property to Apex Pros Plumbing,
Electrical, Heating & Air, LLC, having submitted the highest and
best offer for the Purchased Assets in the amount of $83,700.00.
The Debtor is ordered to sell the Property, other than the ordinary
course of business "as is" and without any warranties, free and
clear of any and all encumbrances.
The net proceeds of the sale will be distributed to the counsel of
the Debtor and the U.S. Small Business Administration.
About Joe's Drain Cleaning, LLC
Joe's Drain Cleaning, LLC, a company in Lancaster, Ohio, offers
drain unblocking, drain cleaning, drain repair, and drain
maintenance services.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. S.D. Ohio Case No. 24-51041) on March 22,
2024. In the petition signed by Joseph Conway, sole member, the
Debtor disclosed $506,649 in assets and $1,031,345 in liabilities.
Judge John E. Hoffman, Jr. oversees the case.
John W. Kennedy, Esq., at Strip, Hoppers, Leithart, McGrath &
Terlecky Co., LPA represents the Debtor as legal counsel.
KATHLEEN ANNE DUDLEY: Lashinsky v. Lincoln, III Case Can Proceed
----------------------------------------------------------------
Judge Robert H. Jacobvitz of the United States Bankruptcy Court for
the District of New Mexico denied the defendant's motion to dismiss
the case captioned as ILENE J. LASHINSKY, United States Trustee,
Plaintiff, v. CHARLES EDWARD LINCOLN, III, Defendant, Adversary No.
24-1011-j (Bankr. D.N.M.).
On January 16, 2024, Debtor Kathleen Anne Dudley, acting pro se,
filed her bankruptcy petition for relief under chapter 11 in this
Court, making the District of New Mexico what is commonly known as
the "home bankruptcy court" or simply the "home court" for the
bankruptcy case. On Debtor's motion, the Court dismissed Debtor's
chapter 11 bankruptcy case on April 4, 2024.
One day before the bankruptcy case was dismissed, the UST filed her
Complaint for Sanctions and Injunctive Relief, in which she alleges
that Defendant violated the requirements for "bankruptcy petition
preparers" set forth in 11 U.S.C. Sec. 110
by:
(1) not putting his name, address, and/or social security number
on documents prepared for Debtor,
(2) providing Debtor with legal advice for compensation and
holding himself out as a legal services provider,
(3) failing to provide Debtor with a complete "Bankruptcy
Petition Preparer's Notice, Declaration and Signature" (Form B119),
and
(4) not filing a "Fee Disclosure".
Based on these and other allegations, the UST asserts six claims
for relief:
Count 1 is a claim that Defendant, who is allegedly not a licensed
attorney, violated Sec. 110(i)(1)(A) by acting as a bankruptcy
petition preparer without complying with various requirements that
Sec. 110 imposes on bankruptcy petition preparers and by providing
Debtor with legal advice for compensation without an appropriate
license to do so, holding himself out as providing legal services,
and engaging in fraudulent, unfair, and/or deception conduct.
Counts 2 and 3 are claims for a money judgment and the forfeiture
of fees received pursuant to Sec. 110(i)(1)(B) and (h)(3)(B) based
on the violations of Sec. 110 alleged in Count 1.
Count 4 seeks an injunction pursuant to Sec. 110(j)(2)(A)
prohibiting Defendant from holding himself out as a legal services
provider, providing legal advice, assisting anyone with a
bankruptcy petition without providing a complete Form B119 before
preparing documents, failing to file a Fee Disclosure before
preparing bankruptcy documents, and "engaging in the unauthorized
practice of law."
Count 5 seeks an injunction pursuant to Sec. 110(j)(2)(B)
prohibiting Defendant "from acting as a bankruptcy petition
preparer."
Count 6 is a claim that Defendant engaged in the unauthorized
practice of law in violation of N.M. Stat. Ann. Sec. 36-2-27 and
-28.1 and seeks injunctive relief.
On July 17, 2024, Defendant filed the Motion to Dismiss. Among
other things, Defendant challenges the Court's jurisdiction to
adjudicate the UST's claims and whether venue lies in this
district.
Section 1409 of Title 28 of the United States Code governs venue
for adversary proceedings commenced in connection with bankruptcy
cases. Section 1409(a) sets forth the general venue rule that
proceedings (1) arising under title 11, (2) arising in a case under
title 11, or (3) related to a case under title 11 "may be commenced
in the district court in which such case is pending." Sec.
1409(a).
Defendant argues that under Sec. 1409(b) the District of New Mexico
is not the proper venue for this adversary proceeding and contends
that the UST's claims should have been brought in Louisiana, where
he resides, because the "maximum amount which the UST might claim
of this Defendant . . . is significantly less than $27,750." The
UST argues, among other things, that Sec. 1409(b) does not apply
because a United States trustee is not a "trustee in a case," as
that phrase is used in Sec. 1409(b).
The Court concludes that Sec. 1409(a) permits the UST to bring this
adversary proceeding in the District of New Mexico, the "home
court." Section 1409(b) does not apply because it limits venue only
for certain proceedings brought by a "trustee in a case" and the
UST is not "a trustee in a case" in Debtor's bankruptcy case.
A copy of the Court's decision is available at
https://urlcurt.com/u?l=hXWIBl
Kathleen Anne Dudley filed for Chapter 11 bankruptcy protection
(Bankr. D.N.M. Case No. 24-10034) on January 16, 2024, listing
under $1 million in both assets and liabilities. The Debtor is
represented by Noel Gallegos, Esq.
KENDON INDUSTRIES: U.S. Trustee Unable to Appoint Committee
-----------------------------------------------------------
The U.S. Trustee for Region 3 disclosed in a court filing that no
official committee of unsecured creditors has been appointed in the
Chapter 11 case of Kendon Industries, LLC.
About Kendon Industries
Established in 1991, Kendon Industries, LLC is the originator of a
full line of stand-up motorcycle trailers, utility trailers and
motorcycle lifts. Since that first motorcycle trailer, Kendon has
expanded its product line to include a full range of trailers and
lifts for the powersports market. Kendon motorcycle trailers and
lifts are stocked nationwide in multiple Powersports dealerships as
well as distributed internationally in Canada, Mexico, Europe,
China and Australia. Kendon is based in Anaheim, Calif.
Kendon Industries filed its voluntary petition for Chapter 11
protection (Bankr. D. Del. Case No. 24-11923) on September 4, 2024,
listing $3,100,789 in assets and $3,817,530 in liabilities. Randy
Cecola, director, signed the petition.
Judge Laurie Selber Silverstein oversees the case.
Cross & Simon, LLC serves as the Debtor's legal counsel.
KING DRIVE: Updates Unsecured Claims Pay Details
------------------------------------------------
King Drive Corp. submitted an Amended Plan of Reorganization dated
November 15, 2024.
As of the Petition Date, the Debtor the Debtor had a lease of a
portion of the property at 580 Lakewood Drive, Harrisburg,
Pennsylvania, with Richard and Alice Angino. Such lease shall be
assumed as of the Confirmation Date of the Plan.
Class 5 consists of General Unsecured Creditors. All Class 5 Claim
holders shall receive a pro rata distribution from the net proceeds
from sales of Real Property, after payment of the Class 1, 2, 3 and
4 Claims in full. All Class 5 Claim holders shall also receive a
pro rata distribution from the net proceeds from sales of Vehicles
after payment of Class 1, 2 and 3 Claims in full.
In addition to the Debtor's obligation under Section 5.2.2, all
sums owed to the Felicita Landowners (the "Landowners") to the
Debtor under Section 2A of that certain Order of Court Imposing
Covenants with Land as filed in No. 3459-S-1997 in the Court of
Common Pleas of Dauphin County, Pennsylvania (the "Landowner
Order"), whether past due, currently due or due in the future,
shall be paid to Mark Emery, Esquire, to be held in escrow (the
"Landowner Escrow") by Mr. Emery. No payment shall be made to the
Debtor.
The Landowner Escrow shall be utilized for payment of any costs
otherwise payable by the Debtor as set forth in the Landowner
Order, for necessary repairs and replacements as set forth in the
Landowner Order and as otherwise necessary with respect to the
Resort (as defined in the Landowner Order). which includes, but is
not limited to, those items set forth in Section 1F of the
Landowner Order.
Prior to the expenditure of any funds from the Landowner Escrow,
Mr. Emery shall send an email to counsel for the Debtor setting
forth the request and purpose of such expenditure. Within five days
after the request for the use of the Landowner Escrow, the Debtor
shall have the right to decline the use of such funds. If there is
a dispute as to the use of the Landowner Escrow, the Court shall
retain jurisdiction to resolve such dispute.
The placement of the funds into the Landowner Escrow shall continue
until such time as the Private Roadway System (as defined in the
Landowner Order) is fully completed as set forth in the Landowner
Order. After such date, the Landowner Escrow shall be paid to the
Debtor, as may be required under the Landowner Order.
Mark Emery shall have the right to collect all sums from parties,
other than the Debtor, including filing any lawsuit necessary for
collection except that no suit may be filed against the Debtor or
any principal of the Debtor. Mark Emery is an escrow holder only
and shall have no liability for his actions performing the items
set forth in the Plan.
Final Distribution to unsecured creditors shall occur as determined
by the Debtor. Such Final Distribution shall occur within a
reasonable period of time after the Effective Date of the Plan.
The Debtor has listed its Real Property for sale with a real estate
broker in Dauphin County, Pennsylvania. Closing on one property has
occurred, being the Evanoff parcel of 15 acres. Two additional
parcels, being 1765 Fishing Creek and the Serenity Way parcel, have
had Motions to approve the sale of each such parcel approved by the
Bankruptcy Court.
Closing on 1765 Fishing Creek is imminent and may occur prior to
confirmation of the Plan. The Serenity Way parcel is awaiting
certain subdivision actions to be taken, after which, closing will
occur.
The Debtor is continuing to market the balance of its Real
Property. Such parcels will continue then be sold. It is
anticipated that the last parcel to sell may be a portion of 580
Lakewood Drive, Harrisburg, Pennsylvania, in which the Anginos are
currently residing.
A full-text copy of the Amended Plan dated November 15, 2024 is
available at https://urlcurt.com/u?l=13iIJQ from PacerMonitor.com
at no charge.
Counsel to the Debtor:
Robert E. Chernicoff, Esq.
CUNNINGHAM, CHERNICOFF & WARSHAWSKY, P.C.
P.O. Box 60457
Harrisburg, PA 17106-0457
Tel: (717) 238-6570
Fax: (717) 238-4809
About King Drive Corp.
King Drive Corp. in Harrisburg, PA, filed its voluntary petition
for Chapter 11 protection (Bankr. M.D. Pa. Case No. 23-02044) on
Sept. 8, 2023, listing $1 million to $10 million in assets and
$500,000 to $1 million in liabilities. Richard A. Angino,
president, signed the petition.
Judge Henry W. Van Eck oversees the case.
Cunningham, Chernicoff & Warshawsky PC serves as the Debtor's legal
counsel.
KL HOLDCO: U.S. Trustee Appoints Creditors' Committee
-----------------------------------------------------
The U.S. Trustee for Region 3 appointed an official committee to
represent unsecured creditors in the Chapter 11 cases of KL Holdco,
LLC and its affiliates.
The committee members are:
1. Mattel, Inc.
Attn: Allyson Taketa
333 Continental Blvd., TWR 15-1
El Segundo, CA 90245
Phone: 310-252-6931
Email: allyson.taketa@mattel.com
2. Majestic Entertainment Partners, LLC
Attn: David Simpson
37 Caswell Branch Rd.
Freeport, FL 32439
Phone: 904-571-5726
Email: david@gomepllc.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 KL Holdco
KL Holdco, LLC, a company and its affiliates filed Chapter 11
petition (Bankr. D. Del. Lead Case No. 24-12711) on December 3,
2024. At the time of the filing, KL Holdco reported up to $50,000
in assets and $10 million to $50 million in liabilities.
Judge Laurie Selber Silverstein oversees the cases.
Mark W. Eckard, Esq., at Raines Feldman Littrell, LLP is the
Debtor's legal counsel.
KOLOGIK LLC: Canseco Lawsuit v TSB Stays in District Court
----------------------------------------------------------
Judge Jane Triche Milazzo of the United States District Court for
the Eastern District of Louisiana denied the motion filed by TSB
Ventures, LLC to transfer the case captioned as JOSE CANSECO v. TSB
VENTURES, LLC et al., Case No. 24-1271 (E.D. La.), to the United
States Bankruptcy Court for the Middle District of Louisiana. This
matter is remanded for lack of subject matter jurisdiction.
Plaintiff Jose Canseco entered into a settlement agreement with
Defendants TSB Ventures, LLC; CA Recovery Master Fund, LLC; and
Worachote Soonthornsima, in which he alleges the parties agreed
that if the assets of another business -- Kologik, LLC -- sold for
more than $17.5 million then TSB would put $1.8 million of the
amount it received from that sale in escrow for the payment of an
incentive bonus to Plaintiff. The Multiparty Agreement also
incorporates the terms of another agreement, the Global Settlement
Agreement, between Plaintiff, Defendants, Kologik, and various
other parties. The GSA also provides for the setting aside of $1.8
million from the proceeds of the sale of Kologik in order to
satisfy Plaintiff's claim to an incentive bonus. Plaintiff alleges
that the bonus is part of a compensation package agreement that he
entered into with the majority owner of TSB to manage TSB and its
investments. The two allegedly agreed that Plaintiff would be paid
an exit bonus upon the successful exit of an investment made by TSB
during Plaintiff's tenure as a manager. Plaintiff is a 2% member of
TSB and its registered agent. TSB holds 51% of the membership
interests in Kologik.
Plaintiff filed this action in the 22nd Judicial District Court
seeking a declaratory judgment and writ of mandamus regarding his
entitlement pursuant to the Multiparty Agreement to proceeds from
TSB's collection of funds after the sale of Kologik. Just eight
days later, Kologik filed for Chapter 11 bankruptcy in the Middle
District of Louisiana. Defendant TSB then removed Plaintiff's
claims to this Court pursuant to its bankruptcy jurisdiction.
Now before the Court is Defendant TSB's Motion to Transfer this
matter to the Middle District of Louisiana pursuant to either 28
U.S.C. Secs. 1412 or 1404. Plaintiff opposes, arguing that this
Court does not have bankruptcy jurisdiction over his claim.
Defendant argues that this Court has bankruptcy jurisdiction over
Plaintiff's claim but contends the issue of jurisdiction should be
decided by the bankruptcy court in the Middle District of
Louisiana. In so arguing, Defendant cites to dissimilar cases
concerning abstention and core/non-core proceedings.
The Court notes it is well settled that the Court must first
determine whether a claim falls within the scope of bankruptcy
jurisdiction outlined in 28 U.S.C. Sec. 1334 before considering
whether the proceeding is core or non-core. A closer look at the
agreements at issue is warranted in considering whether Plaintiff's
claim is "related to" Kologik's bankruptcy.
Plaintiff maintains that his claim is not related to the Kologik
bankruptcy because, although it is contingent on TSB's receipt of
funds from the sale of Kologik, his claim is against TSB only.
Indeed, Plaintiff points out that if he does not prevail in this
suit, TSB will keep the amount at issue, not Kologik. And while
Kologik has listed Plaintiff as a possible unsecured creditor in
the bankruptcy, Plaintiff has not yet filed a proof of claim
because he maintains that the debt at issue is owed by TSB, not the
debtor Kologik. He argues that the amount collected by TSB from the
Kologik bankruptcy is a separate issue from the division of that
amount between him and TSB. He contends that the division of the
amount collected will have no effect on Kologik's bankruptcy
estate
Defendant, on the other hand, argues that Plaintiff's claim seeks a
portion of the bankruptcy estate. They argue that Plaintiff's claim
could conceivably have an effect on Kologik's bankruptcy estate in
three ways. First, they assert that the agreements do not make
clear whether the incentive bonus payment will come from Kologik or
TSB. This Court disagrees. The agreements make absolutely clear
that "payment of the $1.8 million Incentive Bonus shall be deemed a
payment by TSB," that "TSB shall put in escrow $1,800,000 of the
Kologik Sale proceeds TSB receives," and that "the Incentive Bonus
will be paid by TSB out of TSB's share of the proceeds of a Kologik
Sale."
Defendant also argues that Plaintiff's claim could give Plaintiff a
lien against the proceeds of the sale of Kologik's assets.
Defendant does not explain this contention. The agreements make
clear that Plaintiff's claim is to a portion of the amount that TSB
receives from the sale of Kologik, not for a portion of Kologik's
assets. The Court finds Defendant has not shown how the outcome of
this litigation would bind Kologik or "determine its rights,
liabilities, options or freedom of action." Defendant has not
carried their burden to show that this Court has subject matter
jurisdiction over Plaintiff's claims.
A copy of the Court's decision dated December 6, 2024, is available
at https://urlcurt.com/u?l=8c3nch
About Kologik LLC
Kologik, LLC, a company in Baton Rouge, La., creates software that
connects small and medium-sized law enforcement departments to the
information they need to keep officers and communities safe.
Kologik and its affiliates filed Chapter 11 petitions (Bankr. M.D.
La. Case No. 24-10311) on April 23, 2024. At the time of the
filing, Kologik reported up to $50,000 in assets and up to $10
million in liabilities.
Judge Michael A. Crawford presides over the cases.
The Debtors tapped Louis M. Phillips, Esq., at Kelley Hart & Pitre
as bankruptcy counsel and Wright, Moore, DeHart, Dupuis &
Hutchinson, LLC as tax accountants.
LA HACIENDA: Kimberly Husted Appointed as Chapter 11 Trustee
------------------------------------------------------------
Tracy Hope Davis, the U.S. Trustee for Region 17, appointed
Kimberly Husted as Chapter 11 trustee for La Hacienda Mobile
Estates, LLC.
The appointment was made pursuant to the order from the U.S.
Bankruptcy Court for the Eastern District of California.
The Chapter 11 trustee can be reached at:
Kimberly Husted
11230 Gold Express Drive, Ste 310-411
Gold River, CA 95670
Telephone: (916) 635-1939
E-mail: kh7trustee@gmail.com
About La Hacienda Mobile Estates
La Hacienda Mobile Estates, LLC is primarily engaged in renting and
leasing real estate properties.
La Hacienda filed Chapter 11 petition (Bank. D. Del. Case No.
24-10984) on May 9, 2024, with $1 million to $10 million in both
assets and liabilities. On June 7, 2024, the case was transferred
to the U.S. Bankruptcy Court for the Eastern District of California
and was assigned a new case number (Case No. 24-11967).
Judge Jennifer E. Niemann presides over the case.
The Debtor tapped Marshack Hays Wood, LLP as bankruptcy counsel and
Ashby & Geddes, P.A. as Delaware counsel.
LI-CYCLE HOLDINGS: To Assess Viability of New Hub Facility in Italy
-------------------------------------------------------------------
Li-Cycle Holdings Corp. announced that the Company and Glencore
International AG, a wholly-owned subsidiary of Glencore plc, a
leading producer, recycler and marketer of nickel and cobalt for
the production of lithium-ion batteries, are resuming their
collaboration to assess the technical and economic viability of
developing a new Hub facility in Portovesme, Italy, including a
concept and pre-feasibility study.
The study is expected to be led and funded by Glencore, with
Li-Cycle providing technical expertise and support. The project
would utilize infrastructure and equipment at Glencore's existing
Portovesme metallurgical complex in Sardinia, Italy and leverage
Li-Cycle's patented Spoke & Hub Technologies to produce critical
battery materials such as lithium, nickel and cobalt from recycled
battery content. The black mass processed at the Portovesme Hub
would be supplied from Glencore's commercial network and Li-Cycle's
Spoke recycling facility located near Magdeburg, Germany.
Once operational, the Portovesme Hub would be expected to support
the European battery supply chain by providing sustainable
post-processing recycling capacity. The Company believes that the
project would also support meeting EU minimum recycled content
requirements for new batteries and the EU recycling target of at
least 15% of strategic raw materials by 20301.
"We are pleased to continue our assessment and study of the
Portovesme Hub project with Glencore," said Ajay Kochhar,
Li-Cycle's President and CEO. "We believe the project has
significant potential and can address the lack of post-processing
recycling capacity in Europe needed for a localized closed-loop
battery supply chain and provide a sustainable secondary source of
critical battery materials. Separately, we remain focused on
securing a full funding package needed to restart construction at
our flagship Rochester Hub project and enable the first advance
under the finalized DOE loan facility."
Following the recently announced $475-million loan facility with
the U.S. Department of Energy, 2 a major milestone in the Company's
funding efforts for the Rochester Hub project, Li-Cycle remains
focused on securing the complete funding package required to
restart the Rochester Hub project's construction and satisfy
funding conditions for the first advance under the DOE Loan
Facility. Li-Cycle is also continuing efforts to strengthen its
Spoke business through optimization initiatives and improvements at
its core Generation 3 Spoke recycling facilities.
The closing of the DOE Loan Facility triggers an automatic
modification of the first tranche of the unsecured convertible
notes issued by the Company to Glencore on May 31, 2022, as amended
and restated on March 25, 2024. The modification, effective
December 9, 2024, will result in adjustments to the maturity date,
interest rate, and conversion price of the First A&R Glencore
Convertible Note, as well as introduce mandatory redemption
provisions and security interests, as described in the Company's
most recent Quarterly Report on Form 10-Q. The adjustment to the
conversion price of the First A&R Glencore Convertible Note is
expected to increase Glencore's beneficial ownership in the Company
on a pro forma, fully-diluted basis to approximately 66% as of
December 9, 2024.
About Li-Cycle Holdings Corp.
Li-Cycle Holdings Corp. is a Canada-based global lithium-ion
battery resource recovery company and pure-play lithium-ion battery
recycler.
Vaughan, Canada-based KPMG LLP, the Company's former auditor,
issued a "going concern" qualification in its report dated March
15, 2024, citing that the Company has suffered recurring losses
from operations since inception, continued cash outflows from
operating activities and paused its construction of the Rochester
Hub project, that raise substantial doubt about its ability to
continue as a going concern.
Li-Cycle reported a net loss of $138 million for the year ended
December 31, 2023, compared to net loss of $70.8 million for the
year ended December 31, 2022.
LINX OF LAKE MARY: Seeks Chapter 11 Bankruptcy Protection
---------------------------------------------------------
On December 13, 2024, Linx of Lake Mary LLC filed Chapter 11
protection in the Middle District of Florida. According to court
documents, the Debtor reports between $1 million and $10 million in
debt owed to 1 and 49 creditors. The petition states that funds
will be available to unsecured creditors.
About Linx of Lake Mary LLC
Linx of Lake Mary LLC is a limited liability company.
Linx of Lake Mary LLC sought relief under Subchapter V of Chapter
11 of the U.S. Bankruptcy Code (Bankr. M.D. Fla. Case No. 24-06781)
on December 13, 2024. In the petitin filed by Patrick Schneider, as
manager, the Debtor reports estimated assets and liabilities
between $1 million and $10 million each.
The case is overseen by Honorable Bankruptcy Judge Grace E.
Robson.
The Debtor is represented by:
Justin M. Luna, Esq.
LATHAM LUNA EDEN & BEAUDINE LLP
201 S. Orange Avenue
Suite 1400
Orlando, FL 32801
Tel: (407) 481-5800
Fax: (407) 481-5801
E-mail: jluna@lathamluna.com
LION ELECTRIC: Chapter 15 Case Summary
--------------------------------------
Lead Debtor: Lion Electric Manufacturing USA, Inc.
2915 Ogletown Road
Newark, Delaware 19713
Business Description: The Lion Electric Co. is an innovative
manufacturer of zero-emission vehicles. The
Company designs and manufactures all-
electric school buses and urban trucks.
Lion also designs, manufactures and
assembles many components of its vehicles,
including chassis, battery packs, cabin and
powertrain.
Foreign Proceeding: Proceeding under the Companies'
Creditors Arrangement Act, R.S.C. 1985,
c. C-36 (as amended) before the Superior
Court of Quebec (Commercial Division),
No. 700-11-022385-241
Chapter 15 Petition Date: December 18, 2024
Court: United States Bankruptcy Court
Northern District of Illinois
Eight affiliates that concurrently filed voluntary petitions for
relief under Chapter 15 of the Bankruptcy Code:
Debtor Case No.
------ --------
Lion Electric Manufacturing USA, Inc. 24-18897
The Lion Electric Company 24-18898
Lion Electric Holding USA Inc. 24-18899
The Lion Electric Co. USA Inc. 24-18900
Lion Electric Finance USA, Inc. 24-18901
Northern Genesis Acquisition Corp. 24-18902
Lion Electric Vehicle Finance Canada Inc. 24-18905
Lion Electric Finance Canada Inc. 24-18906
Judge: Hon. David D Cleary
Foreign Representative: The Lion Electric Company
921 chemin de la Riviere-du-Nord
Saint-Jerome, Quebec J7Y 5G2
Canada
By: Richard Coulombe, Chief
Financial Officer of The Lion Electric
Company
Foreign
Representative's
Counsel: Jonathan E. Aberman, Esq.
LOCKE LORD LLP
111 S Walker Drive, Suite 4100
Chicago IL 60606
Tel: (312) 443-0700
Email: jon.aberman@lockelord.com
Estimated Assets: Unknown
Estimated Debt: Unknown
A full-text copy of the Chapter 15 petition is available for free
at PacerMonitor.com at:
https://www.pacermonitor.com/view/WX6TR3A/Lion_Electric_Manufacturing_USA__ilnbke-24-18897__0001.0.pdf?mcid=tGE4TAMA
LION ELECTRIC: Seeks Protection From Creditors Under CCAA
---------------------------------------------------------
The Lion Electric Company, a leading manufacturer of all-electric
medium and heavy-duty urban vehicles, announced the expiry of the
previously announced covenant relief period under its senior
revolving credit agreement entered into with a syndicate of lenders
represented by National Bank of Canada, as administrative agent and
collateral agent, and including Bank of Montreal and Federation des
Caisses Desjardins du Quebec, as well as the maturity of the
Company's loan agreement entered into with Finalta Capital Fund,
L.P., as lender and administrative agent, and Caisse de depot et
placement du Quebec (through one of its subsidiaries), as lender.
The Company had previously announced on December 1, 2024 amendments
to the Revolving Credit Agreement and the Finalta CDPQ Loan
Agreement in order to extend the covenant relief period and the
maturity date of the Finalta CDPQ Loan Agreement to December 16,
2024, which provided the Company with additional time to continue
to actively evaluate potential alternatives relating to a
restructuring of its obligations, a sale of the business or certain
of its assets, strategic investments and/or any other alternatives.
As no such alternatives have materialized and no further
amendments, concessions or waivers have been obtained, the expiry
of the covenant relief period and re-introduction of the financial
covenants previously applicable under the Revolving Credit
Agreement as well as the maturity of the Finalta CDPQ Loan
Agreement on December 16, 2024 result in the Company being in
default pursuant to the terms of the Revolving Credit Agreement,
the Finalta CDPQ Loan Agreement and other debt instruments
providing for cross-default or cross acceleration provisions, and
in the Company's lenders having the ability to exercise their
rights and request immediate repayment of amounts borrowed by the
Company.
As a result of the foregoing, the Company is currently in
discussions with its senior lenders to obtain additional funds
pursuant to a new debtor-in-possession credit facility and expects
to seek creditor protection under the Companies' Creditors
Arrangement Act in order to restructure its business and financial
affairs and pursue a formal sales and investment solicitation
process in respect of the Company's business or assets.
Trading in the common shares and other listed securities of the
Company on the Toronto Stock Exchange and the New York Stock
Exchange has been halted and it is anticipated that the trading
thereof will continue to be halted until a review is undertaken by
the TSX and the NYSE regarding the suitability of the Company for
listing on the TSX and the NYSE.
ABOUT LION ELECTRIC
Lion Electric is an innovative manufacturer of zero-emission
vehicles, including all electric school buses. Lion is a North
American leader in electric transportation and designs, builds and
assembles many of its vehicles' components, including chassis,
battery packs, truck cabins and bus bodies.
Always actively seeking new and reliable technologies, Lion
vehicles have unique features that are specifically adapted to its
users and their everyday needs. Lion believes that transitioning to
all-electric vehicles will lead to major improvements in our
society, environment and overall quality of life. Lion shares are
traded on the New York Stock Exchange and the Toronto Stock
Exchange under the symbol LEV.
MAGNOLIA SENIOR LIVING: No Decline in Resident Care, PCO Says
-------------------------------------------------------------
Melanie McNeil, the court-appointed patient care ombudsman, filed
with the U.S. Bankruptcy Court for the Northern District of Georgia
her fourth report regarding the quality of patient care provided at
Magnolia Senior Living, LLC's long-term care facility.
The Ombudsman Representative (OR) for the Office of the State
Long-Term Care Ombudsman (OSLTCO) visited the facility on November
15. The resident census was 41. The OR visited with 30 residents,
administrator, nursing, direct care, housekeeping, dietary, and
maintenance staff. No complaints were made.
The OR did not see any family during the visit. The OR found the
administrator to be responsive. She said that the maintenance
director is working to repair the heating and cooling that were a
problem noted in the last report. OR noted no decline in resident
care.
The PCO concluded that she is not aware of any significant change
in facility conditions or decline in resident care for this
personal care home since the appointment.
A copy of the ombudsman report is available for free at
https://urlcurt.com/u?l=yON2z2 from PacerMonitor.com.
The ombudsman may be reached at:
Melanie S. McNeil
State Long-Term Care Ombudsman
Office of the State Long-Term Care Ombudsman Division
of Aging Services, Department of Human Services
47 Trinity Avenue, S.W., Room 1136
Atlanta, GA 30334
Tel: (404) 416-0211
About Magnolia Senior Living
Magnolia Senior Living, LLC is a Georgia limited liability company
which owns and operates an assisted living facility in Loganville,
GA.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. N.D. Ga. Case No. 24-52830) on March 19,
2024, with $1 million to $10 million in both assets and
liabilities. Zhicong Chen, authorized agent, signed the petition.
Judge Wendy L. Hagenau presides over the case.
Cameron M. McCord, Esq., at Jones & Walden, LLC represents the
Debtor as legal counsel.
Melanie S. McNeil was appointed as patient care ombudsman in the
Debtor's case.
MARINE ENVT'L: Motions to Exclude Expert Testimony Granted in Part
------------------------------------------------------------------
In the case captioned as Party Book Hill Park, LLC et al,
Plaintiff, v. Travelers Property Casualty Company, Defendant,
Civil. No. 18-1179 (GMM) (D.P.R.), Judge Gina R. Mendez-Miro of the
United States District Court for the District of Puerto Rico
granted in part the motions in limine filed by Travelers Property
Casualty Company of America's to exclude the expert testimony of
Robert Carter and Damon Hostetter.
This case arises from an insurance coverage dispute over the
sinking of the LONE STAR, a former pipe barge owned by Marine
Environmental Remediation Group, LLC (a subsidiary owned by MER
Group Puerto Rico, LLC. The insurer, Travelers Property Casualty
Company of America denied MER coverage for the incident based on
the parties' Protection and Indemnity Insurance Policy. On March 1,
2022, Book Hill purchased MER's claims against Defendant after MER
went bankrupt and, thereafter, became the plaintiff in this case.
Plaintiff designated Robert Carter as an expert in forensic
accounting, business valuation, and business lost profits. It also
designated Damon Hostetter as its expert in marine insurance
contract underwriting.
Travelers asserts that Mr. Carter's opinions are not within the
scope of his expertise, do not rest on a reliable foundation, and
are not relevant to the task at hand. Plaintiff argues to the
contrary, that Mr. Carter's expertise in the field and opinions
based on reliable evidence will be helpful and to the jury as the
trier of fact in making its damages determination. The issue before
the Court is, thus, whether Mr. Carter's testimony rested on
reliable foundation, such that would assist the trier of fact in
better understanding Book Hill's claims for damages as required by
Fed. R. Evid. 702.
The Court agrees that Mr. Carter does not require specific industry
experience to apply his "over 15 years of experience in disputes,
business valuation, consulting, expert witness services, forensic
accounting and fraud investigation services across numerous
industries" to analyze the damages potentially available to Book
Hill in this case. Plainly, Mr. Carter is qualified to analyze and
opine whether the damages would be reimbursable.
The Court finds that the expert's reliance on conversations with
MER executives regarding potentially reimbursable costs in addition
to the financial documentation provided by the same is a
sufficiently reliable basis upon which Mr. Carter could have formed
his estimates of Book Hill's damages. Thus, it now must determine
whether his opinions will help the trier of fact understand the
issue of damages. The Court finds that Mr. Carter's assessment of
damages is an exercise that will not be helpful to the jury because
it will be capable of conducting the exercise on its own. The Court
will not exclude Mr. Carter's expert testimony all together based
on Fed. R. Evid. 703.
The Court has also found that Mr. Carter's lost profits analysis
sufficiently reliable under Fed. R. Evid. 702 and cannot agree that
the probative value of his opinions is so prejudicial to Travelers
that it creates "a significant risk of the jury rendering a
decision based on an improper basis." It will grant Travelers'
Motion to Exclude Expert Carter with respect only to Mr. Carter's
opinions on damages other than lost profits.
Travelers argues that Mr. Hostetter "is expected to offer various
opinions on purely legal issues and other opinions for which he
offers no factual support or basis and for which he is not
qualified." Travelers points to nine separate statements in Mr.
Hostetter's expert report that it purports are impermissible legal
conclusions that would not assist the trier of fact and would
impinge on the role of the judge. Plaintiff argues to the contrary
on each issue including that Mr. Hostetter is a qualified expert,
his testimony will aid the jury, and his opinions are properly
founded and not purely stating legal conclusions.
The Court finds that Mr. Hostetter's "knowledge, skill, experience,
training, or education" in the marine insurance industry, and
specifically in marine insurance underwriting demonstrates that it
is more likely than not that his testimony will "help the trier of
fact to understand the evidence or to determine a fact in issue."
The Court agrees that the opportunity to depose Book Hill's expert
reduces the risk of harm to Travelers with respect to their ability
to prepare for trial. Furthermore, Travelers will have an
additional opportunity to test the credibility of Mr. Hostetter's
expert opinions before the jury and interrogate the underpinnings
of those opinions. As such, at this time, the Court does not find
it necessary to strike the statements from use at trial.
A copy of the Court's decision is available at
https://urlcurt.com/u?l=YUHp6c
About Marine Environmental
MER Group -- http://www.mergroupllc.com-- provides ship recycling
services at facilities in the United States and Europe. MER claims
to have pioneered an environmentally-sensitive process of
dismantling obsolete vessels that meets or exceeds all U.S. EPA,
OSHA, state and Commonwealth regulations.
Marine Environmental Remediation Group LLC and affiliate MER Group
Puerto Rico LLC filed voluntary petitions seeking relief under
Chapter 11 of the Bankruptcy Code (Bankr. D.N.J. Lead Case No.
19-18994) on May 1, 2019. In the petitions signed by Martin Vulaj,
CEO, the Debtors' estimated $1 million to $10 million in both
assets and liabilities. The case is assigned to Judge Vincent F.
Papalia. Jeffrey D. Vanacore, Esq., at Perkin Coie LLP, represents
the Debtors.
MATIV HOLDINGS: Moody's Cuts CFR to B2 & Senior Secured Debt to B1
------------------------------------------------------------------
Moody's Ratings downgraded Mativ Holdings, Inc.'s corporate family
rating to B2 from B1 and probability of default rating to B2-PD
from B1-PD. Concurrently, Moody's downgraded the rating of Mativ's
senior secured bank credit facility, consisting of the company's
term loans and revolving credit facility, to B1 from Ba3 and the
rating on its senior unsecured notes to Caa1 from B3. The outlook
remains stable. The SGL-3 speculative grade liquidity rating
remains unchanged.
The downgrades reflect Moody's view that the slower demand recovery
in Mativ's markets will drive weaker credit metrics into 2025 amid
continuing macroeconomic pressures. The company is facing volume
headwinds, particularly in the automotive and construction end
markets for its higher margin advanced films business, along with
competitive pressures and negative impacts from recent operational
inefficiencies at a key North American plant. These factors will
weigh on margins and cash flow, despite cost-out actions,
aftermarket revenue growth, new product introductions and realized
synergies from the 2022 merger with Neenah, Inc. As a result,
improvement in credit metrics will be delayed. Moody's expect
adjusted debt-to-EBITDA to remain near 6x over the next year.
Governance considerations, especially financial strategy and risk
management, are a key driver of the rating action. This is driven
primarily by the company's sustained high leverage, driven in part
by debt funded acquisitive growth. There is also growing execution
risk around the timing to derive benefits from the company's
acquisitions over the past few years, which have been slow to
materialize.
RATINGS RATIONALE
The B2 CFR reflects Mativ's high leverage and exposure to cyclical
and competitive markets as well as secular pressures in its fine
paper and printing business (nearly 20% of revenue). Additionally,
the company's sale of its tobacco paper business in December 2023
has resulted in the loss of a high margin business with solid cash
flow. This business helped to fund the growth of Mativ's specialty
materials industrial platform through acquisitions. Acquisitive
growth has contributed to the company's high leverage and will
remain core to its growth strategy. However, the company has
indicated it will continue to prioritize deleveraging, including
from debt reduction, to improve its financial flexibility. Mativ
has indicated it expects to reach its net leverage target of
2.5x-3.5x in 2026, delayed from its prior expected timing of 2025
amid continuing top line headwinds.
The rating also reflects the company's transition to specialty
materials markets with good longer term growth prospects. Moody's
expect Mativ to benefit from its expansion into more stable end
markets of filtration, healthcare and sustainable packaging.
Moody's also expect the company to continue right-sizing
manufacturing and managing costs in the face of volume pressures.
Moody's believe the company will remain focused on its
organizational realignment initiatives, with $20 million in run
rate cost reductions executed in 2024. Moody's expect these
factors as well as recent customer wins and key product growth
investments to support an improvement in credit metrics over the
next 12-18 months.
The stable outlook reflects Moody's expectation for credit metrics
to gradually strengthen, anchored by continued focus on cost and
pricing discipline. The company's lean initiatives, which include
simplification of operations and rationalization of facilities,
make it well positioned to benefit as demand gradually improves.
The stable outlook also assumes maintenance of adequate liquidity
and no near-term debt funded acquisitions.
The SGL-3 speculative grade liquidity rating reflects Moody's
expectation of adequate liquidity over the next 12-18 months. This
is based on the maintenance of an adequate cash balance, of which
the company had $162 million at September 30, 2024, as well as
Moody's expectation of positive free cash flow and ample revolver
availability. The $600 million senior secured revolving credit
facility, expiring in 2027, had approximately $301 million
available at September 30, 2024, net of drawn amounts and posted
letters of credit. Moody's anticipate the company will pay down
revolver borrowings periodically. However, revolver draws will
fluctuate with working capital. Moody's expect the company to
maintain compliance with its covenants under the credit agreement.
The company's $175 million accounts receivable securitization
facility expires in December 2025. This facility is highly
utilized, with the majority drawn as of September 30, 2024. Mativ
has no mandatory amortization payments.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
The ratings could be downgraded if Mativ fails to reduce leverage
or experiences declines in operating results, including inability
to improve EBITDA margin. Expectations of debt-to-EBITDA above 6x
beyond 2025 or EBITA-to-interest sustained below 1.5x could result
in a ratings downgrade. Deteriorating liquidity, including
sustained negative free cash flow or increased reliance on the
revolving credit facility, could also lead to a ratings downgrade.
The ratings could also be downgraded in the event of debt funded
acquisitions or shareholder returns that weaken the metrics or
liquidity.
The ratings could be upgraded with sustained organic growth and
material margin expansion. Consistent solid free cash flow boosted
by accelerating growth prospects in the company's specialty
materials markets could also support a ratings upgrade.
Expectations of free cash flow-to-debt sustained above 3% and
debt-to-EBITDA remaining below 5x while executing acquisitions
could also prompt a rating upgrade.
The principal methodology used in these ratings was Manufacturing
published in September 2021.
Mativ Holdings, Inc. (fka Schweitzer-Mauduit International, Inc.),
based in Alpharetta, Georgia, is a producer of specialty materials.
The company manufactures filtration media, resin-based nets and
advanced films through its Filtration and Advanced Materials (FAM)
segment. The company also produces release liners, tapes,
healthcare materials, and fine paper and packaging products through
its Sustainable and Adhesive Solutions (SAS) segment. Revenue
approximated $2 billion for the twelve months ended September 30,
2024.
MBMG HOLDING: PCO Reports No Change in Patient Care Quality
-----------------------------------------------------------
Suzanne Richards, the court-appointed patient care ombudsman, filed
with the U.S. Bankruptcy Court for the Southern District of Florida
her first report regarding the quality of patient care provided by
MBMG Holdings, LLC and affiliates.
The healthcare providers operate 25 clinics which provide medical
services in a clinical setting. The clinics are in counties of
Miami Dade, Broward, Palm Beach, Polk, Hillsborough, Pinellas,
Pasco, and Orange Counties. A corporate office is maintained in
Miami Dade. The corporate offices house operations, finance, and
marketing activities.
It was estimated by the Senior Vice President of Medical Management
that the current census is about 17,000 Medicare members, 17,000
Medicaid members and 6,000 pediatric patients. Patient service
volumes during this reporting period remained consistent throughout
the clinic sites. There are an estimated 300 clients in complexed
case management.
The PCO observed that staffing remained consistent during this
reporting period. Staffing has remained unchanged since the filing
of the bankruptcy as reported by during staff interviews and in
some cases, there was an increase in staffing. The healthcare
providers are continually reviewing staffing needs and making
appropriate changes to meet the needs of their patients.
During the onsite visit the PCO experienced a very high level of
cooperation and willingness work with the PCO in the discharge of
the related responsibilities. All staff and providers interviewed
were both engaging and interested in meeting the clinical demands
of their clients. Several providers and staff members were
interviewed and comments received were "business as usual", "no
significant changes" and continued ability to render high quality
care to patients.
The PCO requested complaint reviews and found very little
complaints were discovered. The PCO did not note any change in the
care during the is reporting period. The PCO believes the patients
were and are receiving appropriate levels of care based on their
individual circumstance. There does not appear to be any changes
(decrease) in the levels of care as result of the bankruptcy.
The PCO did not note any issues that have resulted in a change in
the quality of the care as a result of their pending bankruptcy.
The healthcare providers continue to provider car in the manner
consistent with that prior to the current proceeding. Staffing
levels and competency have remained consistent. The healthcare
providers appear to strive to meet the needs of their clients.
A copy of the ombudsman report is available for free at
https://urlcurt.com/u?l=u0iPSZ from Epiq Corporate Restructuring,
LLC, claims agent.
The ombudsman may be reached at:
Suzanne Richards
4525 Dean Martin Drive, Unit 2308,
Las Vegas, Nevada 89103
Phone: 714-290-6226
Email: suzanne@smrhealth.com
About MBMG Holding
MBMG Holding, LLC and its affiliates are an independent primary
care and integrated physician group focused on value-based,
multi-specialty healthcare services. The Debtors deliver health and
wellness services to approximately 35,000 patients across 26
primary care centers in Florida, with half of those centers being
in Miami-Dade County. In addition to primary care services, the
Debtors provide several in-house and ancillary support services to
patients, including dental, vision, in-home, telehealth, case
management, podiatry, chiropractic, pain management, lab, x-ray,
and transportation services, and operate wellness centers that
provide meal support and social activities.
MBMG Holding and its affiliates commenced voluntary Chapter 11
proceedings (Bankr. S.D. Fla. Lead Case No. 24-20576) on Oct. 13,
2024. Nicholas K. Campbell, chief restructuring officer, signed the
petitions.
At the time of the filing, MBMG Holding disclosed up to $50,000 in
assets and up to $500 million in liabilities.
Judge Corali Lopez-Castro oversees the cases.
The Debtors tapped Berger Singerman LLP as legal counsel; Meru, LLC
as restructuring advisor; and Oppenheimer & Co. Inc. as investment
banker. Epiq Corporate Restructuring, LLC is the claims agent.
Suzanne Richards is the patient care ombudsman appointed in the
cases.
MCMULLEN BRAND: Unsecureds to Get 15.39 Cents on Dollar in Plan
---------------------------------------------------------------
The McMullen Brand, Inc. filed with the U.S. Bankruptcy Court for
the Northern District of California a Small Business Plan of
Reorganization under Subchapter V dated November 18, 2024.
The McMullen Brand, Inc., formerly known as McMullen Management II,
Inc., is an all-inclusive concept shop for luxury fashion featuring
emerging and established designers from around the world.
The Debtor currently operates two physical retail stores and
conducts online sales through its website, shopmcmullen.com, and
its associated social media accounts. Its flagship store is located
at 2257 Broadway in Oakland, California. It operates a second store
located at 3687 Sacramento Street in San Francisco, California,
which serves as a physical retail store and storage facility, and
also supports the Debtor's e-commerce operations.
The primary force motivating the Debtor's bankruptcy filing was a
lawsuit filed by Banna Girmay, a former employee of the Debtor. Ms.
Girmay was employed by the Debtor for approximately five months at
an annual salary of $65,000, and her employment was terminated due
to a failure to fulfill her job duties. Despite this, she sued the
Debtor for $3.2 million based on alleged employment
discrimination.
The Debtor has general unsecured debts. The largest two debts are
those asserted by Ms. Girmay in her employment lawsuit and those
owed to Perkins Coie in its representation of the Debtor in state
court. The remainder of the unsecured debts generally consist of
business credit card debt and vendor debt in an approximate amount
of $600,000.
The Debtor's financial projections show that the Debtor will have
projected disposable income of $150,000. The final Plan payment is
expected to be paid 120 months after the Effective Date.
This Plan of Reorganization proposes to pay creditors from the
Debtor's ongoing operations, including one or more sales of the Old
Inventory.
Non-priority unsecured creditors holding allowed claims will
receive distributions, which the proponent of this Plan has valued
at approximately 15.39 cents on the dollar. This Plan also provides
for the payment of secured, administrative, and priority claims.
Class 3(a) consists of Non-priority unsecured creditors other than
Banna Girmay. Class 3(a) claims total $974,611.15. The holders of
Class 3(a) claims shall receive a pro rata share of the sum of
$150,000 (the "Class 3(a) Pot"). Beginning on February 1, 2025, the
Debtor will make twelve quarterly payments of $12,500 to the Class
3(a) Pot. This Class is impaired.
Class 3(b) consists of Non-priority unsecured claim of Banna
Girmay. Banna Girmay asserts a claim of $3.2 million arising out of
alleged employment discrimination. Claim 10. The Debtor disputes
Ms. Girmay's claim. Ms. Girmay has the option to select one of two
treatments for her claim, which selection must be made prior to or
at the time of the deadline for voting on the Plan. If no selection
is made, then the first option shall be the default choice.
* Option 1: Prove-up and inclusion in Class 3(a). The Debtor
will object to Ms. Girmay's claim on various grounds. If Ms. Girmay
establishes an allowed claim following a prove-up hearing before
the Bankruptcy Court, it will be converted to a Class 3(a) claim
and entitled to pro rata recovery from the Class 3(a) Pot.
* Option 2: Payment of $75,000. The Debtor will pay $75,000 to
Ms. Girmay over five years. Beginning on January 1, 2025, the
Debtor will make twenty quarterly payments of $3,750, which will be
made in full satisfaction of Ms. Girmay's claim against the
Debtor.
Class 4 consists of Equity security holders of the Debtor. Equity
holders will not receive any economic recovery under the Plan but
shall retain their equity interests in the company. Their treatment
shall comply with Section 1124 of the Code.
The Plan will be funded from the Debtor's ongoing operations,
including one or more sales of the Old Inventory. As evidenced in
the projected budget attached to this Plan, the Debtor will operate
profitability and be able to make the payments.
A full-text copy of the Plan of Reorganization dated November 18,
2024 is available at https://urlcurt.com/u?l=yWxGlU from
PacerMonitor.com at no charge.
Counsel to the Debtor:
Ryan A. Witthans
Stephen D. Finestone
Finestone Hayes LLP
456 Montgomery Street, Suite 1300
San Francisco, CA 94104
Tel: (415) 481-5481
Fax: (415) 398-2820
Email: rwitthans@fhlawllp.com
sfinestone@fhlawllp.com
About The McMullen Brand
The McMullen Brand, Inc. is an all-inclusive concept shop for
luxury fashion.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. N.D. Calif. Case No. 24-41259) on August
20, 2024, with $500,001 to $1 million in assets and $1 million to
$10 million in liabilities.
Judge Charles Novack presides over the case.
Ryan A. Witthans, Esq., at Finestone Hayes, LLP represents the
Debtor as legal counsel.
MERCURITY FINTECH: H1 2024 GAAP Net Loss Increases to $3.83M
------------------------------------------------------------
Mercurity Fintech Holding Inc. announced its unaudited financial
results for the six months ended June 30, 2024.
First Half 2024 Financial
and Operating Highlights
* GAAP revenue - First half 2024 GAAP revenues of USD$517,177,
compared to revenues of USD$246,242 in first half 2023, reflecting
an increase of 110.03% in GAAP revenue and demonstrating the
Company's enhanced profitability and diversified revenue stream for
the six months ended June 30, 2024.
* GAAP gross loss - First half 2024 GAAP gross loss of
USD$276,444, compared to gross loss of USD$447,178 in first half
2023, reflecting a decrease of 38.18% in GAAP gross loss.
* GAAP net loss - First half 2024 GAAP net loss of
USD$3,834,465, compared to net loss of USD$2,578,541 in first half
2023, reflecting an increase of 48.71% in GAAP net loss.
Going Concern
The Company had an accumulated deficit of approximately $680
million as of June 30, 2024 and had a net loss of approximately
$3.8 million for the six months ended June 30, 2024. In connection
with the Company's assessment of going concern considerations in
accordance with Financial Accounting Standard Board's Accounting
Standards Update 2014-15. "Disclosures of Uncertainties about an
Entity's Ability to Continue as a Going Concern", the Company has
incurred recurring operating losses and negative cash flows from
operating activities and has an accumulated deficit, management has
determined that these conditions raise substantial doubt about the
Company's ability to continue as a going concern.
With the restructuring of the board and management in the second
half of 2022, the Company secured new financing and clarified new
business plans. The Company received US$3.15 million, US$5 million
and US$5 million from three PIPEs in November 2022, December 2022
and January 2023 and then received US$9 million from an unsecured
convertible promissory note issued in February 2023. The Company
received US$6 million from another PIPE in December 2023.
In 2023, the Company adjusted and optimized its business structure.
The Company decided to slow down the expansion speed of high-risk
cryptocurrency related businesses and sought to make good progress
in new business areas.
A full-text copy of the Company's report filed on Form 8-K with the
Securities and Exchange Commission is available at:
https://tinyurl.com/48tr5nzp
About Mercurity
Formerly known as JMU Limited, Mercurity Fintech Holding Inc. is a
digital fintech company with subsidiaries specializing in
distributed computing and digital consultation across North America
and the Asia-Pacific region and is in the process of applying for
FINRA approval to add brokerage services to its business. The
Company's focus is on delivering innovative financial solutions
while adhering to principles of compliance, professionalism, and
operational efficiency. The Company's aim is to contribute to the
evolution of digital finance by providing secure and innovative
financial services to individuals and businesses.
Singapore-based Onestop Assurance PAC, the Company's auditor since
2023, issued a "going concern" qualification in its report dated
April 22, 2024, citing that the Company has incurred recurring
operating losses and negative cash flows from operating activities
and has an accumulated deficit, which raise substantial doubt about
its ability to continue as a going concern.
Mercurity reported a net loss of $9.36 million for the year ended
Dec. 31, 2023, compared to a net loss of $5.63 million for the year
ended Dec. 31, 2022. As of Dec. 31, 2023, the Company had $30.39
million in total assets, $12.56 million in total liabilities, and
$17.83 million in total shareholders' equity.
MIDWEST M & D: To Sell Wheel Loader to Mack's Twin for $105,000
---------------------------------------------------------------
Midwest M & D Services Inc., seeks permission from the U.S.
Bankruptcy Court for the Central District of Illinois, Peoria
Division, to sell surplus equipment.
The Debtor's surplus equipment is no longer necessary for its
operations, specifically a Caterpillar 930K Wheel Loader S/N:
RHN03832.
The Debtor receives a purchase offer from Mack's Twin City
Recycling for the Wheel Loader with the purchase price of
$105,000.00.
The Debtor asserts that the amount offered is a fair market rate
offer, and requests authority for the sale through this motion.
The Debtor and the buyer seek releases of lien from secured claim
holders, Sauk Valley Bank and Caterpillar Financial Services
Corporation.
The gross proceeds of the Property will be paid to the Subchapter V
Trustee with Cat Financial in the amount of $32,436.24, Sauk Valley
Bank for $67,553.76, and Rafool & Bourne, P.C. for $5,010.00.
About Midwest M & D Services Inc.
Midwest M & D Services, Inc. filed its voluntary petition for
relief under Chapter 11 of the Bankruptcy Code (Bankr. C.D. Ill.
Case No. 20-81102) on Nov. 2, 2020. At the time of the filing, the
Debtor estimated $100,001 to $500,000 in assets and $500,001 to $1
million in liabilities.
Judge Peter W. Henderson oversees the case.
The Debtor tapped Sumner A. Bourne, Esq., at Rafool & Bourne, PC as
legal counsel and CliftonLarsonAllen LLP as accountant.
MONTE K. WEEDEN: Employers Mutual Case Stayed
---------------------------------------------
Judge Susan P. Watters of the United States District Court for the
District of Montana issued an amended order in the case captioned
as EMPLOYERS MUTUAL CASUALTY COMPANY, an Iowa corporation,
Plaintiff, v. MK WEEDEN CONSTRUCTION, INC., a Montana corporation;
MK EQUIPMENT CO., LLC, a Montana limited liability company; WEEDEN
CONSTRUCTION, LLC, a Montana limited liability company; MONTE K.
WEEDEN, individually, and JULIE A. WEEDEN,, individually,
Defendants, Case No. 24-cv-00112-SPW (D. Mont.).
On October 31, 2024, Defendants MK Weeden Construction Inc., MK
Equipment Co., LLC, Weeden Construction, LLC, and Julie A. Weeden
agreed to principal settlement terms with Plaintiff, Employers
Mutual Casualty Company. Plaintiff did not agree to principal
settlement terms with Monte K. Weeden as the proceedings against
him are stayed pursuant to Chapter 11 of the United States
Bankruptcy Code.
Accordingly, this Court ordered the parties to file a stipulation
to dismiss Defendants and further held Plaintiff's Motion for
Temporary Restraining Order in abeyance. However, pursuant to the
parties' request, this Court no longer requires the parties to file
a stipulation to dismiss or a proposed order dismissing Defendants.
Further, the Court will no longer hold Plaintiffs Motion for
Temporary Restraining Order in abeyance.
Accordingly, the Court's Order is amended to the following:
1. Further proceedings and deadlines are stayed as to Defendants
MK Weeden Construction Inc., MK Equipment Co., LLC, Weeden
Construction, LLC, and Julie A. Weeden pending Defendants'
compliance with their obligations within the Settlement Agreement.
2. The Plaintiff's Motion for Temporary Restraining Order is
stayed pending Defendants' compliance with their obligations within
the Settlement Agreement.
A copy of the Court's decision is available at
https://urlcurt.com/u?l=Z85K3i
MONTICELLO CONSTRUCTION: Seeks to Sell Residential Lots in Auction
------------------------------------------------------------------
Monticello Construction & Real Estate LLC seeks permission from the
U.S. Bankruptcy Court for the Southern District of Mississippi, to
sell its Property, free and clear of liens, claims, and interests.
The Debtor's Property that will be sold in an auction is comprised
of residential lot that will be sold in individual lots or a
combination of lots as determined by the Debtor.
The Debtor seeks approval of bidding procedures, scheduling an
auction, and sale hearing.
The auction of the Lots is scheduled on January 8, 2024, at the
Thad Cochran U.S. Courthouse, Bankruptcy Courtroom 4C, 501 East
Court Street, in Jackson, Mississippi, at 10:30 a.m. (Central
Time).
Objections of the motion must be filed in writing with the Clerk of
the Court, Mr. Danny L. Miller, the Clerk of the U.S. Bankruptcy
Court, Southern District of Mississippi, Thad Cochra U.S.
Courthouse, 501 East Court Street, Suite 2,300, Jackson, MS 39201
on January 6, 2025 at 5:00 p.m.
All interested bidders who desire to extend an offer for the Lots
will be afforded that opportunity by submitting a qualified bid by
the bid deadline on January 6, 2025 at 5:00 p.m.
The Debtor asserts that the sale of the Lots as contemplated will
maximize the value of the estate.
About Monticello Construction & Real Estate LLC
Monticello Construction & Real Estate, LLC, sought protection under
Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Miss. Case No.
24-00872) on April 10, 2024, with up to $10 million in both assets
and liabilities. Moe Chowdhury, managing member, signed the
petition.
Judge Jamie A. Wilson oversees the case.
The Law Offices of Craig M. Geno, PLLC, is the Debtor's legal
counsel.
MOTIVA PERFORMANCE: Ruling Affirmed in Ferguson, et al. Case
------------------------------------------------------------
In the case captioned as PHILIP MONTOYA, as Chapter 7 Trustee for
Motiva Performance Engineering, LLC, Plaintiff - Appellee, v.
WILLIAM S. FERGUSON; DEALERBANK FINANCIAL SERVICES, LTD; ARMAGEDDON
TOOL & DIE, LTD., Defendants - Appellants, and DAVID ROCHAU;
ARMAGEDDON HIGH PERFORMANCE SOLUTIONS, LLC; AVATAR RECOVERIES, LLC,
Defendants, No. 24-2028 (10th Cir.), Judge Timothy M. Tymkovich of
the United States Court of Appeals for the Tenth Circuit affirmed
the judgment of the United States Bankruptcy Court for the District
of New Mexico in favor of the bankruptcy trustee.
Appellant William Ferguson, an attorney and car enthusiast, formed
debtor Motiva Performance Engineering, LLC, to pursue several
automotive related business ideas and to allow Mr. Ferguson to
purchase cars for his own use without having to pay state excise
tax. After losing a significant amount of money and being sued by a
disgruntled customer, Motiva filed for bankruptcy. Before Motiva
did so, however, it transferred vehicles it owned to Mr. Ferguson
or to other entities he controlled. Motiva also transferred certain
of its assets to another entity controlled by Mr. Ferguson.
The bankruptcy trustee filed an adversary proceeding against Mr.
Ferguson and his related entities asserting claims for turnover,
voidable transfers, breach of fiduciary duty, alter ego/veil
piercing, and disallowance of claims. Following a trial on the
merits, the bankruptcy court found in favor of the Trustee on most
of those claims.
Mr. Ferguson and two of his entities appealed to the Bankruptcy
Appellate Panel. The BAP affirmed the bankruptcy court's judgment.
Appellants now appeal to the Tenth Circuit.
Exercising jurisdiction under 28 U.S.C. Secs. 158(d)(1) & 1291, the
Tenth Circuit likewise affirms the judgment of the bankruptcy
court.
Appellants argue that the BAP and the bankruptcy court erred in
resolving issues related to the ownership of the vehicles in favor
of the Trustee. The Tenth Circuit disagrees.
The bankruptcy court concluded that the vehicles titled in Motiva's
name "were transferred with the actual intent to hinder, delay, or
defraud creditors." The BAP, in affirming the bankruptcy court's
decision, concluded it relied on a proper application of the
principles underlying the doctrine of quasi-estoppel and thus did
not err in determining Motiva owned the vehicles.
Defendants also seek to challenge the bankruptcy court's decision
to pierce the corporate veil and find Mr. Ferguson liable for
Motiva's debts. The problem for defendants, however, is the BAP
found that defendants "did not challenge the veil-piercing
determination as an issue on appeal [to the BAP] or in their
statement of issues in the opening brief" and did not "adequately
brief the issue in their opening brief." Consequently, the BAP
concluded defendants "waived this argument.
Finally, Mr. Ferguson challenges the bankruptcy court's findings
and conclusions regarding the Trustee's breach of fiduciary duty
claim. That claim related to Mr. Ferguson's handling of the turbo
project assets. The Trustee claimed that Motiva owned the tangible
and intangible project assets and should have been compensated when
those assets were assigned to AHPS. The bankruptcy court ultimately
agreed with the Trustee and based its conclusion on Mr. "Ferguson's
tax treatment of the [turbo] project expenses." Like the BAP, the
Tenth Circuit concludes the bankruptcy court did not clearly err in
finding that Motiva owned the turbo project at the time Mr.
Ferguson transferred it to AHPS.
Mr. Ferguson also argues that the bankruptcy court adopted an
unreasonable measure of damages for the breach of fiduciary duty
claim. More specifically, he argues that the bankruptcy court sua
sponte relied on "the $575,082 reported as losses related to
research and experimentation expenses for the turbo-charging
project" instead of relying on the commonly used business or asset
valuation methods. Defendants presented no evidence regarding the
value of the turbo project at the time of its transfer to AHPS. In
light of this record, the Tenth Circuit agrees with the BAP that
the bankruptcy court's compensatory damage award was supported by
substantial evidence.
A copy of the Court's decision dated December 4, 2024, is available
at https://urlcurt.com/u?l=q6Klwr
About Motiva Performance Engineering
Motiva Performance Engineering, LLC, owned and operated an
automotive performance, repair and dynamometer facility in
Albuquerque, New Mexico.
Motiva Performance filed for Chapter 11 bankruptcy (Bankr. D.N.M.
Case No. 19-12539) on Nov. 1, 2019. In the petition signed by
David Rochau, authorized representative, the Debtor was estimated
to have $100,000 to $500,000 in assets and $1 million to $10
million in liabilities. The Hon. David T. Thuma oversees the case.
Lawyers at Walker & Associates, P.C., served as counsel to the
Debtor.
Motiva's case was converted from Chapter 11 to Chapter 7 on
April 15, 2020. Philip Montoya was appointed the Chapter 7
trustee.
MT. AIRY ONE: Samantha Brumbaugh Named Subchapter V Trustee
-----------------------------------------------------------
The U.S. Bankruptcy Administrator for the Middle District of North
Carolina appointed Samantha Brumbaugh as Subchapter V trustee for
Mt. Airy One, LLC.
Ms. Brumbaugh will be paid an hourly fee of $375 for her services
as Subchapter V trustee and will be reimbursed for work-related
expenses incurred.
Ms. Brumbaugh declared that she is a disinterested person according
to Section 101(14) of the Bankruptcy Code.
About Mt. Airy One LLC
Mt. Airy One, LLC sought relief under Subchapter V of Chapter 11 of
the U.S. Bankruptcy Code (Bankr. M.D.N.C. Case No. 24-80270) on
November 27, 2024. In the petition filed by Anthony Dilweg, as
manager, the Debtor reports estimated assets between $100,000 and
$500,000 and estimated liabilities between $1 million and $10
million.
The Debtor is represented by:
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
NJ MOBILE: Court OKs Ambulance Sale to Specialty Hearse for $60,000
-------------------------------------------------------------------
NJ Mobile Health Care LLC received the green light from the U.S.
Bankruptcy Court for the District of New Jersey to sell its
ambulance, free and clear of all liens, claims, encumbrances.
The Debtor is authorized to sell the 2018 Ford Transit 250 Type II
Ambulance with Vin No. 1FDYR2CM3JKB40807 to Specialty Hearse &
Ambulance Sales Corp. for the purchase price of $60,000.00.
The Court ordered that upon consummation of the transaction
contemplated by the agreement, the Ambulance shall be transferred
to the Purchaser free and clear of all liens, claims and
encumbrances, and any and all creditors, governmental, tax, and
regulatory authorities holding any and all claims or liens in, on
or against the Ambulance.
The Court held that prior to the closing of the sale, the Debtor
shall request an updated payoff quote from secured lienholder,
United Leasing Inc. d/b/a Access Commercial Capital.
After the closing of the sale on the Ambulance, the Debtor will
remit the amount necessary to satisfy the Updated Payoff Quote
provided by United from the sale proceeds, in full and final
satisfaction of its claim.
About NJ Mobile Health Care LLC
New Jersey Mobile HealthCare, LLC, a company in Mahwah, N.J.,
provides compliance-focused, state-of the-art emergency medical
services (EMS) and ambulance transportation services.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. D.N.J. Case No. 24-16239) on June 20, 2024,
with $1 million to $10 million in both assets and liabilities.
Louis V. Greco III, manager, signed the petition.
Judge John K. Sherwood presides over the case.
Tracy L. Klestadt, Esq. at Klestadt Winters Jureller Southard &
Stevens, LLP, represents the Debtor as legal counsel.
Joseph J. Tomaino is the patient care ombudsman appointed in the
Debtor's case.
NORTHVOLT AB: Ava Investors Steps Down as Committee Member
----------------------------------------------------------
The U.S. Trustee for Region 7 disclosed in a court filing the
resignation of Ava Investors, SA from the official committee of
unsecured creditors in the Chapter 11 cases of Northvolt AB and its
affiliates.
The Creditors' Committee is now composed of:
1. Kataoka Corporation
140 Tsukiyama-cho,
Kuze, Minami-ky, Kyoto
Representative: Norio Nishi
Email: nishi@kataoka-ss.co.jp
Phone: +81-75-933-1101
2. LF Co., LTD
11, Igokdong-Ro, Dalseo-Gu,
Daegu, Republic of Korea, 42620
Representative: Chaewon Evelyn Lee
Email: lchaew@landf.co.kr
Phone: +82.10.6454.3379
3. PCS Holding AG
Schulstrasse 4 I CH-8500
Frauenfeld, Switzerland
Representative: Bettina Iseli
Email: bettina.iseli@pcs-holding.ch
Phone: +41 52 723 36 14
4. Easpring Technology LTD
No. 155 Jincheng Avenue, Jintan District,
Changzhou City
Representative: Hu Li
Email: huli@easpring.com
Phone: +86 15201610565
5. RJ & Collab GmbH
Gostritzer Str. 65 01217
Dresden, Germany
Representative: Sung Yong EUM
Email: young-eum@rjncollab.com
Phone: + 49 152 2407 6110
6. IMCO Global Public Equity Subco LP
16 York Street, Suite 2400,
Toronto, Ontario, Canada
M5J 0E6
Representative: Andrew Beamer
Email: andrew.beamer@imcoinvest.com
Phone: 416-408-4626
About Northvolt AB
Northvolt AB was established in 2016 in Stockholm, Sweden.
Pioneering a sustainable model for battery manufacturing, the
company has received orders from several leading automotive
companies. The company is currently delivering batteries from its
first gigafactory, Northvolt Ett, in Skelleftea, Sweden and from
its R&D and industrialization campus, Northvolt Labs, in Vasteras,
Sweden.
On Nov. 21, 2024, Northvolt AB and eight affiliated debtors filed
voluntary petitions for relief under Chapter 11 of the United
States Bankruptcy Code (Bankr. S.D. Tex. Case No. 24-90577).
The cases are before the Honorable Alfredo R. Perez.
Northvolt is being advised by Teneo as its restructuring and
communications advisor. Kirkland & Ellis LLP, A&O Shearman and
Mannheimer Swartling Advokatbyrå AB are serving as legal counsel.
The company has also engaged Rothschild & Co to run its marketing
process. Stretto 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.
NP HAMPTON RIDGE: Seeks Bankruptcy Protection in California
-----------------------------------------------------------
On December 11, 2024, NP Hampton Ridge LLC filed Chapter 11
protection in the Central District of California. According to
court filing, the Debtor reports between $1 million and $10 million
in debt owed to 1 and 49 creditors. The petition states funds will
be available to unsecured creditors.
About NP Hampton Ridge LLC
NP Hampton Ridge LLC is a Single Asset Real Estate debtor (as
defined in 11 U.S.C. Section 101 (51B)).
NP Hampton Ridge LLC sought relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. C.D. Cal. Case No. 24-13160)on December 11,
2024. In the petition filed by Patrick Nelson, as manager, the
Debtor reports estimated assets and liabilities between $1 million
and $10 million each.
The case is overseen by Honorable Bankruptcy Judge Theodor Albert.
The Debtor is represented by:
Haroon Manjlai, Esq.
Masood Khan, Esq.
KHAN LAW GROUP, LC
9431 Haven Ave., Suite 100
Rancho Cucamonga CA 91730
Tel: 951-268-4384
E-mail: mk@khanlegal.com
NU STYLE LANDSCAPE: Appointment of Examiner Sought
--------------------------------------------------
The Unsecured Creditors' Committee has filed a motion to appoint an
examiner in the Chapter 11 case on Nu Style Landscape &
Development, LLC.
The Committee's request for appointment of an Examiner without the
need for an evidentiary hearing is based on the Debtor's filed
Disclosure Statement which sets forth amounts of unsecured debts in
excess of the $5 million required for the mandatory appointment of
an examiner.
The Committee explains that the Debtor's Plan is premised on paying
unsecured creditors over five years a total of approximately
$1,777,036.00. Yet, the Debtor's insiders will collectively receive
over $2.6 million in salaries plus benefits.
The Committee claims that while the Debtor and its financial
advisor have made great strides in reducing the priority claim of
the IRS, such priority claim was incurred because the Debtor's
insiders failed to timely and fully pay all employee wage
withholding taxes, timely file all wage withholding returns and
insure their vendors, if any, did so on their behalf. Yet, none of
the Debtor's insiders are bearing the burden of their pre-petition
mismanagement.
The Committee cites that the Debtor continues to report significant
amounts of pre-petition accounts receivable in its Monthly
Operating Reports and Schedules. Yet, little, if any, action has
been commenced to collect such amounts or if uncollectible, to
abandon such claims.
The Committee asserts that the appointment of an examiner in this
Case offers absolutely no downside and can help make certain the
Debtor, including the insiders, complies with their duties under
the Bankruptcy Code.
The Committee further asserts that the Examiner should be appointed
to, on a regular basis, but no less than monthly, inspect and
report to the Court concerning the health and welfare of the
Debtor's operations and finances including, but not limited to, the
adequacy of the Debtor's record-keeping and accounting.
Attorneys for the Committee:
BUECHLER LAW OFFICE, L.L.C.
K. Jamie Buechler, Esq.
999 18th Street, Suite 1230-S
Denver, Colorado 80202
Tel: 720-381-0045
Fax: 720-381-0382
Email: Jamie@KJBlawoffice.com
About NU Style Landscape & Development
Nu Style Landscape & Development, LLC, a company in Denver, Colo.,
filed Chapter 11 petition (Bankr. D. Colo. Case No. 23-14475) on
Oct. 2, 2023, with $1 million to $10 million in both assets and
liabilities. Michael Moilanen, managing member, signed the
petition.
Judge Thomas B. McNamara oversees the case.
Allen Vellone Wolf Helfrich & Factor, PC, serves as the Debtor's
legal counsel.
NW CUSTOM AIRCRAFT: Commences Subchapter V Bankruptcy Proceeding
----------------------------------------------------------------
On December 13, 2024, NW Custom Aircraft Hangars LLC filed Chapter
11 protection in the Western District of Washington. According to
court filing, the Debtor reports $1,549,542 in debt owed to 1 and
49 creditors. The petition states funds will be available to
unsecured creditors.
About NW Custom Aircraft Hangars LLC
NW Custom Aircraft Hangars LLC owns an airplane hangar located on
leased land owned by Arlington Municipal Airport at 19321 59th
Ave., NE Arlington WA 98223. The current value of the Debtor's
interest on the Property is $1.9 million.
NW Custom Aircraft Hangars LLC sought relief under Subchapter V of
Chapter 11 of the U.S. Bankruptcy Code (Bankr. W.D. Wash. Case No.
24-13188) on December 13, 2024. In the petition filed by Duane
Wilcoxon, as managing sole member, the Debtor reports total assets
of $1,903,500 and total liabilities of $1,549,542.
The case is overseen by Honorable Bankruptcy Judge Timothy W.
Dore.
The Debtor is represented by:
Thomas D. Neeleman, Esq.
NEELEMAN LAW GROUP, P.C.
1403 8th Street
Marysville, WA 98270
Tel: (425) 212-4800
Fax: (425) 212-4802
E-mail: courtmail@expresslaw.com
OAKLAND PHYSICIANS: U.S. Trustee Appoints Deborah Fish as PCO
-------------------------------------------------------------
Andrew Vara, the U.S. Trustee for Regions 3 and 9, appointed
Deborah Fish as patient care ombudsman for Oakland Physicians
Medical Center, L.L.C.
To the best of her knowledge, Ms. Fish has no connections with
Oakland Physicians Medical Center, creditors or any other party
involved in the company's Chapter 11 case except as set forth in
her verified statement.
Section 333(b) of the Bankruptcy Code provides that the patient
care ombudsman shall:
* Monitor the quality of patient care provided to patients of
the debtor, to the extent necessary under the circumstances,
including interviewing patients and physicians;
* Not later than 60 days after the date of this appointment,
and not less frequently than at 60-day intervals thereafter, report
to the court after notice to the parties in interest, at a hearing
or in writing, regarding the quality of patient care provided to
patients; and
* If such ombudsman determines that the quality of patient
care is declining significantly or is otherwise being materially
compromised, file with the court a motion or a written report, with
notice to the parties in interest immediately upon making such
determination.
The ombudsman may be reached at:
Deborah L. Fish
Allard & Fish, P.C.
211 West Fort Street
Suite 705
Detroit, Michigan 48226
Phone: 313-309-3171
Email: dfish@allardfishpc.com
About Oakland Physicians Medical
Oakland Physicians Medical Center, L.L.C. sought protection under
Chapter 11 of the U.S. Bankruptcy Code (Bankr. E.D. Mich. Case No.
24-51134) on November 23, 2024.
Judge Maria L. Oxholm presides over the case.
Robert N. Bassel, Esq. at Robert Bassel, Attorney At Law represents
the Debtor as bankruptcy counsel.
OMNIQ CORP: Incurs $1.60 Million Net Loss in Third Quarter
----------------------------------------------------------
OMNIQ Corp. filed with the Securities and Exchange Commission its
Quarterly Report on Form 10-Q disclosing a net loss of $1.60
million on $18.55 million of revenues for the three months ended
Sept. 30, 2024, compared to a net loss of $4.31 million on $17.24
million of revenues for the three months ended Sept. 30, 2023.
For the nine months ended Sept. 30, 2024, the Company reported a
net loss of $6.74 million on $55.92 million of revenues compared to
a net loss of $11.68 million on $65.11 million of revenues for the
same period during the prior year.
As of Sept. 30, 2024, the Company had $37.19 million in total
assets, $77.42 million in total liabilities, and a total
stockholders' deficit of $40.23 million.
Omniq said the following are the principal conditions or events
which potentially raise substantial doubt about the Company's
ability to continue as a going concern:
* Balancing the need for operational cash with the need to add
additional products.
* Timely and cost-effective development of products
* Working capital deficit of $50 million as of September 30,
2024
* Accumulated deficit of $121 million as of September 30, 2024
* Multiple years of losses from operations
A full-text copy of the Form 10-Q is available for free at:
https://www.sec.gov/ix?doc=/Archives/edgar/data/278165/000149315224045884/form10-q.htm
About Omniq Corp
OmniQ Corporation -- www.omniq.com -- provides computerized and
machine vision image processing technologies, anchored in its
proprietary and patented artificial intelligence innovations. The
Company's extensive range of services spans advanced data
collection systems, real-time surveillance, and monitoring
capabilities catered to various sectors, including supply chain
management, homeland security, public safety, as well as traffic
and parking management. These innovative solutions are
strategically designed to secure and optimize the movement of
individuals, assets, and information across essential
infrastructures such as airports, warehouses, and national
borders.
Salt Lake City, Utah-based Haynie & Company, the Company's auditor
since 2019, issued a "going concern" qualification in its report
dated April 1, 2024, citing that the Company has a deficit in
stockholders' equity and has sustained recurring losses from
operations. This raises substantial doubt about the Company's
ability to continue as a going concern.
ONESOURCE COMMUNITY: Arthur Peabody, Jr. Appointed as PCO
---------------------------------------------------------
Gerard Vetter, the Acting U.S. Trustee for Region 4, appointed
Arthur Peabody, Jr. as patient care ombudsman for OneSource
Community Mental Health Services of Virginia, Inc.
The appointment was made pursuant to the order from the U.S.
Bankruptcy Court for the Eastern District of Virginia on November
26.
To the best of his knowledge, Mr. Peabody has no connections with
OneSource, creditors or any other party involved in the Chapter 11
case, except as set forth in his verified statement.
The ombudsman may be reached at:
Arthur E. Peabody, Jr.
600 Cameron Street
Alexandria, VA 22314
Phone: (703) 798-1002
Email: arthurpeabody@mindspring.com
About OneSource Community Mental
Health Services of Virginia
OneSource Community Mental Health Services of Virginia, Inc. is a
full-service counseling and drug-treatment business in Richmond,
Va.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. E.D. Va. Case No. 24-34038) on October 24,
2024, with up to $1 million in assets and up to $10 million in
liabilities. Stephen A. Parson, Jr., chief executive officer,
signed the petition.
Christopher M. Winslow, Esq., at Winslow, McCurry & MacCormac ,
PLLC, represents the Debtor as legal counsel.
ONYX OWNER: Case Summary & 20 Largest Unsecured Creditors
---------------------------------------------------------
Debtor: Onyx Owner, LLC
399 Park Avenue
c/o Blue Owl Capital Inc., 37th Floor
New York, NY 10022
Attn: Neena Reddy, General Counsel
Business Description: Onyx Owner's business involves a residential
apartment project consisting of 266
residential apartment units and related
amenities located at 1100 First Street SE,
Washington DC 2003.
Chapter 11 Petition Date: December 18, 2024
Court: United States Bankruptcy Court
District of Delaware
Case No.: 24-12816
Debtor's Counsel: Robert J. Dehney, Sr., Esq.
MORRIS, NICHOLS, ARSHT & TUNNELL
1201 North Market Street
P.O. Box 1347
Wilmington DE 19899
Tel: 302-658-9200
Email: rdehney@morrisnichols.com
Estimated Assets: $10 million to $50 million
Estimated Liabilities: $10 million to $50 million
The petition was signed by Joshua Ufberg as authorized signatory.
A full-text copy of the petition is available for free at
PacerMonitor.com at:
https://www.pacermonitor.com/view/6267LPI/Onyx_Owner_LLC__debke-24-12816__0001.0.pdf?mcid=tGE4TAMA
List of Debtor's 20 Largest Unsecured Creditors:
Entity Nature of Claim Claim Amount
1. Otis Elevator Trade Debt $171,430
P.O. Box 730400
Dallas, TX 75373
Phone: (561) 516-1197
2. First Impression Staffing LLC Trade Debt $89,826
6441 Richardson Farm Lane
Clarksville, MD 21029
Tel: (240) 277-2027
3. Keep Evolving LLC Trade Debt $70,824
PO Box 1420
Spotsylvania, VA 22553
Tel: (571) 589-9148
4. A-Class Concierge Services Trade Debt $65,985
LLC
PO Box 57
Highland, MD 20777
Tel: (240) 532-9000
5. Fidelity Power Systems Trade Debt $28,293
25 Loveton Circle
Sparks, MD 21152
Tel: (410) 771-9400
6. Lux Floors Trade Debt $15,872
4449C Brookfield Corporate Dr
Chantilly, VA 20151
Tel: (703) 352-0042
7. Smart Cleaning Service LLC Trade Debt $14,875
10819 Georgia Ave, Suite 202
Silver Spring, MD 20902
Tel: (240) 461-5888
8. Belfor USA Group Trade Debt $14,725
21300 Ridgetop Circle, Suite 150
Sterling, VA 20166
Tel: (571) 437-3191
9. Apartments LLC Trade Debt $12,713
2563 Collection Center Dr.
Chicago, IL 60693
Tel: (888) 658-7368
10. CCR Service LLC Trade Debt $10,212
11325 Maryland Ave.
Beltsville, MD 20705
Tel: (240) 568-5069
11. Kramer Enterprises LLC Trade Debt $6,960
PO Box 12251
Silver Spring, MD 20908
Tel: (804) 221-1700
12. National Eqipment Solutions, LP Trade Debt $6,201
PO Box 2198
West Chester, PA 19380
Tel: (610) 640-9200
13. SeeView Security, Inc. Trade Debt $5,202
3959 Pender Drive, Suite 330
Fairfax, VA 22030
Tel: (703) 825-5822
14. Apartment List, Inc. Trade Debt $2,602
PO Box 737097
Dallas, TX 75373
Tel: (415) 813-5231
15. Agency Fifty3 LLC Trade Debt $2,449
4100 E Mississippi Ave, Floor 15
Denver, CO 80246
Tel: (720) 673-8422
16. Superior Mechanical Services Trade Debt $2,167
6655 Mid Cities Ave.
Beltsville, MD 20705
Tel: (301) 931-0100
17. Professional Carpet Trade Debt $1,822
Restoration LLC
151 Wesmond Dr.
Alexandria, VA 22305
Tel: (301) 318-0797
18. PCR Cleaning Services Trade Debt $1,822
3810 Ingersol Ave., Suite A
Des Moines, IA 50312
Tel: (515)868-3491
19. Znation Building Services Trade Debt $1,250
3305 40th Place
Brentwood, MD 20722
Tel: (240) 899-0797
20. Recycling Solutions Inc. Trade Debt $381
4020 Penn Belt Place,
Forestville, MD 20747
Tel: (301) 499-5611
OREGON CLEAN: S&P Affirms 'BB-' Rating on Senior Secured Debt
-------------------------------------------------------------
S&P Global Ratings affirms 'BB-' rating on Oregon Clean Energy
LLC's (OCE) senior secured term loan B (TLB).
The rating also reflects S&P's qualitative analysis of the project
being a single asset exposed to inherent merchant market
volatility, limiting a higher rating from a qualitative
standpoint.
S&P said, "The stable outlook reflects our expectation of increased
debt service coverage over the TLB and post-refinancing periods
based on our assumptions and forward-looking view of the energy and
capacity prices in PJM's ATSI zone. We expect a debt balance of
about $140 million at maturity in July 2030."
OCE recently announced a repricing of the remaining $400 million of
its senior secured term loan B (TLB), modestly increasing debt
service coverage ratios (DSCRs) and increasing cash flow sweeps
across the TLB period of S&P's forecast.
OCE is an 870-megawatt (MW) combined-cycle, gas-fired power plant
in Oregon, Ohio, and the American Transmission Systems Inc. (ATSI)
zone of the PJM market. Ares EIF and I-Squared Capital own the
project through a 50-50 joint venture.
With an annual average base load heat rate of 6,700-6,800 Btu per
kilowatt-hour (kWh), OCE is an efficient and competitive
combined-cycle generator low on the PJM and Regional Transmission
Organization (RTO) dispatch curve.
It's strategically located near the load center in Toledo, Ohio,
with access to low-cost natural gas feedstock.
OCE sells its power into the merchant market, where it is exposed
to uncertain power prices spurred by demand, supply, and commodity
prices.
The single-asset project results in limited scale, scope, and
geographic diversity, which concentrates risk from unexpected
operational outages.
Like other project financed with term loan B structures, OCE will
be exposed to refinancing risk.
All else equal, the repricing is credit positive in that it reduces
debt service and modestly increases the amount of cash swept over
the TLB life while leaving other terms unchanged. The repricing of
the TLB facility to SOFR + 350 basis points (bps) from SOFR + 400
bps should improve debt service coverage through two channels.
First, the repricing will reduce cash interest over the TLB period,
which reduces the project’s debt service burden and directly
improves its coverage ratios over the TLB life. Second, the
reduction in interest cost results in modestly improved excess cash
flow, which will be applied against the TLB principal through the
existing 75% cash flow sweep mechanism. S&P said, "Also of key
importance is the fact that the repricing transaction leaves the
75% cash flow sweep, target debt balance mechanism, and other terms
of the project’s summer refinancing that we view as beneficial to
credit quality unchanged. There is also no upsizing of the TLB
pertaining to this transaction which, at the time the transaction
is executed, leaves OCE levered at about the $460 debt/KW range, a
level we view as relatively conservative when compared to the
broader peer group."
S&P said, "The key driver of improvement in our forecast since the
refinancing is our updated assumptions around future PJM capacity
auction results. This improves the amount of the TLB paid down
under our base case and before the project’s hypothetical default
in our recovery scenario. The results of the last PJM auction
highlighted the increased need for capacity given data center
demand and retirement induced supply constraints. Our current
in-house assumptions, which begin in the 2026/2027 planning year
when prices are uncleared, incorporate this recent market momentum
before considering an element of mean reversion, and drive a
material increase in cash flows over the TLB life, which results in
much higher cash flow sweeps and therefore a much lower debt
balance at maturity in 2030 and at hypothetical default in 2028.
The anticipated reduction in debt before maturity improves DSCRs in
both our TLB period and post-refinance period, where we use a
sculpted, fully amortizing repayment approach. The pay down before
hypothetical default in our recovery case reduces debt claims at
default and improves the recovery rating to '1+' (100%) from '1'
(90%). The '1+' recovery rating indicates our expectation for full
recovery (100%) in a hypothetical default scenario.
"Despite demonstrating robust coverage over the TLB and
post-refinancing period, we currently believe the merchant,
single-asset nature of OCE constrains it from reaching a higher
rating. Although OCE is prudently leveraged and currently displays
the ability to comfortably service its debt, its merchant,
single-asset nature begets material concentration risk. Despite
some hedging and capacity revenues being cleared for the 2025 –
2026 delivery year, OCE is subject to the volatility of the gas,
power, and capacity markets of a specific location. Additionally,
as a single asset, it is also more vulnerable to risks stemming
from operational issues and prolonged outages. We note merchant
peers rated 'BB' have more significant diversification and/or more
cash flow visibility. For example, Generation Bridge Northeast
(GBNE; BB/Stable) owns a portfolio of eight assets with at total
net capacity of about 5.1 GW. These assets are spread across both
NYISO (multiple subregions) and ISO-NE, compared to OCE, which
operates only in one region of PJM. Additionally, GENE benefits
from capacity prices cleared further in advance in some regions
(e.g., ISO-NE) as well as tolling agreements and capacity locks at
some of its assets. Another 'BB'-rated peer, Invenergy Thermal,
owns four assets (2.2 GW) across several different regions, with
some being fully contracted, partially contracted, or engaging in
bilateral capacity sales. Although we view OCE as a strong 'BB-'
credit, the comparative lack of cash flow visibility and higher
level of concentration risk compared with 'BB' peers informs our
use of the negative holistic analysis modifier.
"The stable outlook reflects our expectation of adequate debt
service coverage during the TLB period, as well as a minimum DSCR
of 1.98x during the project life, based on our assumptions, and
forward-looking view of the energy and capacity prices in PJM's
ATSI zone. We expect a debt balance of about $140 million at
maturity in July 2030."
S&P will consider a negative rating action if OCE is unable to
maintain DSCR above 1.35x on a sustained basis. This could occur
if:
-- The project experiences weaker realized spark spreads, lower
PJM capacity prices, and unplanned outages substantially affect
generation;
-- Economic factors cause the power plants to dispatch materially
less than S&P's base-case expectation; or
-- The project's excess cash flows do not translate into expected
debt paydowns.
While unlikely within the near term due to the single-asset nature
of the project, S&P could raise the rating if:
-- S&P has a qualitative view that it could rate the project 'BB'
given the project's single-asset nature and exposure to inherent
power price volatility, operational risk, and refinancing risk
and;
-- S&P expects the project will maintain a minimum base-case DSCR
greater than 1.80x in all years, including the post-refinancing
period.
OSMOSE UTILITIES: S&P Downgrades ICR to 'B-', Outlook Stable
------------------------------------------------------------
S&P Global Ratings lowered its issuer credit rating on Osmose
Utilities Services Inc. to 'B-' from 'B'. The outlook is stable.
At the same time, S&P lowered its issue-level ratings on the
company's first-lien term loan and revolving credit facilities to
'B-' from 'B' with recovery ratings of '3' (50%-70%; rounded
estimate: 50%).
The stable outlook reflects S&P's expectations for positive free
cash flow in 2024 and 2025 and adequate liquidity. It incorporates
our expectations for modest revenue and margin improvement such
that Osmose's leverage will remain elevated in the 7x area, with
S&P Global Ratings-adjusted free operating cash flow (FOCF) to debt
in the low-single-digit percents.
Osmose's leverage increased throughout 2024 amid volume softness
across its two largest segments, reducing revenue and contracting
margins. The company's revenue declined 4.1% through the third
quarter of 2024, driven by lower volumes in its Wood (50%-55% of
revenue) and Technical Services (12%) segments. This reflects
reduced volume of work with the company's largest customer entering
the second phase of inspection and restoration, which typically
requires less work than the initial phase. In addition, Osmose
maintenance work slowed due to a generalized reallocation of its
customers' capital spending to address emergency work following
several severe storms and fires in 2024. With deferred work into
2025, while we expect volumes to pick up in 2025, S&P estimates
Osmose's revenue and EBITDA base will remain depressed relative to
prior expectations.
S&P said, "We estimate organic revenue will drop in the mid- to
high-single-digit percents, driven by a sharp decline in Wood and
Technical Service segment volumes, partially offset by incremental
revenue from recent acquisitions. In 2025, we expect revenue growth
of 8%-10% from the full-year benefit from 2024 acquisitions and a
modest volume rebound.
"We anticipate volume decline will increase the burden of fixed
costs on the company's cost structure, pressuring EBITDA margins
below our prior expectations. In 2023, Osmose posted S&P Global
Ratings-adjusted EBITDA margins of 23.2%, but this has declined to
approximately 22.4% on a year-to-date basis. For the full year
2024, we now expect margins of 21.5%-22.5%. In 2025, we expect some
modest expansion to 22%-23% on a volume rebound.
"Our expectations for leverage for 2024 and 2025 are now materially
higher than our previous forecast. We expect leverage in the
high-7x area in 2024, declining to the low-7x area in 2025 as
Osmose benefits from full-year revenue from acquisitions, a modest
rebound in volumes, and modestly higher margins. Still, we believe
Osmose's top-line performance will greatly depend on customers'
capital allocation.
"We expect positive free cash flow in 2024 and 2025, at a lower
magnitude than previously expected. In 2023, Osmose reported FOCF
of approximately $40 million, resulting in a S&P Global
Ratings-adjusted FOCF to debt of approximately 3.7%. Given the
weaker earnings profile expected for 2024, we forecast free cash
flow of $20 million-$30 million and $50 million-$60 million in
2025. That leads to S&P Global Ratings-adjusted FOCF to debt of
2%-3% in 2024 and 4%-5% in 2025. Despite lower earnings, in our
view, cash flow is supported by a manageable cash interest expense
that benefits from relatively low-priced debt and healthy
collection of receivables, though weighted toward the last
quarter.
"We think the potential for cash flow shortfalls is low and believe
Osmose will maintain sufficient liquidity over the next couple of
years.
"We expect Osmose to return to more normal acquisition spending in
2025, however, increased spend could present risks to our leverage
forecast. In January 2024, Osmose issued a $100 million
incremental first-lien term loan to fund acquisitions throughout
the year. The company has completed three acquisitions to date. We
expect these acquisitions to contribute approximately $80 million
in revenue on a full run-rate basis in 2025. We expect the company
to reduce this in 2025 more in line with its historical spend of
approximately $20 million. However, if the company increases
acquisition spending similar to 2024 and fund it with incremental
debt, leverage could continue to increase, raising debt service
costs, and adding incremental pressure to cash flow, potentially
making the capital structure less sustainable.
"The stable outlook on Osmose reflects our expectations for
positive free cash flow in 2024 and in 2025 and adequate liquidity.
It incorporates our expectations for modest revenue and margin
improvement such that leverage will remain elevated in the 7x area,
with S&P Global Ratings-adjusted FOCF to debt in the
low-single-digit percents over the next 12 months."
S&P could lower its ratings on Osmose over the next 12 months if:
-- Materially negative free cash flow on a sustained basis lead
S&P's to assess the capital structure as unsustainable; or
-- Its liquidity position erodes as a result of free cash flow
deficits and it appears unlikely that it could obtain additional
financing.
S&P could raise its rating on Osmose if:
-- S&P Global Ratings-adjusted debt to EBITDA approaches 6x on a
sustained basis; and
-- S&P Global Ratings-adjusted FOCF to debt approaches 5% on a
sustained basis.
This would likely be achieved by, for example, revenue and earnings
growth, margin improvement, and a disciplined financial policy.
S&P said, "Governance is a moderately negative consideration in our
credit rating analysis of Osmose, as is the case for most rated
entities owned by private-equity sponsors. We believe the company's
highly leveraged financial risk profile points to corporate
decision-making that prioritizes the interests of the controlling
owners." This also reflects the generally finite holding periods
and a focus on maximizing shareholder returns.
PARTY CITY: Timing of 2nd Bankruptcy Protection Still Uncertain
---------------------------------------------------------------
Reshmi Basu of Bloomberg News reports that Party City Holdco Inc.
is expected to file for bankruptcy within the next two weeks, which
could result in the liquidation of its stores, according to sources
familiar with the situation.
According to Bloomberg, the timing of the filing is still
uncertain, and the plans could change, said the sources, who spoke
on condition of anonymity due to the private nature of the
discussions.
The New Jersey-based retailer, best known for its balloons and
party supplies, is grappling with cash shortages and has reportedly
missed rent payments at some locations, Bloomberg previously
reported. This would mark the company's second bankruptcy filing in
less than two years, the report says.
About Party City Holdco
Party City Holdco Inc. (NYSE: PRTY) is the global leader in the
celebrations' industry, with its offerings spanning more than 70
countries around the world. It is also the largest designer,
manufacturer, distributor, and retailer of party goods in North
America. Party City Holdco had 761 company-owned stores as of
September 2022. It is headquartered in Woodcliff Lake, N.J. with
additional locations throughout the Americas and Asia.
Party City Holdco and its domestic subsidiaries sought protection
under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Tex. Lead
Case No. 23-90005). As of Sept. 30, 2022, Party City Holdco had
total assets of $2,869,248,000 against total debt of
$3,022,960,000.
Judge David R. Jones oversees the cases.
The Debtors tapped Paul, Weiss, Rifkind, Wharton & Garrison, LLP,
as legal counsel; Moelis & Company, LLC as investment banker;
AlixPartners, LLP as financial advisor; A&G Realty Partners as real
estate advisor; and Kroll as the claims agent.
PricewaterhouseCoopers LLP (PwC) provides accounting and valuation
advisory services, tax-related services, and internal audit
Sarbanes-Oxley Act support services.
Davis Polk & Wardwell, LLP and Lazard serve as legal counsel and
investment banker, respectively, to the ad hoc group of first lien
holders.
The U.S. Trustee for Region 6 appointed an official committee to
represent unsecured creditors in the Chapter 11 cases. The
committee is represented by Pachulski Stang Ziehl & Jones, LLC.
PHYSMODO INC: Unsecureds to Get Share of Income for 3 Years
-----------------------------------------------------------
Physmodo, Inc., filed with the U.S. Bankruptcy Court for the
Northern District of Texas a Subchapter V Plan of Reorganization
dated November 15, 2024.
Physmodo is a Texas corporation that has developed a
musculoskeletal screen to identify an individual's poor movement
patterns and to determine specific measures to correct such
patterns which would prevent injuries.
The Debtor's software package is currently used in more than 500
StretchLabs locations, gyms, and other fitness and orthopedic
oriented businesses across the nation and abroad, and the Debtor is
currently enhancing a consumer application that is anticipated to
significantly increase the Debtor's annual revenue.
The Debtor continues to operate and manage its business as a
"debtor in possession" pursuant to section 1184 of the Bankruptcy
Code. The Debtor files this Plan to reorganize its financial
affairs and hopes that the Plan, as it may hereinafter be amended,
amended, modified, or restated in whole or in part, will be
confirmed on a consensual basis through acceptance by all classes
of creditors entitled to vote on the Plan.
The Plan contemplates a reorganization and continuation of the
Debtor's business. In accordance with the Plan, the Debtor will
satisfy certain claims from Disposable Income earned over a period
of three years through the continued operation of its business. The
Plan is based on the Debtor's belief that the interests of its
creditors will be best served through a reorganization of its
debts.
The Debtor's Plan provides that all the Debtor's Disposable Income
will be used to pay Claims over a period of three years in
accordance with the priorities of the Bankruptcy Code and the
Orders of this Court. The funds to be used for the payment of
Claims or other Distributions to be made under the Plan will come
from future revenues from the Debtor's business and Exit Financing
in the amount of $200,000.00.
The Debtor's Equity Holders will retain 100% of the equity
interests in the Reorganized Physmodo Debtor.
Class 2 consists of Allowed Claims of General Unsecured Creditors.
Holders of Allowed General Unsecured Claims shall receive a Pro
Rata share of the Debtor's Disposable Income over the shorter of
(i) the Plan Term; or (ii) the date such Claim is paid in full. The
Debtor's Disposable Income shall be determined on an annual
calendar basis beginning January 1, 2025 and continuing for each
year of the Plan Term thereafter. Distributions of Disposable
Income respecting each year of the Plan Term shall be paid annually
by February 15 of each subsequent year.
Along with annual Pro-Rata distributions, the Reorganized Debtor
shall provide the Class 2 Claimholders post-confirmation annual
financial reports (the "Annual Reports") for each year of the Plan
Term (or portion thereof) detailing the Reorganized Debtor's
Disposable Income for each reporting year (which shall be
calculated using a cash basis method of accounting and reported in
accordance with Generally Accepted Accounting Principles (GAAP))
and be certified by an authorized representative of the Reorganized
Debtor.
To the extent any Class 2 Claimholder disagrees with the Debtor's
calculation of Disposable Income payments due under this Plan, the
Class 2 Claimholder shall be entitled to seek appropriate relief
form the Court, which retains jurisdiction to, among other things,
enforce the terms of the Plan, by filing an objection within seven
days after the applicable Annual Report is provided. In connection
with its reporting requirements, Debtor will also provide a copy of
any annual tax return filed for each year of the Plan Term to the
Class 2 Claimholders.
Class 3 consists of Physmodo Equity Holders. The Allowed Interests
of the Physmodo Equity Holders shall retain their Interests in the
Reorganized Physmodo Debtor.
The funds to be used for the payment of Claims or other
Distributions to be made under the Plan will come from Disposable
Income, any Exit Financing, and future revenues of the Debtor.
A full-text copy of the Subchapter V Plan dated November 15, 2024
is available at https://urlcurt.com/u?l=H8RXAf from
PacerMonitor.com at no charge.
Proposed Counsel to the Debtor:
Melissa S. Hayward, Esq.
Hayward PLLC
10501 North Central Expy., Suite 106
Dallas, TX 75231
Telephone: (972) 755-7100
Email: MHayward@HaywardFirm.com
About Physmodo Inc.
Physmodo Inc. is a merchant wholesaler of professional and
commercial equipment and supplies.
Physmodo sought relief under Subchapter V of Chapter 11 of the U.S.
Bankruptcy Code (Bankr. N.D. Tex. Case No. 24-33699) on Nov. 14,
2024, with assets between $100,000 and $500,000 and liabilities
between $1 million and $10 million. Andrew Menter, chief executive
officer, signed the petition.
Melissa S. Hayward, Esq., at Hayward PLLC, serves as the Debtor's
counsel.
PLURIBUS TECHNOLOGIES: Granted Protection to Restructure Business
-----------------------------------------------------------------
Pluribus Technologies Corp. announced that the Company and its
various subsidiaries have been granted an order from the Ontario
Superior Court of Justice (Commercial List) under the Companies'
Creditors Arrangement Act in order to restructure its business and
financial affairs.
After careful consideration of all available alternatives,
following thorough consultation with legal and financial advisors,
the directors of the Company determined that it is in the best
interests of the Pluribus Group and its stakeholders to seek
creditor protection under the CCAA given, among other things, the
previously-announced termination of the forbearance agreement dated
August 14, 2024 between the Company and National Bank of Canada
relating to a secured credit agreement dated April 27, 2022, as
amended, among the Company, certain of its subsidiaries and the
Lender on November 29, 2024 and the demand letter from the Lender
received on December 3, 2024 demanding immediate payment of the sum
of C$10,334,246.28 and US$857,668.71 under the Credit Agreement.
The Initial Order provides for, among other things:
(i) a stay of proceedings in favour of the Pluribus Group up to and
including December 27, 2024;
(ii) approval of the debtor-in-possession financing; and
(iii) the appointment of B. Riley Farber Inc., as monitor of the
Pluribus Group.
In addition, the Initial Order provides the Company with relief
from certain reporting obligations under securities legislation and
stock exchange rules.
The stay of proceedings and the DIP Financing is intended to
provide the Pluribus Group with the time and stability required to
consider potential restructuring transactions and seek to maximize
the value of its assets for the benefit of its creditors and other
stakeholders. Pluribus Group intends to undertake a court
supervised sale and investment solicitation process that is
intended to solicit interest in, and opportunities for, a sale of,
or investment in, all or part of the Pluribus Group's assets and
business operations. This process may include the sale of all or
substantially all of the business or assets of the Pluribus Group.
In that regard, the Company intends to seek Court approval on
December 23, 2024 to undertake a sale and investment solicitation
process.
In order to fund Pluribus Group's working capital needs,
professional fees and expenses during the CCAA proceedings,
Pluribus Group has executed a term sheet with Evergreen Gap Debt GP
Inc., as agent for itself and of Evergreen Gap Debt LP, pursuant to
which the DIP Lender will advance a debtor-in-possession loan
during the Initial Stay Period and subsequently.
The Company intends to operate in the ordinary course throughout
the CCAA proceedings under the general oversight of the Monitor.
The Monitor has set up a website at:
https://brileyfarber.com/engagements/pluribus-technologies-corp/,
where updates on the restructuring process, the Monitor's reports
to the Court, Court orders and other information will be posted as
soon as they are available.
The Company's common shares will be transferred to the NEX Board of
the TSX Venture Exchange where trading will be suspended, effective
today. The Company's common shares are expected to be delisted as a
result of the CCAA proceedings in accordance with the rules of the
TSXV.
About Pluribus Technologies Corp.
Pluribus is a technology company that is a value-based acquirer,
operator, and divestor of small, profitable business-to-business
technology companies in a range of verticals and industries.
Pluribus provides its acquisitions access to experienced sales and
marketing resources, strategic partnership opportunities, a diverse
portfolio of customers in different geographical markets, and
enabling technologies to create new revenue streams and drive
growth. When market conditions are conducive to raising capital at
reasonable costs, Pluribus focuses on rapidly acquiring and
integrating new companies to accelerate growth. In less favorable
environments, Pluribus implements strategies to maximize organic
growth, increase cash flow, and selectively divest portfolio
companies to optimize value. For more information, please visit:
pluribustechnologies.com.
PREMIUM CRANE: Kathleen DiSanto Named Subchapter V Trustee
----------------------------------------------------------
The U.S. Trustee for Region 21 appointed Kathleen DiSanto, Esq., at
Bush Ross, P.A., as Subchapter V trustee for Premium Crane, LLC.
Ms. DiSanto will be paid an hourly fee of $350 for her services as
Subchapter V trustee and will be reimbursed for work-related
expenses incurred.
Ms. DiSanto declared that she is a disinterested person according
to Section 101(14) of the Bankruptcy Code.
The Subchapter V trustee can be reached at:
Kathleen L. DiSanto, Esq.
Bush Ross, P.A.
P.O. Box 3913
Tampa, FL 33601-3913
Phone: (813) 224-9255
Fax: (813) 223-9620
Email: disanto.trustee@bushross.com
About Premium Crane LLC
Premium Crane, LLC sought relief under Subchapter V of Chapter 11
of the U.S. Bankruptcy Code (Bankr. M.D. Fla. Case No. 24-07071) on
November 27, 2024. In the petition filed by David Anglin, as AMBR,
the Debtor reports total assets of $3,041,564 and total liabilities
of $3,076,549.
Honorable Bankruptcy Judge Roberta A. Colton oversees the case.
The Debtor is represented by Buddy D. Ford, Esq., at Buddy D. Ford,
P.A.
PRIME ELECTRICAL: Files Chapter 11 Bankruptcy in Florida
--------------------------------------------------------
On December 8, 2024, Prime Electrical Services LLC filed Chapter 11
protection in the Middle District of Florida. According to court
documents, the Debtor reports $5,419,312 in debt owed to 1 and 49
creditors. The petition states that funds will be available to
unsecured creditors.
A meeting of creditors under Sec. 341(a) to be held on January 13,
2025 at 10:00 AM, TELEPHONIC MEETING. CONFERENCE LINE:877-801-2055,
PARTICIPANT CODE:8940738#.
About Prime Electrical Services LLC
Prime Electrical Services, L.L.C. manufactures relays and
industrial controls. The Company offers engineering, procurement,
fabrication, and field construction services for the drilling,
industrial, heat trace, production, and petrochemical industries.
Prime Electrical Services serves customers in the United States.
[BN]
Prime Electrical Services LLC sought relief under Chapter 11 of the
U.S. Bankruptcy Code (Bankr. M.D. Fla. Case No.: 24-06663) on
December 8, 2024. In the petition filed by Camell D. Williams, as
manager, the Debtor reports total assets of $256,996 and total
liabilities of $5,419,312.
Honorable Bankruptcy Judge Tiffany P. Geyer handles the case.
The Debtor is represented by:
Jeffrey S. Ainsworth, Esq.
BRANSONLAW, PLLC
1501 E. Concord Street
Orlando, FL 32803
Tel: 407-894-6834
Email: jeff@bransonlaw.com
PROSPECT CAPITAL: Moody's Gives Ba1 CFR & Alters Outlook to Stable
------------------------------------------------------------------
Moody's Ratings has downgraded Prospect Capital Corporation's
(PSEC) long-term issuer and senior unsecured ratings to Ba1 from
Baa3, its senior unsecured shelf and medium-term note program
ratings to (P)Ba1 from (P)Baa3, its perpetual preferred stock
rating to Ba3(hyb) from Ba2(hyb), and its preferred shelf rating to
(P)Ba3 from (P)Ba2. Moody's have also assigned PSEC a corporate
family rating of Ba1 and changed the company's outlook to stable
from negative.
RATINGS RATIONALE
Moody's downgraded PSEC's ratings based on the deterioration in the
company's asset quality over the past 12 months that has led to
weaker earnings and higher investment losses, a decline in earnings
quality stemming from a rise in payment-in-kind (PIK) income, and a
decline in the company's cushion above its regulatory minimum asset
coverage requirement. While PSEC has announced measures to improve
investment composition by increasing its senior secured credit mix
and ease demands on liquidity, Moody's expect that it will take
time for the company's financial condition to stabilize and in the
meantime its performance will likely be weaker than many peers.
Moody's assignment of a Ba1 CFR reflects PSEC's over 20-year track
record as a publicly-traded business development company (BDC), low
debt-to-equity leverage and effective liquidity management, as well
as the aforementioned deterioration in asset quality, earnings and
asset coverage cushion.
Following the rating downgrades, Moody's changed the outlook to
stable from negative to reflect PSEC's intentions to further reduce
its subordinated structured investments and real estate investments
in favor of more senior secured lending, helping to reduce earnings
volatility, and its recent decision to reduce its dividend, which
should aid liquidity. Moody's also anticipate stability in the
company's asset coverage ratio cushion and in its access to
alternate liquidity.
PSEC's net investment income (adjusted) as a percentage of total
assets has steadily weakened for the past several quarters,
measuring 4.9% for the last twelve months ended September 30, 2024,
lower than the majority of BDC peers and the peer median of 5.7%.
The weaker performance of PSEC's real estate and subordinated
structured note investments have detracted from its overall
earnings and cash flow, while now-declining interest rates and
credit spreads will likely reduce returns in its loan portfolio, as
with other BDCs. PSEC's net asset value (NAV)/share for the quarter
ended September 30, 2024 declined 7.3% and 12.4% compared to the
quarters ended June 30, 2024 and September 30, 2023, respectively,
largely reflecting both realized and unrealized investment losses.
PSEC's net investment income includes a relatively high percentage
of PIK income, negatively affecting earnings quality and cash
interest and dividend coverage. For the quarter ended September 30,
2024, PSEC's PIK income was 16.9% of total investment income, down
from 18.6% in the prior quarter, but still high among peers. While
Moody's expect approximately 60% of PSEC's PIK income relates to
investments in performing portfolio companies that are investing in
and expanding their businesses, including the company's long-held
controlled company buy-out investments, the overall increase in PIK
income during the past two years also reflects accommodations
provided to weaker borrowers.
As a result of decreasing common dividend coverage by net
investment income, PSEC announced a reduction of its common
dividend by 25% to ease liquidity pressures and provide flexibility
to pursue a shift in investment strategy that entails an
accelerated decrease in subordinated structured note investments
and real estate investments and an increase in senior secured
middle market direct lending. During recent quarters, the
proportion of PSEC's lending book comprised of less-risky
first-lien loans has increased due to its focus on reducing
exposure to second-lien and more subordinate lending. Additionally,
PSEC's structured notes portfolio declined to 6% of total
investments at September 30, 2024, down from a peak of over 18% in
2017. Over time, improvement in PSEC's portfolio composition could
reduce the company's potentially more volatile equity exposures.
PSEC's non-accrual loans measured 3.5% of total loans at amortized
cost at September 30, 2024, above the peer median of 1.6%.
PSEC's cushion above its regulatory minimum asset coverage
requirement is less robust than certain peers, particularly
considering the company's exposure to junior and equity
investments. PSEC's asset coverage ratio measured 183% at September
30, 2024, providing a 22% cushion above its 150% regulatory minimum
asset coverage requirement. PSEC's cushion is lower than the peer
median of 28% at September 30, 2024 and has declined from 25% and
37% as of September 30, 2023 and 2022, respectively. PSEC's
preferred equity outstanding grew to $1.7 billion at September 30,
2024, which enhances the loss-absorbing cushion for its senior
unsecured notes, lowering the notes' expected loss and resulting in
a debt-to-equity ratio of 0.71x at September 30, 2024 (including
Moody's standard adjustments including for hybrid equity), which is
lower than other BDCs Moody's rate.
PSEC's ratings are supported by its diverse funding sources,
moderate level of encumbered assets, strong alternate liquidity and
the relatively long duration of its funding. PSEC has very low
unfunded credit extensions (lines of credit and delayed draw term
loans) to portfolio companies, which limits liquidity risk. The
company maintains ample borrowing availability under its $2.1
billion multi-year committed revolving credit facility, which has a
final maturity of June 2029. The company's unsecured debt
maturities rise in 2026, but the company typically plans for
repayment and refinancing well in advance of maturities.
The alignment of the Ba1 CFR and issuer ratings reflects the
relative size and priority of PSEC's capital structure components,
including senior unsecured debt, preferred shares and a
non-recourse (to PSEC) secured revolving credit facility.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
Moody's could upgrade PSEC's ratings if the company: 1) reduces
asset quality risks, including by decreasing the proportion of
higher risk exposures to structured credit and junior investments;
2) strengthens its asset coverage ratio cushion toward the peer
median; 3) maintains low reliance on secured indebtedness and high
asset coverage of senior debt; and 4) generates profitability that
consistently compares well with BDC peers.
Moody's could downgrade PSEC's ratings if the company: 1)
experiences asset quality deterioration or increases investments
that Moody's expect will increase the company's asset quality and
earnings volatility; 2) generates profitability that is weaker than
expected compared to peers; 3) decreases its asset coverage ratio
cushion; or 4) materially increases its funding reliance on secured
debt.
The principal methodology used in these ratings was Finance
Companies published in July 2024.
PULSE PHYSICIAN: Unsecureds Will Get 23.5% over 3 Years
-------------------------------------------------------
Pulse Physician Organization, PLLC and Achy Legs Clinics, LLC filed
with the U.S. Bankruptcy Court for the Southern District of Texas a
Joint Plan of Reorganization dated November 15, 2024.
The Debtors were established to provide a variety of specialty
medical services to the Greater Houston Area, including cardiology,
family medicine, internal medicine, pain management, and podiatry.
Achy Legs was established on March 10, 2017, and Pulse was
established September 18, 2018, both in Texas by Gaurav Aggarwala,
M.D. Dr. Aggarwala serves as the president of both Debtors and is
an interventional cardiologist, who provides case to many of the
Debtors' patients.
Chapter 11 bankruptcy will provide a single forum for addressing
the prepetition litigation claims against the Debtors in an
efficient, more cost-effective, and fair manner. The Debtors
continue to maintain a very profitable status and intend to pay
their creditors over the course of a three-year period (the "Plan
Period").
Priority claimants will be paid in full during the first year
following the Effective Date of the Plan, as enumerated in Class 1.
The government entities in Class 2, to whom ad valorem taxes are
owed, will also be paid in full during the first year following the
Effective Date of the plan.
Secured lenders in Classes 3 and 5 will be paid the amounts owed in
accordance with their rights under their prepetition contracts.
These payments will be made on a monthly basis until paid in full.
The Debtors' prepetition lender Capital One, N.A. ("CONA"), which
is included in Class 3, will be paid on a monthly basis to
reinstate the note. These payments are expected to exceed the Plan
Period and will continue until paid in full or refinanced.
Equipment lenders in Class 5 will also be paid monthly. The Debtors
are actively negotiating terms for repayment and intend to pay the
fair market value of the respective equipment until paid and full.
Merchant Cash Advance Lenders ("MCA Lenders") in Class 4 will not
receive payments during the Plan Period until all claims have been
inspected and resolved by the Debtors. Should these claims be
deemed allowed, Debtors will pay those claims monthly during the
Plan Period.
The Debtors intend to pay their unsecured creditors via quarterly
payments over the course of three years, derived from their
disposable income, to be paid on a pro rata basis. Lastly, Debtors
will pay claims for assuming executory contracts in full over the
course of the Plan Period.
Class 6 consists of General Unsecured Claims. Holders of Allowed
Class 6 Claims shall receive a pro rata portion of payments made to
unsecured creditors. These payments will be made quarterly during
the Plan Period. Total distributions will be made as follows:
$24,817 in 2025
$409,865 in 2026
$695,464 in 2027
Any claim remaining after the third anniversary of the Effective
Date shall be forever barred and disallowed in its entirety. This
will generate an approximate return of 23.5% to all unsecured
Allowed Claims.
The Plan does not discriminate unfairly because similarly situated
creditors are treated alike. The Plan is "fair and equitable" as
defined in section 1191(c) because (1) the Plan provides that all
projected disposable income be applied to Plan payments; (2) the
Debtor is reasonably likely to be able to make all payments under
the Plan.
A full-text copy of the Joint Plan dated November 15, 2024 is
available at https://urlcurt.com/u?l=2exo3T from PacerMonitor.com
at no charge.
Counsel for the Debtors:
Matthew W. Bourda, Esq.
Christopher R. Murray, Esq.
Jones Murray LLP
602 Sawyer Street, Suite 400
Houston, TX 77007
Tel: (832) 529-1582
Fax: (832) 529-3393
Email: chris@jonesmurray.com
matthew@jonesmurray.com
About Pulse Physician Organization
Pulse Physician Organization, PLLC, is a medical group that
specializes in medical weight loss, pain management, interventional
cardiology, internal medicine, family medicine, and podiatry.
Pulse Physician Organization and its affiliates sought protection
under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Texas
Lead Case No. 24-32860) on June 20, 2024. At the time of the
filing, Pulse Physician Organization disclosed $2,556,518 in total
assets and $3,395,617 in total liabilities.
Judge Jeffrey P. Norman oversees the case.
The Debtors tapped Robert C. Lane, Esq., at the Lane Law Firm as
counsel, Saleem Lakhani CPA, LLC as accountant, and Viking Advisory
Group, LLC as bookkeeper.
RBX INC: Family-Owned Trucking Company Seeks Chapter 11 Bankruptcy
------------------------------------------------------------------
Clarissa Hawes of Freight Waves reports that RBX Inc., a
family-owned trucking company based in Strafford, Missouri, with a
fleet of 265 trucks and 255 drivers, has filed for Chapter 11
bankruptcy protection.
According to Freight Waves, the petition, filed in the U.S.
Bankruptcy Court for the Western District of Missouri on Friday,
names James A. Keltner as the company's CEO. While no specific
reasons for the filing are provided, the company aims to reorganize
under Chapter 11. RBX operates primarily in the Midwest and
Southeast, listing assets up to $50,000 and liabilities between $10
million and $50 million. The petition mentions up to 199 creditors
but does not include the amounts owed. The company has stated that
no funds will be available for unsecured creditors after paying
administrative fees.
FreightWaves has reached out to Sharon L. Stolte, RBX's bankruptcy
attorney, for further comments.
U.S. Bankruptcy Judge Brian T. Fenimore has instructed RBX to file
its asset, liability, and financial statements with the court by
December 27. According to the Federal Motor Carrier Safety
Administration, RBX's trucks underwent 148 inspections over the
past 24 months, with 37 placed out of service, resulting in a 25%
out-of-service rate, which exceeds the industry average of 22.3%,
according to report.
During the same period, RBX drivers were inspected 360 times, with
seven placed out of service, resulting in an out-of-service rate of
nearly 2%, significantly lower than the national average of 6.7%.
In the past two years, RBX trucks were involved in two fatal
accidents, eight injury crashes, and 17 tow-aways, the report
adds.
Judge Fenimore has also ordered the company to consult with the
U.S. trustee and use only debtor-in-possession accounts.
Additionally, RBX must file all postpetition financial reports and
allow the U.S. trustee access to its premises, books, and records
once a scheduling order is agreed upon, FreightWaves states.
About RBX Inc.
RBX Inc. was founded in 1983 by Randall Walker. It specializes in
hauling general freight, beverages, and paper products.
RBX Inc. sought relief under Chapter 11 of the U.S. Bankruptcy Code
(Bankr. W.D. Miss. Case No. 24-60819) on December 13, 2024. In its
petition, the Debtor reports estimated assets up to $50,000 and
estimated liabilities between $10 million and $50 million.
Sharon L Stolte of Sandberg Phoenix & Von Gontard is the Debtor's
counsel.
RESHAPE LIFESCIENCES: Posts $1.58 Million Net Loss in Third Quarter
-------------------------------------------------------------------
Reshape Lifesciences, Inc. filed with the Securities and Exchange
Commission its Quarterly Report on Form 10-Q reporting a net loss
of $1.58 million on $2.29 million of revenue for the three months
ended Sept. 30, 2024, compared to a net loss of $3.53 million on
$2.16 million of revenue for the three months ended Sept. 30,
2023.
For the nine months ended Sept. 30, 2024, the Company reported a
net loss of $5.37 million on $6.20 million of revenue compared to a
net loss of $9.69 million on $6.70 million of revenue for the same
period during the prior year.
As of Sept. 30, 2024, the Company had $5.62 million in total
assets, $4.13 million in total liabilities, and $1.49 million in
total stockholders' equity.
Reshape Lifesciences stated, "The Company currently does not
generate revenue sufficient to offset operating costs and
anticipates such shortfalls to continue as the Company has modified
its strategy to a metrics-driven approach through a sustainable and
scalable business model, via a digital lead generation and
re-engagement strategy. As of September 30, 2024, the Company had
net working capital of approximately $1.3 million, primarily due to
cash and cash equivalents and restricted cash of $0.8 million, and
$1.3 million of net accounts receivable. The Company has raised
gross proceeds of $0.7 million from the issuance of a senior
secured convertible note on October 16, 2024...Based on its
available cash resources, the Company will not have sufficient cash
on hand to fund its current operations for more than twelve months
from the date of filing this Quarterly Report on Form 10-Q. This
condition raises substantial doubt about the Company's ability to
continue as a going concern."
A full-text copy of the Form 10-Q is available for free at:
https://www.sec.gov/ix?doc=/Archives/edgar/data/1427570/000155837024015732/rsls-20240930x10q.htm
About ReShape Lifesciences
ReShape Lifesciences Inc. (Obalon Therapeutics, Inc.) is a weight
loss and metabolic health-solutions company, offering an integrated
portfolio of proven products and services that manage and treat
obesity and metabolic disease.
Irvine, California-based RSM US LLP, the Company's auditor since
2022, issued a "going concern" qualification in its report dated
April 1, 2024, citing that the Company has suffered recurring
losses from operations and negative cash flows. The Company
currently does not generate revenue sufficient to offset operating
costs and anticipates such shortfalls to continue. This raises
substantial doubt about the Company's ability to continue as a
going concern.
RESIDENTIAL ADVERSITIES: Unsecureds Owed $15K to Get $750 in Plan
-----------------------------------------------------------------
Residential Adversities, LLC, submitted an Amended Plan of
Reorganization dated November 18, 2024.
The last amended plan called for Eureka to be sold and for
Wilmington's lien to be paid off in full, and then for the BP lien
to be paid off as much as possible. The sale would not be closed
unless Wilmington could be paid in full.
If Wilmington could be paid in full and BP was not able to be paid
in full, then the amount owed to BP would be fixed at that time,
and the Debtor would begin making payments on the balance owed to
BP based on a 20-year amortization at 9.5% (prime plus 1-3% under
Till v. SCS Credit Corp., 541 U.S. 465, 471 (2004) (the "Till
Rate").
This New Amended Plan continues the effort to sell Eureka but
allows the Debtor to pursue two good options at the same time, the
sale of Eureka and also the refinancing of Eureka and Somerlane,
and provides for payments to Wilmington and Eureka in the meantime.
Until the Eureka property was sold, the last amended plan called
for making no payments to Wilmington or BP for their loans that
were already due in full prior to bankruptcy. In contrast, this
Plan provides for making payments to BP and Wilmington until Eureka
is either sold or refinanced (for Wilmington) and/or Somerlane is
refinanced (for Fay and BP).
Specifically, this plan includes making interest-only payments to
both BP ($2,000) and Somerlane ($4,000) per month until Eureka is
either sold or refinanced (for Wilmington), or Somerlane is
refinanced (for BP).
Additionally, if Eureka is either sold or refinanced before BP has
been paid off from the refinancing of Somerlane, then $20,000 will
be paid to BP when Eureka is sold or refinanced.
Class 5 consists of general unsecured claims. The U.S. Trustee has
filed Proof of Claim #3 and #4 for fees from the Debtor's two prior
chapter 11 cases. The allowed unsecured claims total $15,062. This
Class will receive a distribution of $750. The Claims of the Class
5 Creditors are Impaired by the Plan.
Notwithstanding anything else in this document to the contrary, any
claim against Debtor shall be reduced by any payment received by
the creditor holding such claim from any third party or other
obligor or from the sale of any collateral and Debtor's obligations
hereunder shall be reduced accordingly.
Before and upon the Confirmation Order becoming a Final Order (the
"Final Order Date") the Debtor will continue to market and sell the
Property for the best price available ("Sale Event").
Upon a Sale Event, the Debtor will pay or segregate sufficient
funds to pay (i) all reasonable and ordinary costs of sale,
including broker commissions, (ii) then all outstanding property
taxes not otherwise prorated between the Debtor and the purchaser
at closing, (iii) then the Class 3 Secured Claim of Wilmington
Trust, (iv) then the Class 4 Secured Claim of BP Fast Lending, (v)
then any unpaid professional fee claims, including post
confirmation professional fee claims, (v) then the balance owed the
holders of priority tax claims, and (vi) then any Class 5 Unsecured
Creditors with Allowed Claims, then to general business funds of
the Debtor.
A full-text copy of the Amended Plan dated November 18, 2024 is
available at https://urlcurt.com/u?l=JwYMfq from PacerMonitor.com
at no charge.
Attorney for the Debtor:
Brad Fallon, Esq.
Fallon Law PC
1201 W. Peachtree St. NW, Suite 2625
Atlanta, GA 30309
Telephone: (404) 849-2199
Facsimile: (470) 994-0579
Email: brad@fallonbusinesslaw.com
About Residential Adversities
Residential Adversities, LLC is primarily engaged in leasing
buildings, dwellings, or other real estate property to others. The
Debtor owns three properties, all located in Georgia, having a
total appraised value of $2.95 million.
Residential Adversities sought protection under Chapter 11 of the
U.S. Bankruptcy Code (Bankr. N.D. Ga. Case No. 24-54366) on April
30, 2024, with $2,980,000 in assets and $1,182,056 in liabilities.
Lacey Murry-Bullock, member, signed the petition.
Judge Sage M. Sigler oversees the case.
Brad Fallon, Esq., at Fallon Law, PC, is the Debtor's bankruptcy
counsel.
RICHARDSON CREEK: Case Summary & Five Unsecured Creditors
---------------------------------------------------------
Debtor: Richardson Creek, LLC
18581 SW Timbergrove Court
Lake Oswego, OR 97035
Business Description: The Debtor is the fee simple owner of a real
property located at 16000 SE Keller Road,
Damascus, OR valued at $1.1 million.
Chapter 11 Petition Date: December 18, 2024
Court: United States Bankruptcy Court
District of Oregon
Case No.: 24-33417
Judge: Hon. Teresa H Pearson
Debtor's Counsel: Theodore J. Piteo, Esq.
MICHAEL D. O'BRIEN & ASSOCIATES, P.C.
12909 SW 68th Parkway, Suite 160
Portland, OR 97223
Tel: 503-786-3800
Fax: 503-272-7796
E-mail: enc@pdxlegal.com
Total Assets: $1,104,618
Total Liabilities: $421,250
The petition was signed by Connie K. Harrell as agent/member.
A full-text copy of the petition containing, among other items, a
list of the Debtor's five unsecured creditors is available for free
at PacerMonitor.com at:
https://www.pacermonitor.com/view/RGKZOCQ/Richardson_Creek_LLC__orbke-24-33417__0001.0.pdf?mcid=tGE4TAMA
RITE AID: Davis-Gray et al. Case Statistically Terminated
---------------------------------------------------------
Magistrate Judge S. Kate Vaughan of the United States District
Court for the Western District of Washington issued an order
statistically terminating the case captioned as JACQUELYN
DAVIS-GRAY, et al., Plaintiffs, v. RITE AID HEADQUARTERS
CORPORATION, et al., Defendants, Case No. C23-0189-SKV (W.D.
Wash.).
This matter comes before the Court on Defendants' Notice of
Permanent Injunction and Discharge, and Plaintiffs' Response to
Defendants' Request to Close Case, Defendants assert and Plaintiffs
agree that the Court properly enters a statistical termination of
this case due to the recent entry of the Order Approving the
Disclosure Statement For, and Confirming the Second Amended Joint
Chapter 11 Plan of Reorganization of Rite Aid Corporation and Its
Debtor Affiliates by the United States Bankruptcy Court for the
District of New Jersey (Bankruptcy Court).
Accordingly, the Clerk of Court is directed to enter a statistical
termination in this case. Such termination is entered solely for
the purpose of removing this case from the Court's active
calendar.
A copy of the Court's decision is available at
https://urlcurt.com/u?l=jD86Kj
About Rite Aid Corp.
Rite Aid -- http://www.riteaid.com-- is a full-service pharmacy
that improves health outcomes. Rite Aid is defining the modern
pharmacy by meeting customer needs with a wide range of vehicles
that offer convenience, including retail and delivery pharmacy, as
well as services offered through our wholly owned subsidiaries,
Elixir, Bartell Drugs and Health Dialog. Elixir, Rite Aid's
pharmacy benefits and services company, consists of accredited mail
and specialty pharmacies, prescription discount programs and an
industry leading adjudication platform to offer superior member
experience and cost savings. Health Dialog provides healthcare
coaching and disease management services via live online and phone
health services. Regional chain Bartell Drugs has supported the
health and wellness needs in the Seattle area for more than 130
years. Rite Aid employs more than 6,100 pharmacists and operates
more than 2,100 retail pharmacy locations across 17 states.
The Debtors sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. D.N.J. Lead Case No. 23-18993) on Oct. 15, 2023. In
the petition signed by Jeffrey S. Stein, chief executive officer
and chief restructuring officer, Rite Aid disclosed $7,650,418,000
in total assets and $8,597,866,000 in total liabilities.
Judge Michael B. Kaplan oversees the cases.
The Debtors tapped Kirkland & Ellis LLP and Kirkland & Ellis
International LLP as general bankruptcy counsel, Cole Schotz, P.C.,
as local bankruptcy counsel, Guggenheim Partners as investment
banker, Alvarez & Marsal North America, LLC as financial, tax and
restructuring advisor, and Kroll Restructuring Administration as
claims and noticing agent.
* * *
On October 16, 2023, the Debtors filed their Joint Plan of
Reorganization and the Disclosure Statement related thereto. The
Bankruptcy Court's hearing to consider conditional approval of the
adequacy of the Disclosure Statement was held on March 28, 2024, at
11:00 a.m., prevailing Eastern Time, before the Honorable Chief
Judge Michael B. Kaplan. On March 28, 2024, the Bankruptcy Court
entered an order conditionally approving the adequacy of the
Disclosure Statement. The Bankruptcy Court's combined hearing to
consider confirmation of the Plan and final approval of the
Disclosure Statement was held June 27, 2024, at 10:00 a.m.,
prevailing Eastern Time. On August 16, 2024, the Bankruptcy Court
entered an order approving the Disclosure Statement on final basis
and confirming the Plan. On August 30, 2024, the Effective Date of
the Plan occurred and the Plan was consummated.
RIVERBED HOLDINGS: S&P Assigns 'CCC+' ICR After Change of Control
-----------------------------------------------------------------
S&P Global Ratings assigned its 'CCC+' issuer credit rating to
private-equity sponsor Vector Capital completed its acquisition of
Riverbed Holdings Inc. At the same time, S&P assigned its 'CCC+'
issue-level rating to the company's first-lien senior secured
facilities maturing in 2028. The recovery rating on this debt is
'3', indicating its expectation for rounded estimated recovery of
55% (recovery range of 50%-70%).
The stable outlook reflects S&P's view that Riverbed's adequate
liquidity will support the company as it works to stabilize
revenues, generate positive cash flow, and execute on its
turnaround plan.
On July 1st, 2023, private-equity sponsor Vector Capital completed
its acquisition of Riverbed Holdings Inc.
The transaction significantly reduced Riverbed's debt burden to
about $380 million as of the third quarter of 2024 from nearly $960
million at the start to 2023. The deal also provided the company
with a $30 million revolving credit facility that is currently
undrawn.
While the change of control and subsequent recapitalization has
improved Riverbed's financial flexibility, revenue losses and cash
flow deficits persist. As part of its sale to Vector Capital,
Riverbed's debt burden was reduced by nearly $600 million. The
company's capital structure comprises a $375 million term loan and
a $30 million revolving credit facility, both maturing in 2028.
This improved its leverage significantly, and S&P expects the
company to finish its fiscal 2024 (ending Dec. 31, 2024) with S&P
Global Ratings-adjusted debt to EBITDA near 5.0x compared with 6.8x
the previous year. Additionally, the company's term loan is
covenant lite and allows for partial payment-in-kind (PIK) interest
payments (with the PIK component stepping up in later years) and no
mandatory amortization until 2025.
While S&P views these developments as credit positives and
accretive to Riverbed's overall financial flexibility, its recent
operating performance remained challenged. Revenues fell nearly 12%
in 2023, and we anticipate another 18% drop in sales in 2024 driven
predominantly by secular decline across its WAN-Ops business.
Similarly, the company generated a $51 million free operating cash
flow (FOCF) deficit last year as revenues declined, and we expect a
subsequent $12 million cash burn this year as well.
Performance across Riverbed's segments has been mixed, with some
facing secular decline headwinds while others continue to grow.
Riverbed's WAN-Ops business, the company's flagship solution
historically, has faced meaningful disruption over the past decade.
As public internet became cheaper and more accessible, demand for
WAN-Ops solutions fell substantially in favor of SD-WAN
optimization tools that offer flexibility, scalability, and cost
efficiency advantages. This has driven steady revenue losses in the
overall business year over year since 2016.
Riverbed's Network Performance Monitoring (NPM) segment, currently
its largest business by revenues, is also facing some secular
challenges following a shift in customer preference toward platform
over point solutions and cloud over on-premise deployments.
Headwinds here, however, have been less severe than in its WAN-Ops
business, and revenues have been mostly flat in recent periods
(compared with declines of 20% or more in WAN-Ops).
Conversely, growth prospects for Riverbed's End-User Experience
Monitoring (EUEM) solution Aternity remain promising. Although
Aternity is Riverbed's smallest segment, it is the company's
fastest growing (grew 15% in 2023) and is also currently the number
two product by market share in the relatively nascent EUEM space.
Low penetration and hybrid work environments are expected to
further support a market CAGR of about 14% through 2027, and S&P
believes Riverbed is well positioned to capitalize on this growth.
S&P said, "We believe there is considerable execution risk as
Riverbed works to stabilize the business, but we believe its
turnaround plan is credible. Riverbed's turnaround plan aims to
unify its Aternity and NPM capabilities into a holistic
cloud-native observability platform while simultaneously harvesting
its declining WAN-Ops business for cash. While we view this
strategy as credible given the increasing complexity of modern IT
environments, the growing need for observability tools that address
these issues, and a broader market pivot toward platform solutions,
we believe the execution risk to achieve these goals is
meaningful."
The observability and EUEM spaces are highly competitive and
include many direct and adjacent competitors such as Dynatrace, New
Relic, Nextthink, Elastic, Datadog, and others. Many of these
players are larger and better-capitalized than Riverbed, and we
believe the company's smaller scale and limited access to financial
resources could put it at a competitive disadvantage relative to
peers.
S&P said, "We believe reputation risk is another factor that could
hinder the company's turnaround efforts. Riverbed's Chapter 11
bankruptcy and numerous management overhauls and sponsor-ownership
iterations raise some concerns about the stability of its ongoing
operations. We believe this could impair the company's ability to
secure new customers and form strategic partnerships."
Partially offsetting some these risks, however, is Riverbed's
significantly improved leverage and liquidity profile following its
recapitalization. S&P believes the company's new capital structure
will provide it with enough headroom to absorb near-term cash
shortfalls and pursue its strategic initiatives, and S&P expects
Riverbed to finish 2024 with about $80 million in total liquidity.
S&P said, "The stable outlook reflects our view that Riverbed's
adequate liquidity will support the company as it works to
stabilize revenues, generate positive cash flow, and execute on its
turnaround plan.
"We could lower the rating if Riverbed fails to progress in
executing its new business strategy leading to continued declines
in revenue, EBITDA, and cash flow, and due to this, we see an
increased risk of a near-term liquidity shortfall or default within
12 months.
"We could raise our rating on Riverbed if, by improving operating
performance and increasing capacity to meet its debt obligations,
we gain greater confidence in the sustainability of its capital
structure over the longer term. In this scenario, we would look for
the company to return to revenue growth, improve profitability, and
generate discretionary cash flow that sustainably covers the cash
and noncash components of interest on its term loan."
ROSE AIRCRAFT: Case Summary & 20 Largest Unsecured Creditors
------------------------------------------------------------
Debtor: Rose Aircraft Services, Inc.
d/b/a Rose Aircraft Finishes
d/b/a Rose Aircraft Interiors
d/b/a Rose Aircraft Upholstery
d/b/a Rose Aircraft Maintenance
122 Flight Lane
Mena, AR 71953
Business Description: Rose Aircraft provides exterior and interior
refurbishing and maintenance to general
aviation.
Chapter 11 Petition Date: December 15, 2024
Court: United States Bankruptcy Court
Western District of Arkansas
Case No.: 24-72085
Judge: Hon. Bianca M Rucker
Debtor's Counsel: Stanley V. Bond, Esq.
BOND LAW OFFICE
525 S. School Ave.
Suite 100
Fayetteville, AR 72701
Tel: 479-444-0255
Fax: 479-235-2827
E-mail: attybond@me.com
Total Assets: $1,560,469
Total Liabilities: $1,130,516
The petition was signed by Brenda Rose Sloan as secretary and
treasurer.
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/SQJBHGI/Rose_Aircraft_Services_Inc__arwbke-24-72085__0001.0.pdf?mcid=tGE4TAMA
SBB SHIPPING: Sec. 341(a) Meeting of Creditors on Jan. 22
---------------------------------------------------------
On December 14, 2024, SBB Shipping USA Inc. filed Chapter 11
protection in the District of New Jersey. According to court
filing, the Debtor reports between $10 million and $50 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 January 22,
2025 at 10:00 AM, TELEPHONIC MEETING.
About SBB Shipping USA Inc.
SBB Shipping USA Inc. offers JIT and tailor-made international
logistics and fulfillment services.
SBB Shipping USA Inc. sought relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. D.N.J. Case No. 24-22278) on December 14,
2024. In the petition filed by Batuhan Cakmak, as president, the
Debtor reports estimated assets between $1 million and $10 million
and estimated liabilities between $10 million and $50 million.
Honorable Bankruptcy Judge Vincent F. Papalia handles the case.
The Debtor is represented by:
David Stevens, Esq.
SCURA WIGFIELD, HEYER, STEVENS & CAMMAROTA LLP
1599 Hamburg Turnpike
Wayne NJ 07470
Tel: 201-490-4777
Email: dstevens@scura.com
SCORPIUS HOLDINGS: Inks $12.05M Securities Purchase Agreement
-------------------------------------------------------------
Scorpius Holdings, Inc. disclosed in a Form 8-K filed with the
Securities and Exchange Commission that on Dec. 5, 2024, it entered
into a Securities Purchase Agreement with certain institutional
investors, pursuant to which the Company agreed to issue, in a
private placement offering, upon the satisfaction of certain
conditions specified in the Purchase Agreement, 9% senior secured
convertible notes in the aggregate principal amount of
$13,388,889, and warrants to purchase up to an aggregate of
13,388,889 shares of the Company's common stock, par value $0.0002
per share, to the Investors for an aggregate purchase price of
$12,050,000, representing an original issue discount of 10%.
The closing was expected to occur on Dec. 6, 2024. The Company
anticipates that it will receive net proceeds from the Offering of
approximately $3.3 million, net of the $8,500,000 of the Offering
proceeds that the Company agreed to use to pay to the Investors
pursuant to the Purchase Agreement to repurchase pre-funded
warrants held by the Investors, which amount will be paid to the
Investors at the closing of the Offering, as well as repayment of a
promissory note in the principal amount of $225,000, plus accrued
interest, held by one of the Investors. In connection with the
Offering, the Company agreed to reimburse the Investors for all
costs and expenses incurred by them or their affiliates in
connection with the transactions contemplated by the Purchase
Agreement, up to $50,000. ThinkEquity LLC acted as placement agent
in the Offering. In connection with the closing of the Offering,
the Company agreed to pay a placement fee to ThinkEquity equal to
8% of the net proceeds of the Offering paid to the Company, net of
the amount used to repurchase the Pre-Funded Warrants and the
amount of the original issue discount, which is expected to be
$285,000.
On the Closing Date, the Company, each of the Company's domestic
subsidiaries and the Investors will also enter into a Security
Agreement, pursuant to which the Company and each of the Company's
domestic subsidiaries will grant security interests in the
Collateral (as such term is defined in the Security Agreement) to
secure the obligations of the Company under the Notes and the
Purchase Agreement. Each of the Company's domestic subsidiaries
will also execute and deliver a Subsidiary Guarantee on the Closing
Date, pursuant to which they will agree to guarantee the Company's
obligations under the Notes and act as surety for payment of the
Notes.
The Notes mature on the third anniversary of their date of
issuance, unless prior thereto there is an event of default, and
bear interest at a rate of 9% per annum payable in cash on the
first business day of each fiscal quarter beginning Jan. 2, 2025.
The Notes are convertible, at the option of the holder, at any
time, into such number of shares of Common Stock of the Company
equal to the principal amount of the Note plus all accrued and
unpaid interest at a conversion price equal to $0.50, subject to
adjustment for any stock splits, stock dividends, recapitalizations
and similar events and subject to an Exchange Cap (as defined
below) and other limitations. The Notes contain customary events
of default, including the failure of Jeffrey Wolf to remain as
Chief Executive Officer of the Company, unless an individual
reasonably acceptable to the Investors has been appointed to
replace Mr. Wolf within 30 days of such occurrence, unless the
Investors extend such deadline for an additional 30 days at their
sole discretion. If an event of default occurs, until it is cured,
the Investors may increase the interest rate applicable to the Note
to fifteen 15% annum. If an event of default occurs, the Investors
may require the Company to redeem (regardless of whether such event
of default has been cured) all or any portion of the Notes.
Subject to limited exceptions set forth in the Notes, the Notes
prohibit the Company and, as applicable, its subsidiaries from
incurring any new indebtedness. The Notes also provide that the
Company shall, while the Notes remain outstanding, maintain a net
monthly cash burn of not more than $1,800,000, calculated on an
average trailing-three-month basis, decreasing by increments of
$500,000 every three months.
The Notes are redeemable by the Company at a redemption price equal
to 110% of the sum of the principal amount to be redeemed plus
accrued interest, if any. While the Notes are outstanding, if the
Company enters into a Subsequent Placement (as such term is defined
in the Purchase Agreement), each of the Investors shall have the
right, in their sole discretion, to require that the Company redeem
all, or any portion, of the amount due under their Note in an
amount not in excess of the Investor's pro rata amount of 25% of
the gross proceeds of such Subsequent Placement.
The Warrants expire five years from their date of issuance. The
Warrants are exercisable, at the option of the holder, at any time,
for up to an aggregate of 13,388,889 shares of Common Stock of the
Company at an exercise price equal to $0.50, subject to adjustment
for any stock splits, stock dividends, recapitalizations, and
similar events. The Warrants provide for cashless exercise under
certain circumstances.
The Purchase Agreement prohibits the Company from entering into a
Variable Rate Transaction (as such term is defined in the Purchase
Agreement) for a period of twelve months from the Closing Date,
other than an equity line of credit with one of the Investors.
Pursuant to the Purchase Agreement, the Company agreed to file a
registration statement within 30 days to register the shares of
Common Stock issuable upon conversion of the Notes and upon
exercise of the Warrants with the Securities and Exchange
Commission and to use its commercially reasonable best efforts to
have the registration statement declared effective by the SEC
within 75 calendar days of the Closing Date (or 135 days if the SEC
elects to review such registration statement) and to keep such
registration statement effective for one year after its
effectiveness.
On the Closing Date, all of the officers and directors of the
Company will enter into Support Agreements, pursuant to which they
will agree to vote all shares of Common Stock beneficially owned by
each stockholder in favor of the transactions contemplated by the
Purchase Agreement, including (a) the issuance of all of the
Conversion Shares and Warrant Shares in excess of 19.99% of the
issued and outstanding Common Stock at the time the Company enters
into the Purchase Agreement, and (b) any subsequent issuances of
the Conversion Shares or Warrants Shares in excess of 19.99% of the
issued and outstanding Common Stock as a consequence of any
corporate action, including the implementation of a reverse stock
split. Pursuant to the Purchase Agreement, the Company has agreed
to hold a meeting for the purpose of obtaining Stockholder Approval
by March 31, 2025. If Stockholder Approval is not obtained by such
date, the Company has agreed to hold a second meeting for the
purpose of obtaining Stockholder Approval by July 1, 2025. If
Stockholder Approval is not obtained by such date, the Company has
agreed to hold a meeting every three months thereafter until
Stockholder Approval is obtained.
The Purchase Agreement contains customary representations,
warranties, agreements and conditions to completing future sale
transactions, indemnification rights and obligations of the
parties. Among other things, the Investors represented to the
Company, that they are "accredited investors" (as such term is
defined in Rule 501(a) of Regulation D under the Securities Act of
1933, as amended), and the Company sold the securities in reliance
upon an exemption from registration contained in Section 4(a)(2) of
the Securities Act and/or Regulation D promulgated thereunder.
The number of shares of the Company's Common Stock that may be
issued upon conversion of the Notes and exercise of the Warrants,
and inclusive of any shares issuable under and in respect of the
Purchase Agreement, is subject to an exchange cap of 19.99% of the
outstanding number of shares of the Company's Common Stock at the
time the Company enters into the Purchase Agreement, 865,820
shares, unless Stockholder Approval is obtained to exceed the
Exchange Cap. If the Notes were to fully convert into Conversion
Shares at the Conversion Price, assuming no Exchange Cap, the
Company would issue 26,777,778 Conversion Shares plus an additional
7,230,000 shares of Common Stock if interest and the Make-Whole
Amount (as such term is defined in the Notes) is also converted
into shares of Common Stock.
About Scorpius Holdings
Headquartered in Morrisville, NC, Scorpius Holdings, Inc. --
http://www.scorpiusbiologics.com-- provides process development
and biomanufacturing services to support the biomanufacturing needs
of third parties who use its biomanufacturing capacity as a
fee-for-service model through our subsidiary, Scorpius
Biomanufacturing, Inc. (formerly known as Scorpion Biological
Services, Inc.). Scorpius couples CGMP biomanufacturing and
quality control expertise with cutting edge capabilities in
immunoassays, molecular assays, and bioanalytical methods to
support cell- and gene-based therapies as well as large molecule
biologics using American-made equipment, reagents, and materials.
The Company anticipates the prioritization of Scorpius on
American-made equipment, reagents, and materials paired with
domestic sourcing of biomanufacturing expertise will make us
competitive for U.S. government contracts and biodefense assets.
The Company anticipates this will successfully support its
expansion within the growing CDMO market.
Raleigh, North Carolina-based BDO USA, P.C., the Company's auditor
since 2012, issued a "going concern" qualification in its report
dated April 26, 2024, citing that the Company has suffered
recurring losses from operations and has not generated significant
revenue or positive cash flows from operations. These factors
raise substantial doubt about the Company's ability to continue as
a going concern.
SCORPIUS HOLDINGS: Issues $225K Non-Convertible Note to Investor
----------------------------------------------------------------
Scorpius Holdings, Inc. disclosed in a Form 8-K filed with the
Securities and Exchange Commission that on Nov. 27, 2024, it issued
a non-convertible promissory note in the principal amount of
$225,000 to an institutional investor. The Note accrues interest
at the rate of 5.0% per annum and matures on the earlier of: (i)
Dec. 15, 2024; (ii) the consummation of a Corporate Event (as such
term is defined in the Note); or (iii) when, upon or after the
occurrence of an event of default under the Note.
The Note contains customary events of default, including if the
Company or any of its subsidiaries, individually or in the
aggregate, fails to pay indebtedness in excess of $150,000 due to
any third party, subject to certain exceptions, or if an event of
default occurs under any other outstanding promissory note of the
Company. If at any time the Note is outstanding the Company
consummates a subsequent Financing (as such term is defined in the
Note), the Holder shall have the right, it its sole discretion, to
require that the Company redeem the entire outstanding balance of
the Note, together with all accrued interest thereon, using up to
100% of the gross proceeds of such Financing.
The Company sold the Note in reliance upon an exemption from
registration contained in Section 4(a)(2) of the Securities Act of
1933, as amended and/or Regulation D promulgated thereunder.
About Scorpius Holdings
Headquartered in Morrisville, NC, Scorpius Holdings, Inc. --
http://www.scorpiusbiologics.com-- provides process development
and biomanufacturing services to support the biomanufacturing needs
of third parties who use its biomanufacturing capacity as a
fee-for-service model through our subsidiary, Scorpius
Biomanufacturing, Inc. (formerly known as Scorpion Biological
Services, Inc.). Scorpius couples CGMP biomanufacturing and
quality control expertise with cutting edge capabilities in
immunoassays, molecular assays, and bioanalytical methods to
support cell- and gene-based therapies as well as large molecule
biologics using American-made equipment, reagents, and materials.
The Company anticipates the prioritization of Scorpius on
American-made equipment, reagents, and materials paired with
domestic sourcing of biomanufacturing expertise will make us
competitive for U.S. government contracts and biodefense assets.
The Company anticipates this will successfully support its
expansion within the growing CDMO market.
Raleigh, North Carolina-based BDO USA, P.C., the Company's auditor
since 2012, issued a "going concern" qualification in its report
dated April 26, 2024, citing that the Company has suffered
recurring losses from operations and has not generated significant
revenue or positive cash flows from operations. These factors
raise substantial doubt about the Company's ability to continue as
a going concern.
SHANKARA LLC: Starts Subchapter V Bankruptcy Process
----------------------------------------------------
On December 12, 2024, Shankara LLC filed Chapter 11 protection in
the Western District of Louisiana. According to court filing, the
Debtor reports between $1 million and $10 million in debt owed to 1
and 49 creditors. The petition states that funds will be available
to unsecured creditors.
A meeting of creditors under Sec. 341(a) to be held on January 27,
2025 at 1:00 PM, TELEPHONIC MEETING. CONFERENCE LINE:866-762-6425,
PARTICIPANT CODE:8530051#.
About Shankara LLC
Shankara LLC is a limited liability company.
Shankara LLC sought relief under Chapter 11 of the U.S. Bankruptcy
Code (Bankr. W.D. La. Case No. 24-20562) on December 12, 2024. In
the petition filed by Sanjay Desai, as manager/member, the Debtor
reports estimated assets between $100,000 and $500,000 and
estimated liabilities between $1 million and $10 million.
Honorable Bankruptcy Judge John W. Kolwe handles the case.
The Debtor is represented by:
Wade N. Kelly, Esq.
Wade N. Kelly Packard LaPray
WADE N KELLEY, LLC
Packard LaPray
2201 Oak Park Boulevard
Lake Charles, LA 70601
Tel: 337-431-7170
E-mail: staff@packardlaw.com
SKILLZ INC: Board Reapproves $41.1M Share Repurchase Program
------------------------------------------------------------
Skillz Inc. disclosed in a Form 8-K Report filed with the U.S.
Securities and Exchange Commission that its board of directors
reapproved the Company's share repurchase program, pursuant to
which the Company is authorized to purchase up to $41.1 million of
its Class A common stock, par value $0.0001 per share, remaining
under the Company's legacy repurchase program.
Repurchases under the share repurchase program may be made at
management's discretion from time to time through open market
purchases, in privately negotiated transactions, or by other means,
including through the use of trading plans intended to qualify
under Rule 10b5-1 under the Securities Exchange Act of 1934, as
amended, in accordance with applicable securities laws and other
restrictions. The timing and total amount of share repurchases will
depend upon business, economic and market conditions, corporate,
legal and regulatory requirements, prevailing stock prices, trading
volume, and other considerations. The share repurchase program may
be suspended or discontinued at any time, and does not obligate the
Company to acquire any amount of Common Stock. The Company expects
to utilize its existing cash and cash equivalents to fund
repurchases under the share repurchase program. The share
repurchase program has no expiration date and will continue until
otherwise suspended, terminated, or modified at any time for any
reason by the Board.
About Skillz Inc.
Las Vegas-based Skillz Inc. -- https://www.skillz.com -- is a
mobile games platform dedicated to fostering competition and
excellence through its technology. The Skillz platform enables
developers to create multi-million dollar franchises by
incorporating social competition into their games. Leveraging its
patented technology, Skillz hosts billions of casual eSports
tournaments for millions of mobile players worldwide, with the goal
of becoming the home of competition for all.
Skillz reported a net loss of $101.36 million in 2023, a net loss
of $438.87 million in 2022, a net loss of $187.92 million in 2021,
and a net loss of $149.08 million in 2020. As of September 30,
2024, Skillz had $390.2 million in total assets, $190.7 million in
total liabilities, and $199.5 million in total stockholders'
equity.
* * *
As reported by the TCR in January 2024, S&P Global Ratings retained
its ratings on Skillz Inc., including its 'CCC+' issuer credit
rating, following the assignment of the new management and
governance (M&G) assessment. S&P said, "S&P Global Ratings assigned
a new M&G modifier assessment of negative to Skillz following the
revision to our criteria for evaluating the credit risks. The terms
management and governance encompass the broad range of oversight
and direction conducted by an entity's owners, board
representatives, and executive managers. These activities and
practices can impact an entity's creditworthiness and, as such, the
M&G modifier is an important component of our analysis."
SMART COMMUNICATIONS: Kathleen DiSanto Named Subchapter V Trustee
-----------------------------------------------------------------
The U.S. Trustee for Region 21 appointed Kathleen DiSanto, Esq., at
Bush Ross, P.A., as Subchapter V trustee for Smart Communications
Holding, Inc.
Ms. DiSanto will be paid an hourly fee of $350 for her services as
Subchapter V trustee and will be reimbursed for work-related
expenses incurred.
Ms. DiSanto declared that she is a disinterested person according
to Section 101(14) of the Bankruptcy Code.
The Subchapter V trustee can be reached at:
Kathleen L. DiSanto, Esq.
Bush Ross, P.A.
P.O. Box 3913
Tampa, FL 33601-3913
Phone: (813) 224-9255
Fax: (813) 223-9620
Email: disanto.trustee@bushross.com
About Smart Communications Holding
Smart Communications Holding, Inc. sought protection under Chapter
11 of the U.S. Bankruptcy Code (Bankr. M.D. Fla. Case No. 24-7106)
on November 30, 2024, with $10 million to $50 million in assets and
$50 million to $100 million in liabilities. Jonathan D. Logan,
president of Smart Communications Holding, signed the petition.
Judge Roberta A. Colton presides over the case.
Daniel R. Fogarty, Esq., at Stichter, Riedel, Blain, & Postler P.A.
represents the Debtor as legal counsel.
SMITH MOUNTAIN: Richard Maxwell Named Subchapter V Trustee
----------------------------------------------------------
The Acting U.S. Trustee for Region 4 appointed Richard Maxwell of
Woods Rogers Vandeventer Black, PLC as Subchapter V trustee for
Smith Mountain Lake Coffee Shop, LLC.
Mr. Maxwell will charge $450 per hour for his services as
Subchapter V trustee and will seek reimbursement for work-related
expenses incurred.
Mr. Maxwell declared that he is a disinterested person according to
Section 101(14) of the Bankruptcy Code.
The Subchapter V trustee can be reached at:
Richard C. Maxwell
Woods Rogers Vandeventer Black PLC
10 S. Jefferson Street, Suite 1800
Roanoke, Virginia 24011
Telephone: (540) 983-7628
Email: Rich.Maxwell@wrvblaw.com
About Smith Mountain Lake Coffee Shop
Smith Mountain Lake Coffee Shop, LLC sought protection under
Chapter 11 of the U.S. Bankruptcy Code (Bankr. W.D. Va. Case No.
24-70904) on Nov. 26, 2024, listing up to $50,000 in assets and up
to $1 million in liabilities.
Andrew S. Goldstein, Esq., at Magee Goldstein Lasky & Sayers, PC is
the Debtor's counsel.
SNS OG: 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
SNS OG, LLC.
About SNS OG
SNS OG, LLC filed its voluntary petition for relief under Chapter
11 of the Bankruptcy Code (Bankr. E.D.N.C. Case No. 24-03685) on
October 22, 2024, listing up to $50,000 in assets and $500,001 to
$1 million in liabilities.
Judge Pamela W Mcafee presides over the case.
J.M. Cook, Esq. at J.M. Cook, P.A. represents the Debtor as
counsel.
SORENTO ON YESLER: Case Summary & Five Unsecured Creditors
----------------------------------------------------------
Debtor: Sorento on Yesler Owner LLC
1414 E Yesler Way
Seattle WA 98122
Business Description: Sorento on Yesler is a Single Asset Real
Estate debtor (as defined in 11 U.S.C.
Section 101(51B)).
Chapter 11 Petition Date: December 18, 2024
Court: United States Bankruptcy Court
Western District of Washington
Case No.: 24-13217
Judge: Hon. Christopher M. Alston
Debtor's Counsel: Christopher L. Young, Esq.
LAW OFFICES OF CHRISTOPHER L. YOUNG PLLC
92 Lenora #146
Seattle WA 98121
Tel: (206) 407-5829
Email: chris@christopherlyoung.com
Estimated Assets: $10 million to $50 million
Estimated Liabilities: $10 million to $50 million
The petition was signed by Bogdan Maksimchuk as managing member of
sole equity holder.
A full-text copy of the petition is available for free at
PacerMonitor.com at:
https://www.pacermonitor.com/view/4ZJNWGA/Sorento_on_Yesler_Owner_LLC__wawbke-24-13217__0001.0.pdf?mcid=tGE4TAMA
List of Debtor's Five Unsecured Creditors:
Entity Nature of Claim Claim Amount
1. City of Seattle (UTIL) Water, Sewer, $103,539
PO Box 35177 Garbage
Seattle, WA 98124-5177
2. City of Seattle (City Light) Power $27,084
PO Box 35178
Seattle, WA 98124-5178
3. Fastmesh Internet Internet $20,040
5555 14th Ave
Ste 307
Seattle, WA 98107
4. Costar Group Professional $5,360
1301 Second Ave Services
Ste 1910
Seattle, WA 98101
5. TK Elevator Corp Elevator $2,550
Attn: A/R Service
3100 Interstate North CIR SE
Ste 500
Atlanta, GA 30339-2227
SPD 2010: Salvatore LaMonica Named Subchapter V Trustee
-------------------------------------------------------
The U.S. Trustee for Region 2 appointed Salvatore LaMonica, Esq.,
at LaMonica Herbst & Maniscalco, LLP, as Subchapter V trustee for
SPD 2010, LLC.
Mr. LaMonica will be paid an hourly fee of $725 for his services as
Subchapter V trustee and will be reimbursed for work-related
expenses incurred.
Mr. LaMonica declared that he is a disinterested person according
to Section 101(14) of the Bankruptcy Code.
The Subchapter V trustee can be reached at:
Salvatore LaMonica, Esq.
LaMonica Herbst & Maniscalco, LLP
3305 Jerusalem Avenue, Suite 201
Wantagh, NY 11793
Phone: (516) 826-6500
Email: sl@lhmlawfirm.com
About SPD 2010 LLC
SPD 2010, LLC sought relief under Subchapter V of Chapter 11 of the
U.S. Bankruptcy Code (Bankr. E.D.N.Y. Case No. 24-44982) on
November 27, 2024, with $1 million to $10 million in assets and
$100,000 to $500,000 in liabilities. The petition was signed by
Svetlana Kibrik, sole owner, member and president of SPD 2010.
The Debtor is represented by:
Sari B. Placona, Esq.
McManimon, Scotland & Baumann, LLC
75 Livingston Avenue
Suite 201
Roseland, NJ 07068
Tel: 973-622-1800
Fax: 973-622-3744
Email: splacona@msbnj.com
SPERLING GP: Gets CCAA Initial Stay Order; Deloitte as Monitor
--------------------------------------------------------------
Following the filing of an application made by Royal Bank of
Canada, the Supreme Court of British Columbia ("Court") granted an
initial order ("Initial Order") pursuant to the Companies'
Creditors Arrangement Act ("CCAA") in respect of Sperling GP Ltd.,
Sperling Limited Partnership and 1112849 B.C. Ltd. ("Companies").
Pursuant to the Initial Order, Deloitte Restructuring Inc. was
appointed as the monitor ("Monitor") of the Companies.
During the CCAA proceedings, the Companies, with the assistance of
the Monitor, expect to continue to operate in the normal course
while a refinancing, sale, and investment solicitation process is
pursued(subject to Court approval) to maximize value for the
Companies' business and assets for the benefit of stakeholders.
Pursuant to the Initial Order, all proceedings against the
Companies, its directors and officers, and the Monitor (among
others) are stayed and no such proceedings may be commenced or
continued without consent of the Companies and the Monitor, or
leave of the Court ("Stay"). The Stay also prohibits any
contractual parties from ceasing to perform their contracts with
the Companies on account of the CCAA filing or there being any
outstanding amounts due as of the Filing Date. In addition, except
as provided for in the Initial Order, all amounts owing by the
Companies to its creditors for the period prior to the Filing Date
are stayed and cannot be paid at this time.
You are being given notice of the Initial Order as you are a
creditor of the Companies or the Initial Order may affect your
rights.
Further information with respect to this matter, including a copy
of the Initial Order and a list of creditors and the amounts owing
per the Companies' records can are available on the Monitor's
Website at
https://www.insolvencies.deloitte.ca/sperling
The Monitor will post additional documents, including its reports
to the Court on the Monitor's Website as they become available, and
interested parties are encouraged to refer to the Monitor's Website
frequently for updates on the status of the CCAA proceedings.
No claims procedure has yet been submitted to, or approved by, the
Court. Creditors are not required to file proofs of claim at this
time. If you are unable to access the Monitor's Website or have
any other inquiries, a representative of the Monitor can be reached
at sperling_ccaa@deloitte.ca or by telephone on (778) 327-1554.
The Monitor can be reached at:
Deloitte Restructuring Inc.
Attn: Paul Chambers
Jeff Keeble
Kaleb Butt
410 W Georgia St
Vancouver, BC V6B 0S7
Email: pachambers@deloitte.ca
jkeeble@deloitte.ca
kbutt@deloitte.ca
Counsel for the Petitioner:
Dentons
Attn: Jordan Schultz
Cassandra Federico
Valerie Cross
250 Howe St 20th floor
Vancouver, BC V6C 3R8
Email: jordan.schultz@dentons.com
cassandra.federico@dentons.com
valerie.cross@dentons.com
chelsea.denton@dentons.com
Counsel for the Monitor:
DLA Piper (Canada) LLP
Attn: Colin D. Brousson
Arad Mojtahedi
Suite 2700, 1133 Melville St
Vancouver, BC V6E 4E5
Email: arad.mojtahedi@ca.dlapiper.com
colin.brousson@ca.dlapiper.com
dannis.yang@ca.dlapiper.com
Sperling GP Ltd. is a special purpose entity that was formed to
acquire, own, and develop a mixed-use development.
SPICEY PARTNERS: 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 Spicey
Partners Real Estate Holdings, LLC and its affiliates.
The committee members are:
1. Kimberly Vasquez
c/o Todd Logan
Edelson P.C.
150 California Street, 18th Floor
San Francisco, CA 94111
Tel No: (312) 589-6370
Email: tlogan@edelson.com
2. Paul Vaitkus
c/o Todd Logan
Edelson P.C.
150 California Street, 18th Floor
San Francisco, CA 94111
Tel No: (312) 589-6370
Email: tlogan@edelson.com
3. James Mayberry
c/o Todd Logan
Edelson P.C.
150 California Street, 18th Floor
San Francisco, CA 94111
Tel No: (312) 589-6370
Email: tlogan@edelson.com
4. John Ventola
c/o Christopher Placitella
Michael Coren
Cohen, Placitella & Roth
127 Maple Avenue
Red Bank, NJ 07701
Tel No: (732) 747-9003
Email: cplacitella@cprlaw.com
-- and --
John R. Fonda
Tel No: (919) 374-1071
Email: jfonda@napolilaw.com
5. LeAnne Morton
c/o Hunter Shkolnik
Napoli Shkolnik PLLC
1302 Avenida Ponce de Leon
San Juan, PR 00907-3982
Tel No: (833) 271-4502
Email: hunter@nsprlaw.com
-- and --
John R. Fonda
Tel No: (919) 374-1071
Email: jfonda@napolilaw.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 Spicey Partners Real Estate Holdings
Spicey Partners Real Estate Holdings, LLC sought protection under
Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. T. Case No.
24-90572) with $10 million to $50 million in assets and $100
million to $500 million in liabilities (on a consolidated basis).
The petitions were signed by David G. Howe as chief operating
officer.
Judge Christopher M Lopez oversees the case.
The Debtor is represented by:
David Robert Eastlake
Greenberg Traurig, LLP
Tel: 713-374-3571
Email: david.eastlake@gtlaw.com
SPIRIT AIRLINES: NYSE Moves to Delist Stock After Bankruptcy Filing
-------------------------------------------------------------------
The New York Stock Exchange filed a 25-NSE Form notifying the
Securities and Exchange Commission of its intention to remove the
Common Stock of Spirit Airlines, Inc. from listing and registration
on the Exchange pursuant to the provisions of Rule 12d2-2(b)
because, in the opinion of the Exchange, the Common Stock is no
longer suitable for continued listing and trading on the Exchange.
The Exchange reached its decision that the Company is no longer
suitable for listing pursuant to NYSE Listed Company Manual Section
802.01D after the Company's November 18, 2024, press release and
Form 8-K disclosures that the Company has commenced a prearranged
Chapter 11 process in the United States Bankruptcy Court for the
Southern District of New York. In reaching its delisting
determination, NYSE Regulation notes the Company disclosed that all
of the Company's existing common stock and other equity interests
will be cancelled without any distributions to the holders of such
common stock and other equity interests on account thereof.
On November 18, 2024, the Exchange determined that the Company's
Common Stock should be suspended from trading and directed the
preparation and filing with the Commission of this application for
the removal of the Common Stock from listing and registration on
the NYSE. The Company was notified on November 18, 2024. The
Company had a right to appeal to a Committee of the Board of
Directors of the Exchange the determination to delist the Common
Stock, provided it filed a written request for such a review with
the Secretary of the Exchange within ten business days of receiving
notice of the delisting determination. The Company did not file
such a request within the specified period. Consequently, all
conditions precedent under SEC Rule 12d2-2(b) to the filing of this
application have been satisfied.
About Spirit Airlines
Spirit Airlines, Inc. (NYSE: SAVE) is a low-fare carrier committed
to delivering the best value in the sky by offering an enhanced
travel experience with flexible, affordable options. Spirit serves
destinations throughout the United States, Latin America and the
Caribbean with its Fit Fleet, one of the youngest and most
fuel-efficient fleets in the U.S. On the Web:
http://wwww.spirit.com/
Spirit Airlines filed Chapter 11 petition (Bankr. S.D.N.Y. Case No.
24-11988) on Nov. 18, 2024, after reaching terms of a pre-arranged
plan with bondholders. At the time of the filing, Spirit Airlines
reported $1 billion to $10 billion in both assets and liabilities.
Judge Sean H. Lane oversees the case.
The Debtor tapped Davis Polk & Wardwell, LLP as legal counsel;
Alvarez & Marsal North America, LLC as financial advisor; and Epiq
Corporate Restructuring, LLC as claims agent.
Paul Hastings, LLP and Ducera Partners, LLC serve as legal counsel
for the Ad Hoc Group of Convertible Noteholders.
Akin Gump Strauss Hauer & Feld, LLP and Evercore Group LLC
represent the Ad Hoc Group of Senior Secured Noteholders.
ST. JAMES GROUP: Files Chapter 11 Bankruptcy in Kentucky
--------------------------------------------------------
On December 15, 2024, St. James Group Inc. filed Chapter 11
protection in the Western District of Kentucky. According to court
filing, the Debtor reports between $1 million and $10 million in
debt owed to 1 and 49 creditors. The petition states funds will be
available to unsecured creditors.
About St. James Group Inc.
St. James Group, Inc. operates as a non-profit organization. The
Organization offers management and administration consulting
services. [BN]
St. James Group Inc. sought relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. W.D. Ky. Case No. 24-33061) on December 15,
2024. In the petition filed by Hattie H. Wagner, as president, the
Debtor reports estimated assets and liabilities between $1 million
and $10 million each.
The case is overseen by Honorable Bankruptcy Judge Alan C. Stout.
The Debtor is represented by:
Charity S. Bird, Esq.
KAPLAN JOHNSON ABATE & BIRD LLP
710 West Main Street
Fourth Floor
Louisville, KY 40202
Tel: (502) 540-8285
Fax: (502) 540-8282
E-mail: cbird@kaplanjohnsonlaw.com
ST. SEBASTIAN'S: Court Awards $974,582.85 Judgment in Olympia Suit
------------------------------------------------------------------
In the case captioned as ST. SEBASTIAN'S HOTELS, L.L.C., Plaintiff,
VS. OLYMPIA HOSPITALITY, LLC, SONNY THOTTUMKAL, AND ABRAHAM THOMAS,
Defendants, ADVERSARY NO. 23-3274 (Bankr. S.D. Tex.), Judge Jeffrey
Norman of the United States Bankruptcy Court for the Southern
District of Texas awarded a judgment to Sebastian against Olympia
for the sum of $974,582.85, plus post judgment interest at the
federal judgment rate of 4.35%. The Court additionally issues a
take nothing judgment as to Abraham and Sonny.
This adversary was filed on December 28, 2023, alleging that the
defendants failed to maintain and insure the Oyo Hotel at 815 U.S.
Highway 281, Alice, Texas 78332. The Complaint also alleges that
the defendants breached a contract with the plaintiff by failing to
make installment payments to a lienholder, United Business Bank,
which led to the posting of the Hotel for foreclosure. The
plaintiff is seeking actual damages, punitive damages and
attorneys' fees from the defendants.
The parties entered into a Sales and Purchase Agreement on December
6, 2019, which was drafted by Sonny's lawyer but is poorly written.
Despite the agreement's terms, Olympia took possession of the
Hotel, which was managed by Abraham and Sonny, until the Plaintiff
received a Court order to regain possession on August 10, 2023.
The Court finds the agreement enforceable but rules that there was
no default by the Plaintiff, contrary to Olympia's claims regarding
a failure to transfer membership interest. It concludes that any
default claims were waived or barred by laches due to Olympia,
Abraham, and Sonny's continued possession and operation of the
Hotel for over three years. Additionally, in the Adversary
Proceeding where the Plaintiff sought turnover of the Hotel,
Olympia did not raise any defenses about the Plaintiff's default,
suggesting the defense was created for trial.
A copy of the Court's decision is available at
https://urlcurt.com/u?l=SIDGNy
About St. Sebastian's Hotels
St. Sebastian's Hotels, LLC owns and operates a 98 room Oyo Motel
in Alice, Texas, located at 815 S. U.S. Highway 281, Alice, Texas
78332 (the "Motel").
The Debtor filed a petition under Chapter 11, Subchapter V of the
Bankruptcy Code (Bankr. S.D. Texas Case No. 23-32399) on June 30,
2023, with $500,001 to $1 million in both assets and liabilities.
Sylvia Mayer, Esq., at S. Mayer Law, PLLC has been appointed as
Subchapter V trustee.
Judge Jeffrey P. Norman oversees the case.
Reese W. Baker, Esq., at Baker & Associates, is the Debtor's legal
counsel.
STEPHENS GARAGE: Case Summary & Seven Unsecured Creditors
---------------------------------------------------------
Debtor: Stephens Garage Building, LLC
800 Common Street, Suite 200
New Orleans, LA 70112
Business Description: The Debtor owns The Garage, an urban-chic,
contemporary luxury apartment in Downtown
New Orleans.
Chapter 11 Petition Date: December 18, 2024
Court: United States Bankruptcy Court
Eastern District of Louisiana
Case No.: 24-12467
Judge: Hon. Meredith S Grabill
Debtor's Counsel: Stewart F. Peck, Esq.
LUGENBUHL, WHEATON, PECK, RANKIN & HUBBARD
601 Poydras Street, Suite 2775
New Orleans, LA 70130
Tel: (504) 568-1990
Estimated Assets: $10 million to $50 million
Estimated Liabilities: $10 million to $50 million
The petition was signed by Marcel Wisznia, manager of Stephens
Garage Building Manager LLC, managing member.
A full-text copy of the petition is available for free at
PacerMonitor.com at:
https://www.pacermonitor.com/view/YJA5XNA/Stephens_Garage_Building_LLC__laebke-24-12467__0001.0.pdf?mcid=tGE4TAMA
List of Debtor's Seven Unsecured Creditors:
Entity Nature of Claim Claim Amount
1. AHP Housing Fund 193, LLC Loan $500,000
c/o Affordable Housing
Partners, Inc.
1314 Douglas Street,
Suite 1400
Omaha, NE
68102-1944
2. Consolidated Electrical Filed Lien $88,798
Distributors Inc.
d/b/a Nu-Lite Electrical
Wholesalers
1920 Westridge Drive
Irving, TX 75038
3. Johnson Drywall Filed Lien $275,520
Solutions, Inc.
8888 Florida Boulevard
Walker, LA 70785
4. Northside Electric, Inc. Filed Lien $418,192
2530 Metairie Lawn Drive
Metairie, LA 70002
5. Pontchartrain Filed Lien $944,076
Mechanical, LLC
716 Little Farms Avenue
Metairie, LA 70003
6. Titans of Industry, LLC Filed Lien $187,184
c/o Philip Crow
390 Old Gentilly Road
New Orleans, LA
70126
7. Woodward Design + Filed Lien $2,564,929
Build, LLC
1000 South Norman
C. Francis Parkway
New Orleans, LA 70125
STL EQUIPMENT: Voluntary Chapter 11 Case Summary
------------------------------------------------
Debtor: STL Equipment Leasing Co, LLC
4550 Gustine Ave.
Saint Louis, MO 63116
Chapter 11 Petition Date: December 16, 2024
Court: United States Bankruptcy Court
Eastern District of Missouri
Case No.: 24-44595
Judge: Hon. Bonnie L Clair
Debtor's Counsel: Andrew Magdy, Esq.
SCHMIDT BASCH, LLC
1034 S. Brentwood Blvd. 1555
Saint Louis, MO 63117
Tel: (314) 721-9200
Email: amagdy@schmidtbasch.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Angelina Twardawa as manager.
The Debtor failed to include in the petition a list of its 20
largest unsecured creditors.
A full-text copy of the petition is available for free at
PacerMonitor.com at:
https://www.pacermonitor.com/view/VEJVS5I/STL_Equipment_Leasing_Co_LLC__moebke-24-44595__0001.0.pdf?mcid=tGE4TAMA
SVB FINANCIAL: Court Narrows Claims in Suit v. FDIC, et al.
-----------------------------------------------------------
Judge Beth Labson Freeman of the United States District Court for
the Northern District of California granted in part and denied in
part defendants' motion to dismiss the case captioned as SVB
FINANCIAL GROUP, Plaintiff, v. FEDERAL DEPOSIT INSURANCE
CORPORATION, AS RECEIVER FOR SILICON VALLEY BANK, et al.,
Defendants, Case No. 5:24-cv-01321-BLF (N.D. Calif.).
Plaintiff SVB Financial Group owned Silicon Valley Bank from 2000
until March 2023. On March 10, 2023, however, the California
Department of Financial Protection and Innovation closed SVB and
placed it in a receivership, appointing the Federal Deposit
Insurance Corporation as receiver ("FDIC-R1"). At the time SVB
closed, SVBFG had approximately $2.1 billion on deposit at SVB in
three deposit accounts. Those deposit accounts were maintained
pursuant to Deposit Agreements between SVB and SVBFG.
The day that it was appointed receiver for SVB, FDIC created the
Deposit Insurance National Bank of Santa Clara and transferred all
insured deposits of SVB to the DINB.
On Monday, March 13, 2023, all insured and uninsured deposits were
transferred to the newly formed Silicon Valley Bridge Bank via a
Transfer Agreement. Early that week, SVBFG conducted eight wire
transfers withdrawing $180 million in account funds from Bridge
Bank. However, on March 16, Bridge Bank began rejecting SVBFG's
wire transfers pursuant to an instruction from FDIC-R1 that Bridge
Bank should place a hold on SVBFG's accounts at Bridge Bank.
FDIC-R1 further directed Bridge Bank to assign SVBFG's deposit
accounts to FDIC-R1. The next day, SVBFG filed a Chapter 11
bankruptcy petition in the Southern District of New York. SVBFG
alleges that one $6.2 million payment previously initiated to SVBFG
was reversed following the bankruptcy filing.
Bridge Bank closed on March 27, 2023, after a purchase and
assumption transaction between Bridge Bank and First Citizens Bank.
FDIC-R2 was appointed as receiver for Bridge Bank. Approximately
three months later, SVBFG filed an Adversary Proceeding in
bankruptcy court against FDIC-C and both FDIC-Rs. The defendants
collectively moved to dismiss the Adversary Proceeding, and FDIC-R1
simultaneously moved to withdraw the reference to bankruptcy court.
FDIC-R2 and FDIC-C filed non-substantive joinders to FDIC-R1's
motion to withdraw shortly thereafter. The motion to withdraw was
granted on December 13, 2023.
Meanwhile, SVBFG had filed proofs of claim with each FDIC-R1 and
FDIC-R2 on July 10, 2023, asserting -- among other things -- a
claim against each FDIC-R for account funds totaling
$1,933,805,708.13 plus interest. Each FDIC-R notified SVBFG that it
was disallowing the claims on January 5, 2024. SVBFG then requested
that the U.S. District Court for the Southern District of New York
stay the Adversary Proceeding while SVBFG pursued this action in
the Northern District of California.
On March 5, 2024, SVBFG filed the present suit against the FDIC-Rs,
asserting twelve claims for relief:
(1) Breach of Contract,
(2) Estoppel,
(3) Turnover of the Account Funds Pursuant to Section 542 of the
Bankruptcy Code,
(4) Violation of the Automatic Stay Under Section 362(a) of the
Bankruptcy Code,
(5) Claim Under Sections 1406 and 681 of the California
Financial Code (against FDIC-R1 only),
(6) Claim Under Sections 91 and 194 of the National Bank Act
(against FDIC-R2 only),
(7) Declaratory Judgment Under 28 U.S.C. Sec. 2201 et seq.,
(8) Violation of SVBFG's Fifth Amendment Rights Under the United
States Constitution,
(9) Conversion,
(10) Breach of Contract (against FDIC-R1 only),
(11) Breach of Implied Contract (against FDIC-R1 only), and
(12) Breach of Contract (against both FDIC-Rs).
SVBFG had previously filed a lawsuit against FDIC-C on December 19,
2023, and the present suit was ordered related to the earlier-filed
suit on March 21, 2024. On August 8, 2024, the Court granted in
part and denied in part FDIC-C's motion to dismiss SVBFG's
complaint in Case No. 23-cv-06543-BLF.
In the motion to dismiss, Defendants argue that the Court lacks
subject matter jurisdiction over Counts II, III, V, VI, VII, and
VIII of the Complaint because SVBFG waived those claims by failing
to assert them in the Claims filed in the FDIC-Rs' claims
processes. In response, Plaintiff argues that the administrative
claims process does not apply to SVBFG's efforts to access its
account funds and that, even if it did, Plaintiff's claims have
been administratively exhausted. On reply, Defendants insist that a
plaintiff's legal theories asserted in a later-filed complaint must
match those claims asserted in the administrative claims process.
In this case, the Court concludes that SVBFG's administrative
claims did provide adequate notice of the later legal claims. The
administrative claims included detailed factual allegations,
including that:
(1) SVBFG was formerly the holding company of SVB, which was
closed on March 10, 2023;
(2) Treasury Secretary Janet Yellen authorized the systemic risk
exception on March 12, 2023, and she, Federal Reserve Board Chair
Jerome Powell, FDIC Chairman Martin Gruenberg, and FDIC-C made
various representations indicating that all SVB depositors would be
fully protected;
(3) SVBFG had access to its funds at Bridge Bank until
March 16, 2023, but then its accounts were placed on hold and any
further wire transfers were rejected;
(4) SVBFG commenced a Chapter 11 case on March 17, 2023; and
(5) FDIC-Rs (and FDIC-C) declined SVBFG's demands for return of
the approximately $1.93 billion on deposit at Bridge Bank at the
time the accounts were placed on hold, while permitting other
depositors to access their deposits.
According the Court, these facts are sufficient to give notice of
the counts alleged in Plaintiff's Complaint for estoppel, turnover,
violation of the automatic stay, California Financial Code and
National Bank Act violations, declaratory judgment, and a Fifth
Amendment takings claim. The Court therefore denies Defendants'
motion to dismiss Counts II, III, V, VI, VII, and VIII of the
Complaint based on Defendants' waiver argument.
A copy of the Court's decision is available at
http://urlcurt.com/u?l=pSaLKQ
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.
SVB FINANCIAL: FDIC Advances Legal Action Against Former Bank
-------------------------------------------------------------
Jon Hill of Law360 Bankruptcy Authority reports that the Federal
Deposit Insurance Corp. (FDIC) has approved the potential filing of
lawsuits against former Silicon Valley Bank executives, accusing
them of mismanagement that led to the bank's 2023 collapse.
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.
SVB FINANCIAL: Morgan Stanley Case Remanded to Bankruptcy Court
---------------------------------------------------------------
Judge Jesse M. Furman of the United States District Court for the
Southern District of New York remanded the case captioned as MORGAN
STANLEY & CO, LLC, et al., Appellants,
-v- SVB FINANCIAL GROUP, et al., Appellees, Case No. 24-CV-5099
(JMF) (S.D.N.Y.) to the United States Bankruptcy Court for the
Southern District of New York for further proceedings.
In this case, Appellants Morgan Stanley & Co. LLC, Christopher
Cooper, and Anthony DeChellis appeal from an Order of the United
States Bankruptcy Court for the Southern District of New York
(Glenn, B.J.), entered on June 7, 2024, denying their motions
seeking leave to file late proofs of claim in Debtor SVB Financial
Group's Chapter 11 bankruptcy proceedings. In a letter filed on
November 12, 2024, Appellee SVB Financial Trust argues that the
appeal is moot because the Debtor's confirmed Chapter 11 Plan has
now taken effect, an argument previewed in Appellee's brief on
appeal.
Appellants do not appear to dispute that their appeal would be moot
if indeed their underlying claims qualify as Section 510(b) claims.
Instead, they make two procedural arguments. The first -- that
Appellee waived its mootness argument by not raising it earlier --
borders on frivolous because mootness is jurisdictional. Their
second argument -- that this Court should not decide the mootness
question in the first instance because it raises a number of
unresolved ancillary questions, including whether their underlying
claims are Section 510(b) claims -- has more force. Appellee's
briefing on appeal fails to address these potentially dispositive
underlying questions, the District Court finds.
Accordingly, the District Court agrees that a limited remand to the
Bankruptcy Court for a ruling on the Section 510(b) issue, and, by
extension, the ultimate question of mootness -- is appropriate. It
retains jurisdiction to hear the appeal, if not abandoned,
following the Bankruptcy Court's ruling on remand. To reinstate the
appeal, Appellants shall file a letter motion seeking to reopen the
appeal within fourteen days of the Bankruptcy Court's resolution of
the limited remand. To be clear, any letter-motion to reopen filed
after that date will be denied as untimely and the appeal will be
deemed dismissed.
In accordance with the foregoing, the Clerk of Court is directed to
remand this matter to the Bankruptcy Court for further proceedings
consistent with this Memorandum Opinion and Order and to close the
case pending a timely letter-motion to reopen.
A copy of the Court's decisionis available at
https://urlcurt.com/u?l=hW1Geo
About SVB Financial Group
SVB Financial Group (Pink Sheets: SIVBQ) is a financial services
company focusing on the innovation economy, offering financial
products and services to clients across the United States and in
key international markets.
Prior to March 10, 2023, SVB Financial Group owned and operated
Silicon Valley Bank, a state chartered bank. During the week of
March 6, 2023, Silicon Valley Bank, Santa Clara, CA, experienced a
severe "run-on-the-bank." On the morning of March 10, the
California Department of Financial Protection and Innovation seized
SVB and placed it under the receivership of the Federal Deposit
Insurance Corporation. SVB was the nation's 16th largest bank and
the biggest to fail since the 2008 financial meltdown.
On March 17, 2023, SVB Financial Group sought Chapter 11 bankruptcy
protection (Bankr. S.D.N.Y. Case No. 23-10367). The Debtor had
assets of $19,679,000,000 and liabilities of $3,675,000,000 as of
Dec. 31, 2022.
The Hon. Martin Glenn is the bankruptcy judge.
The Debtor tapped Sullivan & Cromwell, LLP as bankruptcy counsel;
Centerview Partners, LLC as investment banker; and Alvarez & Marsal
North America, LLC as restructuring advisor. William Kosturos, a
partner at Alvarez & Marsal, serves as the Debtor's chief
restructuring officer. Kroll Restructuring Administration, LLC, is
the claims and noticing agent and administrative advisor.
The U.S. Trustee for Region 2 appointed an official committee to
represent unsecured creditors in the Debtor's Chapter 11 case.
The committee tapped Akin Gump Strauss Hauer & Feld, LLP as
bankruptcy counsel; Cole Schotz P.C. as conflict counsel; Lazard
Freres & Co. LLC as investment banker; and Berkeley Research Group,
LLC as financial advisor.
SWITCHBACK COFFEE: Continued Operations to Fund Plan Payments
-------------------------------------------------------------
Switchback Coffee Roasters, Inc. filed with the U.S. Bankruptcy
Court for the District of Colorado a Subchapter V Plan of
Reorganization dated November 14, 2024.
The Debtor is a Colorado corporation with operations based in
Colorado Springs, Colorado formed in 2013. Switchback Coffee
Roasters Inc is a neighborhood coffee shop and cafe that opened its
doors in 2015.
The Debtor purchased an existing coffee shop, that was in existence
for 12 years, in the same location. Since 2015 the Debtor has
expanded the space three times and increased revenue five times.
The Debtor has its own roasted coffee from an affiliated entity.
The Debtor buys many of its ingredients from local farms and/or
local businesses.
The bankruptcy filing was prompted due to its cash flow being
unable to meet its current debt obligations, including an expensive
merchant advance loan. Much of the Debtor's problems originated
from the Covid pandemic. A restructuring of the Debtor's debt will
allow it to operate profitably.
The Debtor scheduled a number of unsecured pre-petition debts. At
least one of the unsecured creditors have filed Proofs of Claims.
The bar date for filing Proofs of Claims against the Debtor's
estate was October 28, 2024. To the extent that a creditor files a
Proof of Claim, the amount of the Claim as filed in the Proof of
Claim will be used. Exhibit A shows total general unsecured claims
in the amount of $654,853.67 having been asserted against the
estate.
Class 6 consists of general unsecured creditors of the Debtor who
hold Allowed Claims. Holders of Class 6 Allowed Claims shall share
on a Pro Rata basis monies deposited into the Unsecured Creditor
Account as set forth herein. Upon the first full month following
the Effective Date of the Plan and every month until Administrative
Claims are paid in full and then for the remainder of the Term of
the Plan the Debtor will every month in accordance with the terms
of this Plan deposit for the five year Term of the Plan: (a) during
the first year of the Plan $1,551.74; (b) during the second year of
the Plan $1,773.14; (c) during the third year term of the Plan
$2,426.15; (d) during the fourth year of the Plan $2,400.72 and (e)
during the fifth year of the Plan $2,373.45.
At the end of each calendar quarter, the balance of the Unsecured
Creditor Account will be distributed to the holders of Allowed
Administrative Claims on a Pro Rata basis until such time as all
holders of Allowed Administrative Claims have been paid in full and
then to Class 1 on a Pro Rata Basis until paid in full and then
will be distributed to Class 6 general unsecured creditors that
hold Allowed Claims on a Pro Rata basis. The account will be
maintained at a federally insured banking institution and shall be
maintained within the insurance limit of the institution.
All funds recovered by the Debtor on account of Avoidance Actions
shall be distributed to Allowed Administrative Claims until paid in
full and then to Class 6, net of attorneys' fees and costs. Whether
or not the Debtor pursues any Avoidance Actions shall be up to the
Debtor and the decision to pursue such claims shall be
discretionary with the Debtor.
Class 7 includes the Interests in the Debtor, which Interests are
unimpaired by the Plan. Upon confirmation of the Plan, all Class 7
Interest holders will retain their ownership Interests in the
Debtor.
The Debtor shall be empowered to take such action as may be
necessary to perform its obligations under this Plan.
The Debtor believes that the Plan, as proposed, is feasible. The
funding for the Plan will come from the Debtor's continued
operations. As detailed in the Projections, the Debtor will have
sufficient cash on hand and profits during the term of the Plan to
satisfy its Plan obligations.
The Projections show the Debtor will have sufficient income to
satisfy the payment to creditors during years one through five of
the Plan term after meeting its other expenses.
A full-text copy of the Plan of Reorganization dated November 14,
2024 is available at https://urlcurt.com/u?l=kdevwZ from
PacerMonitor.com at no charge.
Counsel to the Debtor:
Aaron A. Garber, Esq.
Wadsworth Garber Warner Conrardy, P.C.
2580 West Main Street, Suite 200
Littleton, CL 80120
Telephone: (303) 296-1999
Facsimile: (303) 296-7600
Email: agarber@wgwc-law.com
About Switchback Coffee Roasters
Switchback Coffee Roasters, Inc. is a neighborhood coffee shop and
cafe that opened its doors in 2015.
The Debtor filed a petition under Chapter 11, Subchapter V of the
Bankruptcy Code (Bankr. D. Colo. Case No. 24-14822) on Aug. 19,
2024, with as much as $1 million in both assets and liabilities.
Judge Thomas B. McNamara oversees the case.
Aaron A. Garber, Esq., at Wadsworth Garber Warner Conrardy, PC
serves as the Debtor's legal counsel.
THERAPEUTICS MD: All Three Proposals Approved at Annual Meeting
---------------------------------------------------------------
TherapeuticsMD, Inc. held its 2024 Annual Meeting. At the close of
business on October 17, 2024, the record date for the determination
of stockholders entitled to vote at the Annual Meeting, there were
11,532,432 shares of the Company's common stock, par value $0.001
per share, outstanding and entitled to vote at the Annual Meeting.
The holders of 6,832,199 shares of Common Stock were represented
virtually or by proxy at the Annual Meeting, constituting a quorum.
At the Annual Meeting, the stockholders of the Company considered
and voted on the proposals to:
(1) Elect Tommy G. Thompson, Cooper C. Collins, Gail K.
Naughton, Ph.D., and Justin Roberts as directors to serve until the
Company's next annual meeting of stockholders or until their
successors are duly elected and qualified;
(2) Approve, on a non-binding advisory basis, the compensation
of the Company's named executive officers for the fiscal year ended
December 31, 2023; and
(3) Ratify the appointment of Berkowitz Pollack Brant Advisors
+ CPAs, LLP, an independent registered public accounting firm, as
the independent auditor of the Company for the fiscal year ending
December 31, 2024.
All proposals were approved by the stockholders at the Annual
Meeting.
About TherapeuticsMD Inc.
TherapeuticsMD Inc. was previously a women's healthcare company
with a mission of creating and commercializing innovative products
to support the lifespan of women from pregnancy prevention through
menopause. In December 2022, the Company changed its business to
become a pharmaceutical royalty company, primarily collecting
royalties from its licensees. The Company is no longer engaging in
research and development or commercial operations.
West Palm Beach, Fla.-based Berkowitz Pollack Brant, Advisors +
CPAs, the Company's auditor since 2023, issued a "going concern"
qualification in its report dated March 29, 2024, citing that the
Company's recent change in operations and negative cash flow
position along with other conditions, raise substantial doubt about
the Company's ability to continue as a going concern.
TherapeuticsMD has incurred recurring net losses, including net
losses of $10.3 million and $172.4 million for 2023 and 2021,
respectively. As of June 30, 2024, TherapeuticsMD had $4.1 million
in total assets, $12.5 million in total liabilities, and $27.7
million in total stockholders' equity.
THERATECHNOLOGIES INC: Completes $40M Financing With TD Bank
------------------------------------------------------------
Theratechnologies Inc. disclosed in a Form 6-K Report filed with
the U.S. Securities and Exchange Commission that the Company closed
on a $40 million three-year non-dilutive, senior secured syndicated
financing with TD Bank, as agent. The new credit facilities include
a $20 million accordion feature, which could expand total
commitments up to $60 million. Investissement Quebec, the Company's
largest shareholder, has also agreed to provide a $15 million
second ranking secured subordinated term loan. Net proceeds from
the new loans together with cash on hand will be used to repay all
obligations including prepayment penalties under the Company's
existing facility with affiliates of Marathon Asset Management,
L.P. pursuant to the credit agreement entered into with Marathon in
July 2022, and to fund business development activities. All amounts
are in US dollars unless otherwise stated.
"This transaction represents a critical milestone for the Company's
strategic focus on the commercialization of innovative therapies
through business development deals and partnerships," said Philippe
Dubuc, Senior Vice President and Chief Financial Officer at
Theratechnologies. "The new facility's favorable rates and terms
provide us with meaningful financial flexibility to execute on our
acquisition strategy at substantially lower costs. The flexible
structure fully aligns with our strategic objectives of continuing
to enhance profitability and strengthen our balance sheet to fuel
long-term growth and sustainability."
Key highlights of the TD Bank Financing include:
* $25 million senior secured term loan and a $15 million
senior secured revolving facility; each with interest on a floating
rate (SOFR) plus a margin based on the Company's total net
debt-to-Adjusted EBITDA ratio.
* At closing, the interest rate will be SOFR plus 2.75%. This
rate compares favorably to the Company's previous credit facility,
which carried an interest rate of SOFR + 9.50%.
* The TD Bank term loan will be amortized over a seven-year
period, and will mature on November 27, 2027.
* The Company has drawn $5 million on the revolving facility.
Key highlights of the IQ Subordinated Loan include:
* A $15 million second ranking secured subordinated term loan
with interest based on US Government rates plus a margin based on
the Company's total net debt-to-Adjusted EBITDA ratio.
* The interest rate is currently set at US Government rates
plus 7.23%, or 11.45%.
* The loan will be interest-only and be subject to full
repayment after 42 months.
After giving effect to the financing, the Company will have $45
million in debt, with an estimated cash balance as at November 30,
2024 of approximately $20 million, for a net debt position of
approximately $25 million.
The IQ Subordinated Loan constitutes a related party transaction
within the meaning of Regulation 61-101 respecting Protection of
Minority Security Holders in Special Transactions. The transaction
is not a type of transaction requiring a formal valuation under
Regulation 61-101, and the Company is relying on the exemption from
the minority approval requirement pursuant to Section 5.7(1)(f) of
Regulation 61-101. More specifically, the transaction is a loan
considered to have been obtained on reasonable commercial terms
that are not less advantageous to the Company than if the loan were
obtained from an arm's length person and the loan is not (A)
convertible into equity or voting securities or (B) repayable as to
principal or interest in equity or voting securities. The IQ
Subordinated Loan was approved by the Board of Directors of the
Company without any abstention or contrary view.
About Theratechnologies
Theratechnologies (TSX: TH) (NASDAQ: THTX) --
http://www.theratech.com/-- is a biopharmaceutical company focused
on the development and commercialization of innovative therapies
addressing unmet medical needs. The Company currently
commercializes two approved products for people living with HIV,
namely: EGRIFTA SV and Trogarzo. In addition to the sale of its
products, the Company is conducting research and development
activities and it has a pipeline of investigational medicines in
the areas of oncology and NASH.
Montreal, Canada-based KPMG LLP, the Company's auditor since 1993,
issued a "going concern" qualification in its report dated Feb. 20,
2024, citing that the Company has incurred net losses and negative
cash flows from operating activities. The Company's Loan Facility
contains various covenants, including minimum liquidity covenants.
There is material uncertainty related to events or conditions that
cast substantial doubt about its ability to continue as a going
concern.
As of Aug. 31, 2024, Theratechnologies had $69.71 million in total
assets, $89.39 million in total liabilities, and a total deficit of
$19.68 million.
TONAWANDA COKE: Fine-Tunes Plan Documents
-----------------------------------------
Tonawanda Coke Corporation submitted a Disclosure Statement for
Third Amended Plan of Liquidation dated November 15, 2024.
The Plan is a plan of liquidation. Funds distributed under the Plan
will consist of funds accumulated by TCC as of the Effective Date
and distributions from the Debtor's captive insurance carrier
Affinity Insurance Ltd.
Distribution of the Debtor's assets pursuant to the Plan are
contingent on confirmation of the Plan and the affirmative vote of
one-impaired class of claimants. The Plan provides exculpation for
TCC and other parties, including Michael Durkin and Paul Saffrin,
for actions taken during the course of the bankruptcy case, and
limits the liability of TCC related parties and the Plan
Administrator for actions taken in carrying out the Plan.
All Allowed Administrative Claims, including the EPA Supplemental
Administrative Claim and the DOL Supplemental Administrative Claim
shall be paid in full.
The EPA Supplemental Administrative Claim equals 83.7% of the
amount remaining in the Debtor's Estate after payment of: (i) all
Allowed Administrative Claims, including Professional Fees, other
than said EPA Supplemental Administrative Claim and the DOL
Supplemental Administrative Claim, and (ii) the General Unsecured
Claim Initial Carveout.
The DOL Supplemental Administrative Claim equals 6.3% of the amount
remaining in the Debtor's Estate after payment of: (i) all Allowed
Administrative Claims, including Professional Fees, other than said
DOL Supplemental Administrative Claim and the EPA Supplemental
Administrative Claims, and (iii) the General Unsecured Claim
Initial Carveout.
All creditors holding Allowed Priority Claims will be paid in full
under the Plan. TCC is aware of approximately $5,156.86 in Allowed
Priority Claims.
TCC does not believe there are any secured claims to be paid under
the Plan
General Unsecured Claims and Tort Claims shall each receive pro
rata distributions from the General Unsecured Claim Initial
Carveout of $200,000.00 and the General Unsecured Claim
Supplemental Carveout (10% of the of the amount remaining in the
Debtor's Estate after payment of: (i) all Allowed Administrative
Claims, including Professional Fees, other than DOL Supplemental
Administrative Claim and the EPA Supplemental Administrative
Claims, and (iii) the General Unsecured Claim Initial Carveout).
The Debtor estimates the General Unsecured Claim supplemental
Carveout to be less than $100,000.00.
Affinity expects to make distributions to its preferred
shareholders, including the Debtor and ECC each year through 2026.
On or about January 10, 2023, the Debtor received its 2022
distribution from Affinity in the amount of $166,147.50. On or
about March 1, 2023, the Debtor received a distribution of
$100,516.00 from Affinity for 2023. In 2024 the Debtor received a
distribution from Affinity in the amount of $294,878.
The Debtor and ECC will share equally in the distributions to be
made from Affinity, the Debtor and ECC shall each receive a
distribution for the next three years. In future years the Debtor
would receive an estimated distribution in the following amounts:
2025: $175,000; and 2026: $254,000.
The Plan will be funded by the proceeds of the various settlements
obtained during the course of this case as well as distributions
received and to be received from Affinity. As is set forth in the
Sources and Uses Of Cash exhibit, the Debtor has accumulated cash
in the amount of $1,125,865 as of August 31, 2023.
A full-text copy of the Disclosure Statement dated November 15,
2024 is available at https://urlcurt.com/u?l=jRYc5O from
PacerMonitor.com at no charge.
Attorneys for the Debtor:
James C. Thoman, Esq.
Jessica P. Chue, Esq.
HODGSON RUSS LLP
The Guaranty Building, 140 Pearl St., Suite 100
Buffalo, NY 14202
Tel: (716) 856-4000
E-mail: jthoman@hodgsonruss.com
About Tonawanda Coke Corp
Tonawanda Coke Corporation -- http://www.tonawandacoke.com/-- is
an ISO 9001 Registered merchant producer of high-performance
foundry coke to the U.S. and Canadian foundry, and insulation and
sugar beet industries. The company was founded in 1917 and is
headquartered in Tonawanda, N.Y.
Tonawanda Coke Corporation filed a voluntary petition for relief
under Chapter 11 of the Bankruptcy Code (Bankr. W.D.N.Y. Case No.
18-12156) on Oct. 15, 2018. In the petition signed by Michael K.
Durkin, president, the Debtor estimated $10 million to $50 million
in both assets and liabilities. The case is assigned to Judge
Michael J. Kaplan. Garry M. Graber, Esq., at Hodgson Russ LLP,
represents the Debtor.
The Office of the U.S. Trustee appointed a committee of unsecured
creditors in the Debtor's case on July 15, 2019. The committee is
represented by Baumeister Denz LLP.
TRANS AMERICAN: Commences Subchapter V Bankruptcy
-------------------------------------------------
On December 13, 2024, Trans American Aquaculture LLC filed for
Chapter 11 protection in the Southern District of Texas. According
to court filing, the Debtor reports between $1 million and $10
million in debt owed to 1 and 49 creditors. The petition states
that funds will be available to unsecured creditors.
About Trans American Aquaculture LLC
Trans American Aquaculture LLC is a family-owned company that
produces white shrimps.
Trans American Aquaculture LLC sought relief under Subchapter V of
Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Tex. Case No.
24-10217) on December 14, 2024. In the petition filed by Adam
Thomas, as CEO, the Debtor reports estimated assets and liabilities
between $1 million and $10 million each.
Honorable Bankruptcy Judge Eduardo V. Rodriguez handles the case.
The Debtor is represented by:
David R. Langston, Esq.
MULLIN HOARD & BROWN, LLP
P.O. Box 2585
Lubbock, TX 79408
Tel: 806-765-7491
E-mail: drl@mhba.com
TRINITY INDUSTRIES: Moody's Affirms 'Ba2' CFR, Outlook Stable
-------------------------------------------------------------
Moody's Ratings has affirmed the Ba2 corporate family rating and
Ba2 senior unsecured rating of Trinity Industries, Inc. The outlook
is stable.
RATINGS RATIONALE
The rating affirmation is based on Trinity's well-established
competitive position in the full-service railcar leasing market
with a diverse customer base, supporting its good performance
through economic cycles. Contractual lease revenues and high fleet
utilization rates underpin the stability of the railcar leasing
business, along with a fairly high lease renewal rate that helps to
mitigate residual value risk. Lease rates on the existing railcar
fleet typically rise as a result of inflationary pressures on new
railcar production costs.
Credit challenges include Trinity's full reliance on secured
financing, with secured debt to total assets of approximately 60%
at September 30, 2024, which encumbers the majority of the
company's asset pool. Additionally, Trinity's earnings have been
pressured by higher compliance costs on the tank cars manufactured
in 2013 through 2015.
In addition to being a railcar lessor, Trinity is a manufacturer of
new railcars in North America. Demand for new railcars is cyclical,
as a decline in rail freight drives an oversupply of railcars in
the industry and leads to lower deliveries. A focus by Class 1
railroads on improving their asset utilization has also negatively
impacted deliveries in recent years. To mitigate the risk of demand
fluctuations, Trinity has reduced the break-even level of railcar
deliveries through initiatives around its manufacturing footprint,
outsourcing lower-value operations and utilizing more automated
processes.
The stable outlook reflects Moody's expectation that Trinity's
profits and cash flows will continue their positive trajectory in
the manufacturing segment, while the leasing segment will remain
relatively stable. Moody's expect the company's capitalization, as
measured by tangible common equity to tangible managed assets, will
continue to expect the company's capitalization, as measured by
tangible common equity to tangible managed assets, will continue to
remain at current levels. Additionally, the stable outlook
incorporates Moody's expectation of high utilization of the North
American railcar fleet and conditions that should support order
demand for new railcars over the outlook period.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
The ratings could be upgraded if Trinity improves its equity
capitalization and maintains net income to tangible managed assets
of above 1% and sound liquidity. A lower proportion of secured debt
to total leasing assets would also be a positive consideration.
The ratings could be downgraded if Trinity's equity capitalization
declines on a sustained basis, if the value of railcar assets
exhibit greater-than-expected volatility, or if the railcar
manufacturing segment fails to demonstrate break-even profitability
at current railcar deliveries. Deterioration in liquidity could
also contribute to a ratings downgrade.
Trinity Industries, Inc. (NYSE: TRN) is a leading manufacturer of
freight and tank railcars and provides leasing, management and
other railcar related services. The Railcar Leasing Management
Services Group comprises 72% of the operating profit for the last
12 months ended September 30, 2024, while the Rail Products Group
accounts for the rest of the business. Trinity managed
approximately $6.6 billion in operating assets as of September 30,
2024.
The principal methodology used in these ratings was Finance
Companies published in July 2024.
TROPICANA ENTERTAINMENT: Court Affirms Judgment in Lightways Suit
-----------------------------------------------------------------
In the case captioned as LIGHTSWAY LITIGATION SERVICES, LLC, as
Trustee of the Tropicana Litigation Trust, Appellant, v.
WILLIAM J. YUNG, III, WIMAR TAHOE CORPORATION and COLUMBIA SUSSEX
CORPORATION, Appellees, Civ. No. 23-959-CFC (D. Del.), Chief Judge
Colm F. Connolly of the United States District Court for the
District of Delaware affirmed the judgment of the United States
Bankruptcy Court for the District of Delaware that Lightsway did
not meet its burden in establishing damages for breach of contract
and breach of the covenant of good faith and fair dealing.
William J. Yung, III, founded CSC in 1972. Over the next twenty
years, CSC acquired a portfolio of more than 70 hotels. In 1990,
Mr. Yung created Wimar to purchase and operate casino properties,
which by 2006 totaled seven. On January 3, 2007, Wimar acquired all
the outstanding stock of Aztar Corporation for approximately $2.1
billion.
Fallowing the acquisition, each of the casino and hotel entities
acquired from Aztar entered into separate service agreements with
Wimar and CSC. Wimar operated the casinos, and CSC managed the
adjoining hotels; CSC was not involved in the day-to-day management
of the casinos or responsible for casino licensure or regulation.
Wimar began operating the Tropicana Atlantic City casino ("Trop
AC") on January 3, 2007, after it was granted an interim casino
license in the summer of 2006. Wimar sought the renewal of Trop
AC's casino license and issuance of a plenary casino license. On
December 12, 2007, after eight days of hearings, the New Jersey
Casino Control Commission issued an opinion denying the renewal of
Trop AC's license and issuance of a plenary license. The CCC's
denial is central to Lightsway's claims.
On February 17, 2010, Lightsway filed the complaint against
Mr. Yung, Wimar, CSC, and others asserting claims for breach of
fiduciary obligations, breach of contract, breach of the implied
covenant of good faith and fair dealing, and equitable
subordination. After decisions on two motions to dismiss and a
motion for summary judgment, two claims remained against Wimar and
CSC: (1) breach of contract and (2) breach of the covenant of good
faith and fair dealing. Those claims are based on the four Service
Contracts between Wimar and the Debtors for casino management
services and the four Service Contracts between CSC and the
Debtors.
The Bankruptcy Court held a ten-day trial on the remaining claims
in October, November, and December, 2022. Lightsway's argument at
trial was that Wimar's failure to obtain a casino license for Trop
AC in and of itself established liability.
The Bankruptcy Court concluded "that the Plaintiff has failed to
establish that the Defendants are liable for a breach of the
Service Contracts or a breach of the implied covenant of good faith
and fair dealing."
The Bankruptcy Court further considered whether Lightsway had met
its burden of proving damages as an alternative ruling. Based on
the totality of the evidence, the Bankruptcy Court concluded that
the damages evidence and analysis Lightsway offered "was based on
unreliable assumptions and not based on generally accepted
methodologies," and, as a result, "Plaintiff also failed to sustain
its burden of proof on that element of its" claims.
On August 31, 2023, Lightsway filed a timely notice of appeal.
Lightsway argues that the Bankruptcy Court (1) "improperly failed
to apply the doctrine of issue preclusion" with respect to the CCC
Opinion; and (2) committed various errors in concluding that
Lightsway did not prove its damages at trial.
Lightsway argues that the Bankruptcy Court not only erred in not
affording the CCC Opinion collateral estoppel effect, but also
failed to understand Lightsway's argument that collateral estoppel
should apply.
Judge Connolly concludes, "I find no error in the Bankruptcy
Court's determination that collateral estoppel did not apply or in
its evaluation of Lightsway's evidence on damages."
A copy of the Court's decision is available at
https://urlcurt.com/u?l=seNsQY
Counsel for Appellant:
Kevin S. Mann, ESq.
CROSS & SIMON, LLC
1105 North Market Street, Suite 901,
Wilmington, DE 19801
Phone: (302) 777-4200
E-mail: kmann@crosslaw.com
- and -
Herbert Beigel, Esq.
LAW OFFICES OF HERBERT BEIGEL
38327 S Arroyo Way
Tucson, AZ 85739
Counsel for Appellees:
Dennis A. Meloro, Esq.
GREENBERG TRAURIG, LLP
222 Delaware Avenue, Suite 1600
Wilmington, DE 19801
Phone: (302) 661-7000
E-mail: Dennis.Meloro@gtlaw.com
- and -
George M. Vinci, Jr., Esq.
Neal R. Troum, Esq.
SPECTOR GADON ROSEN VINCI P.C.,
1635 Market St., 7th Floor
Philadelphia, PA 19103
Phone: (215) 241-8888
E-mail: gvinci@sgrvlaw.com
ntroum@sgrvlaw.com
U.S. CREDIT: Updates Unsecured Claims Pay Details
-------------------------------------------------
Stephen Darr, in his capacity as chapter 11 trustee for U.S.
Credit, Inc. ("USCI"), submitted a Second Amended Disclosure
Statement with respect to Chapter 11 Plan of Liquidation dated
November 15, 2024.
The Trustee believes that the Plan provides the quickest recovery
to creditors and will maximize the return to such parties.
The Plan provides for the following:
* The Trustee shall establish a Liquidating Trust, pursuant to
a Liquidating Trust Agreement, to administer the Assets, distribute
funds to Holders of Allowed Claims, and pursue appropriate Claims
and Causes of Action through one or more adversary proceedings. The
Trustee shall serve as Liquidating Trustee;
* As to those loan or lease portfolios owned by the Debtor
(the "Owned Portfolios") that have not been sold prior to the
Effective Date of the Plan, the Liquidating Trustee shall market
and sell the Owned Portfolios. The proceeds of the respective sales
will be distributed, first, to Holders of Allowed Secured Claims
(if any), second, to any third party that can demonstrate an
equitable ownership interest in such proceeds and, third, to the
Estate for distribution to creditors; and
* As to the portfolios of loans whereby the Debtor and/or
Trustee has collected Residual Interest as servicer of the
portfolios (the "Residual Interest Portfolios"), the Liquidating
Trustee shall continue to service and wind down the Residual
Interest Portfolios to maximize value to the Estate until a period
that is no later than one hundred and twenty days after the
Effective Date of the Plan. The Liquidating Trustee shall continue
to disburse Principal and Contractual Interest to the Originating
Banks and Secondary Parties pursuant to the authority granted to
him pursuant to any current or future Financial Institution
Stipulations. The Servicing Fee shall be retained by the Debtor.
The Trustee asserts that the rights to Residual Interest are
property of the Estate. Rights as to Residual Interest may be the
subject of one or more adversary proceedings or settlement
agreements by and between the Trustee and the relevant Financial
Institution.
* The Trustee preliminarily estimates that the Allowed amount
of Class 15 General Unsecured Claims will be in the range of $50
million to $120 million. Based on the Liquidation Analysis, the
Trustee anticipates (when accounting for variance in the amount of
cash generated and retained by the Estate on account of Residual
Interest, Avoidance Actions, and other factors, and the variance in
the likely amount of Allowed General Unsecured Claims) an
approximate 5%-25% recovery for General Unsecured Creditors. The
recovery for Holders of Allowed Class 15 General Unsecured Claims
could be as high as 45% in the event that any current or future
disputes and/or litigation, including the F&P Complaint, are
resolved in a timely and cost-efficient manner. Given current
projections, the Trustee does not believe this is a likely scenario
and anticipates that the Estate will incur substantial costs
defending against such litigation, reducing available recovery for
Holders of Allowed Class 15 General Unsecured Claims to the 5% to
25% range that is currently projected.
Class 15 consists of those Allowed General Unsecured Claims other
than the Allowed Priority Claims, Allowed Priority Tax Claims,
Allowed Administrative Convenience Claims, and Allowed Claims in
Classes 3, 4, 5, 6, 7, 8, 9, 10, 11, 12, 13, or 14. The Trustee
preliminarily estimates that the Allowed amount of Class 15 General
Unsecured Claims will be in the range of $50 million to $120
million. Based on the Liquidation Analysis attached hereto as
Exhibit A, the Trustee anticipates (when accounting for variance in
the amount of cash generated and retained by the Estate on account
of Residual Interest, Avoidance Actions, and other factors, and the
variance in the likely amount of Allowed General Unsecured Claims)
an approximate 5%-25% recovery for General Unsecured Creditors.
The recovery for Holders of Allowed Class 15 General Unsecured
Claims could be as high as 45% in the event that any current or
future disputes and/or litigation, including the F&P Complaint, are
resolved in a timely and cost-efficient manner. Given current
projections, the Trustee does not believe this is a likely scenario
and anticipates that the Estate will incur substantial costs
defending against such litigation, reducing available recovery for
Holders of Allowed Class 15 General Unsecured Claims to the 5% to
25% range that is currently projected.
In full and complete satisfaction, settlement, and release of their
respective Allowed General Unsecured Claims, each Holder of an
Allowed General Unsecured Claim shall receive, in one or more
interim Distributions, from the Liquidating Trustee on the Plan
Distribution Date its Pro Rata share of the Liquidating Trust
Assets as a Liquidating Trust Beneficiary, entitling such Holder to
receive proceeds on account of such beneficial interest. The Class
15 Claims are Impaired.
Class 16 consists of Allowed Administrative Convenience Claims.
Administrative Convenience Claims consist of all General Unsecured
Claims that are less than $35,000. Holders of General Unsecured
Claims that are more than $35,000 may elect to reduce their Claim
to $35,000 to become a member of the Class of Administrative
Convenience Claims.
In full and complete satisfaction, settlement, and release of their
respective Allowed Administrative Convenience Claims, each Holder
of an Allowed Administrative Convenience Claim shall receive from
the Liquidating Trustee, on the later of the Effective Date or
allowance of such claim, an amount equal to fifteen percent of such
Allowed Claim. The Administrative Convenience Claims are Impaired
under the Plan.
Upon the Effective Date, the Liquidating Trust shall be
established, and the Liquidating Trustee shall be appointed. The
Liquidating Trustee shall be deemed to be the duly appointed
representative of the Estate pursuant to Section 1123(b)(3)(B) of
the Bankruptcy Code with respect to the Liquidating Trust Assets
including, without limitation, the Causes of Action. The
Liquidating Trustee shall be responsible for, among other things,
(i) resolving Disputed Claims, (ii) pursuing, litigating, and/or
settling Causes of Action and the Residual Interest Litigation (if
any), and (iii) distributing funds to the Liquidating Trust
Beneficiaries. The Liquidating Trust shall be governed by the
Liquidating Trust Agreement.
Upon the Effective Date one hundred percent of the Assets
(including the Net Asset Proceeds) shall be transferred, assigned,
and conveyed to, or shall vest in, the Liquidating Trust with the
exception of any Executory Contract that has not yet been rejected.
All of the Liquidating Trust Assets shall vest in the Liquidating
Trust, free and clear of all Claims, Liens, and Encumbrances, but
subject to payment of the Liens and Claims as provided under the
Plan. Except as may be expressly provided in the Plan or in a Final
Order of the Bankruptcy Court, no Asset of the Estate shall be
deemed abandoned and no defense, set-off, counterclaim or right of
recoupment of the Debtor shall be deemed waived, released or
compromised.
A full-text copy of the Second Amended Disclosure Statement dated
November 15, 2024 is available at https://urlcurt.com/u?l=SW34pO
from PacerMonitor.com at no charge.
Counsel to Stephen Darr:
CHOATE, HALL & STEWART LLP
Douglas R. Gooding, Esq.
Jonathan D. Marshall, Esq.
Jacob S. Lang, Esq.
Two International Place
Boston, MA 02110
Telephone: (617) 248-5000
Email: dgooding@choate.com
jmarshall@choate.com
jslang@choate.com
About U.S. Credit, Inc.
U.S. Credit, Inc., develops and administers custom lending programs
for large retailers, point-of-sale platforms and educational
institutions.
U.S. Credit filed a Chapter 11 petition (Bankr. D. Mass. Case No.
24-10058) on Jan. 12, 2024. In the petition signed by its chief
executive officer Stephen Galvin, the Debtor reported $10 million
to $50 million in both assets and liabilities.
Judge Janet E. Bostwick presides over the case.
The Debtor tapped Charles R. Bennett, Jr., Esq. at Murphy & King,
PC as legal counsel and Mid-Market Management Group as financial
advisor. The U.S. Trustee for Region 1 appointed an official
committee of unsecured creditors in this Chapter 11 case. The
committee tapped Dentons Bingham Greenebaum, LLP as its legal
counsel.
UMAPM HOLDING: Steven Nosek Named Subchapter V Trustee
------------------------------------------------------
The Acting U.S. Trustee for Region 12 appointed Steven Nosek as
Subchapter V trustee for UMAPM Holding Company LLC.
Mr. Nosek will be paid an hourly fee of $300 for his services as
Subchapter V trustee and will be reimbursed for work-related
expenses incurred.
Mr. Nosek declared that he is a disinterested person according to
Section 101(14) of the Bankruptcy Code.
The Subchapter V trustee can be reached at:
Steven B. Nosek
10285 Yellow Circle Drive
Hopkins, MN 55343
Email: snosek@noseklawfirm.com
About UMAPM Holding Company
UMAPM Holding Company, LLC sought protection under Chapter 11 of
the U.S. Bankruptcy Code (Bankr. D. Minn. Case No. 24-43262) on
November 26, 2024, with up to $50,000 in assets and up to $10
million in liabilities.
Judge Katherine A. Constantine presides over the case.
Karl J. Johnson, Esq. and Alexander J. Beeby, Esq., at Sapientia
Law Group represent the Debtor as bankruptcy counsel.
UNITED BELIEVERS: U.S. Trustee Unable to Appoint Committee
----------------------------------------------------------
The U.S. Trustee for Region 13 disclosed in a court filing that no
official committee of unsecured creditors has been appointed in the
Chapter 11 case of United Believers Community Baptist Church.
About United Believers Community Baptist Church
United Believers Community Baptist Church is a religious
organization in Kansas City, Mo.
United Believers filed a petition under Chapter 11, Subchapter V of
the Bankruptcy Code (Bankr. W.D. Mo. Case No. 24-41363) on Sept.
24, 2024, listing as much as $1 million to $10 million in both
assets and liabilities. G. Matt Barberich, Jr. of B. Riley Advisory
Services is the Subchapter V trustee.
Judge Brian T Fenimore oversees the case.
Evans & Mullinix, P.A. serves as the Debtor's legal counsel.
UPSCALE DEVELOPMENT: Tamara Miles Ogier Named Subchapter V Trustee
------------------------------------------------------------------
The U.S. Trustee for Region 21 appointed Tamara Miles Ogier, Esq.,
at Ogier, Rothschild & Rosenfeld, PC as Subchapter V trustee for
Upscale Development, LLC.
Ms. Ogier will be paid an hourly fee of $450 for her services as
Subchapter V trustee and will be reimbursed for work-related
expenses incurred.
Ms. Ogier declared that she is a disinterested person according to
Section 101(14) of the Bankruptcy Code.
The Subchapter V trustee can be reached at:
Tamara Miles Ogier, Esq.
Ogier, Rothschild & Rosenfeld, PC
P.O. Box 1547
Decatur, GA 30031
Phone: (404) 525-4000
About Upscale Development LLC
Upscale Development, LLC sought relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. N.D. Ga. Case No. 24-62687) on December 2,
2024, with $1 million to $10 million in both assets and
liabilities. Nelson H. Carey, manager, signed the petition.
Judge Sage M. Sigler handles the case.
The Debtor is represented by:
Paul Reece Marr, Esq.
Paul Reece Marr, P.C.
6075 Barfield Road, Suite 213
Sandy Springs, GA 30328-4402
Tel: (770) 984-2255
Email: paul.marr@marrlegal.com
V MANAGMENT: Brian Shapiro Named Subchapter V Trustee
-----------------------------------------------------
The U.S. Trustee for Region 17 appointed Brian Shapiro as
Subchapter V trustee for V Management Group Nevada Corporation.
Mr. Shapiro will be paid an hourly fee of $625 for his services as
Subchapter V trustee and will be reimbursed for work-related
expenses incurred.
Mr. Shapiro declared that he is a disinterested person according to
Section 101(14) of the Bankruptcy Code.
The Subchapter V trustee can be reached at:
Brian Shapiro
510 S. 8th Street
Las Vegas, NV 89101
Phone: (702) 386-8600
Email: brian@trusteeshapiro.com
About V Management Group Nevada Corporation
V Management Group Nevada Corporation manages various Teriyaki
Madness franchises in Las Vegas, and also serves as tenant under
the leases for the locations, among other functions.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. D. Nev. Case No. 24-16159) on November 25,
2024. In the petition signed by Ohmar Villavicencio, managing
member, the Debtor disclosed up to $50,000 in assets and
liabilities.
Judge Natalie M. Cox oversees the case.
Matthew C. Zirzow, Esq., at Larson & Zirzow, LLC, represents the
Debtor as legal counsel.
VAREX IMAGING: Moody's Lowers Rating on Sr. Secured Notes to B2
---------------------------------------------------------------
Moody's Ratings affirmed Varex Imaging Corporation's Corporate
Family Rating at B2 and Probability of Default Rating at B2-PD.
Concurrently, Moody's downgraded the ratings on the company's
senior secured notes to B2 from B1 and assigned a B2 rating to the
new $125 million add-on to the senior secured notes. The company's
Speculative Grade Liquidity Rating (SGL) was unchanged at SGL-1.
The outlook remains stable.
Proceeds of a $125 million add-on to the senior secured notes will
be used to partially repay the senior unsecured convertible notes
and fees and expenses related to the transaction. The net proceeds
will be placed into an account earmarked to repay the convertible
notes which mature in June 2025. The remaining balance on the
convertible notes is currently expected to be repaid with excess
balance sheet cash. The transaction is credit positive as it
reduces leverage and interest expense.
The affirmation of the B2 CFR reflects Moody's view that Varex will
maintain its market position in the niche medical imaging component
business, supported by industry tailwinds that will drive top and
bottom-line growth. The downgrade of the senior secured notes'
ratings reflect the addition of approximately $125 million of
incremental secured debt and the removal of the loss absorption
provided by the unsecured convertible notes. The ratings on the
senior secured bonds match the B2 CFR, as these instruments will
represent the preponderance of debt in the capital structure after
the refinancing is complete.
RATINGS RATIONALE
The B2 CFR reflects Varex's modest scale and long-term pressures on
hospital's budgets which limits the growth of new medical equipment
spend. Headwinds in the company's international business have
adversely impacted earnings. In addition, Varex faces pressures on
profitability from supply chain and labor costs. The rating is
further constrained by the moderately high concentration among
Varex's main customers.
The B2 rating is supported by the company's long and sticky
relationships with key customers to supply critical components of
their imaging equipment and Moody's expectation that revenue growth
will resume as sales stabilize. Moody's forecast that Varex will
generate low to mid single-digit top-line and earnings growth over
the next 12-18 months. Moody's expect that debt/EBITDA, inclusive
of the debt refinancing, will trend towards 4 times during the
forecast period.
Moody's expect Varex to maintain very good liquidity over the next
12 to 18 months. As of September 27, 2024, the company had $169
million of cash on hand (as well as $44 million of marketable
securities and certificates of deposits). The company will retain
access to a $155 million undrawn revolving credit facility after
the refinancing transaction. Moody's expect free cash flow to
continue to be positive in the forecast period, excluding the debt
paydown.
The stable outlook reflects Moody's expectation that Varex will
have some revenue and earnings growth, with debt/EBITDA trending
towards 4 times over the next 12 to 18 months.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
Moody's could upgrade the rating if the company resumes its revenue
and earnings growth, which have underperformed Moody's expectations
in recent quarters. Additionally, greater diversification of
customers and an increase in scale could exert upward pressure on
the ratings. Along with the aforementioned factors, the company
could be upgraded if debt/EBITDA is sustained below 4 times.
Ratings could be downgraded if the company's operating performance
deteriorates, free cash flow turns negative or liquidity weakens. A
more aggressive stance towards acquisitions or shareholder returns
could lead to a downgrade. Lastly, the ratings could be downgraded
if the company's debt/EBITDA is sustained above 5 times.
Headquartered in Salt Lake City, Utah, Varex Imaging Corporation
("Varex") is a manufacturer of a broad range of medical products,
which include X-ray imaging components (X-ray tubes, digital
detectors, image processing software and workstations) for use in a
range of applications, including radiographic or fluoroscopic
imaging, mammography, computed tomography, and oncology. The
company also manufactures imaging components for industrial
end-users such as airport security, cargo screening and
nondestructive examination. Varex generated revenue of roughly $811
million for the twelve months ending September 27, 2024.
The principal methodology used in these ratings was Medical
Products and Devices published in October 2023.
VAULT LLC: Unsecureds Will Get 100% of Claims over 60 Months
------------------------------------------------------------
Vault LLC filed with the U.S. Bankruptcy Court for the Northern
District of California a Combined Plan of Reorganization and
Disclosure Statement dated November 15, 2024.
The debtor is a limited liability company. Its managing member is
Rene Boisvert. The debtor is essentially a holding company for the
real properties located at 610 Boulevard Way, Oakland, Ca 94610,
APN 11-860-33 and 610 Boulevard Way, Piedmont, Ca 94610, APN
11-860-34.
Mr. Boisvert became a victim of identity theft which led to a
series of events which prevented Mr. Boisvert from generating
enough income to service the two loans secured by the properties.
Eventually, the loan went into default, the lenders refused to
negotiate the terms of the loans and this bankruptcy was filed to
stop a foreclosure sale that was scheduled to be held by MERS, the
second lienholder who has a lien on both parcels of 610 Boulevard
Way.
Class 2(b) consists of General Unsecured Claims. Class 2(b)
creditors will receive 100% of their allowed claim without interest
in 60 equal installments of $77.00 a month beginning on the
effective date. Creditors in this class may not take any collection
action against Debtor so long as the Debtor is not in material
default under the Plan. This class is impaired.
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.
Except as provided in Part 6(d) and (e), 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 November 15, 2024 is available at
https://urlcurt.com/u?l=jLz1Yr from PacerMonitor.com at no charge.
About Vault LLC
Vault LLC is a retro themed sports apparel store that offers
vintage styled apparel and headgear for over 200 teams including
colleges from coast to coast, MLB, NFL, NHL, NBA, Minor League
Baseball, the Negro Leagues, and others!
Vault LLC sought relief under Chapter 11 of the U.S. Bankruptcy
Code (Bankr. N.D. Cal. Case No. 24-41030) on July 14, 2024. In the
petition filed by Rene Boisvert, as managing member, the Debtor
reports estimated assets and liabilities between $1 million and $10
million each.
The Debtor is represented by:
Marc Voisenat, Esq.
LAW OFFICE OF MARC VOISENAT
2329 A Eagle Avenue
Alameda, CA 94501
Tel: 510-263-8755
Fax: 510-272-9158
Email: voisenat@gmail.com
VERDE RESOURCES: To Issue Shares to AUM for Consulting Services
---------------------------------------------------------------
Verde Resources, Inc. disclosed in a Form 8-K Report filed with the
U.S. Securities and Exchange Commission that on November 29, 2024,
the Company, through its wholly-owned subsidiary Verde Renewables,
Inc., a company incorporated in the State of Missouri, entered into
a consulting services agreement to engage AUM Media Inc, a company
incorporated in the State of Delaware, as a Capital Markets,
Investor Relations and Media Relations Advisor to provide advice to
the Company on its preparations for an equity raise and the planned
uplisting to NASDAQ.
Pursuant to terms of the Agreement, the services will be provided
by AUM on an annual contract basis and the agreement will continue
for 12 months unless it is terminated in accordance with the
termination terms under the Agreement. VRI agreed to pay a fixed
monthly discounted fee of $6,000 per month, payable in advance on
the first day of each month. In addition, the Company shall issue
shares equivalent to 0.75% of the Company's total shares
outstanding to AUM or any affiliate to be designated by AUM. The
share issuance will occur as follows: 50% of the 0.75% of the
Company's total shares outstanding will be issued upon the signing
of the Agreement, with the remaining shares to be issued within
three days following the Company's listing on the NASDAQ.
The Company will issue 4,656,550 shares of the Company's restricted
common stock to AUM or any affiliate to be designated by AUM as of
November 29, 2024. The remaining 4,656,550 shares of the Company's
restricted common stock will be issued within three days following
the Company's listing on the NASDAQ.
Additionally, pursuant to the terms of the Agreement, the Company
will issue a total of 4,656,550 shares of the Company's restricted
common stock. The shares were not registered in reliance on
exemption from registration contained in Section 4(2) of the
Securities Act of 1933, as amended and Rule 506(b). The Company's
reliance on Section 4(2) of the Securities Act was based upon the
following factors:
(a) the issuance of the securities was an isolated private
transaction by us which did not involve a public offering;
(b) there were only a limited number of offerees;
(c) there were no subsequent or conterminous public offerings
of the securities by the Company; and
(d) the negotiations for the sale of the stock took place
directly between the offeree and the Company. No underwriters or
agents were used in this transaction and no commissions or finder's
fees were paid.
About Verde Resources
Headquartered in St. Louis, MO, Verde Resources, Inc. specializes
in Net Zero road construction and building materials, driving
innovations that enhance sustainability and advance environmental
stewardship. Since 2021, the Company's BioFraction facility in
Borneo has been converting palm waste into biochar and other
sustainable byproducts. The Company conducts business operations in
La Belle, Missouri, U.S.A., through Verde Renewables, Inc., a
company incorporated in the State of Missouri, U.S.A., and an
indirect wholly-owned subsidiary Verde Estates, LLC, a Missouri
limited liability company.
Kuala Lumpur, Malaysia-based J&S Associate PLT, the Company's
auditor since 2022, issued a "going concern" qualification in its
report dated Oct. 16, 2024, citing that the Company has generated
recurring losses and suffered from an accumulated deficit of
$13,480,204 as of June 30, 2024. These matters raise substantial
doubt about the Company's ability to continue as a going concern.
Verde Resources recorded a net loss of $3,998,960 and $3,954,414
for the years ended June 30, 2023, and 2022, respectively. As of
June 30, 2024, Verde Resources had $40.16 million in total assets,
$2.57 million in total liabilities, and $37.59 million in total
stockholders' equity.
VERITAS HOLDINGS: S&P Downgrades ICR to 'SD' on Debt Exchange
-------------------------------------------------------------
S&P Global Ratings lowered its issuer credit rating on Veritas
Holdings Ltd. and its debt issuing subsidiaries (Veritas NL
Intermediate Holdings B.V.) to 'SD' (selective default), and all
affected secured debt to 'D' from 'CC'.
On Dec. 10, 2024, Veritas Holdings Ltd. and its subsidiary
borrowers completed a debt exchange previously announced on Nov. 5,
2024.
S&P said, "We don't rate the new $140 million super-priority
revolver and $722 million term loan B. We expect to withdraw the
issue ratings on Veritas' old debt that is no longer outstanding.
"We based the downgrade to 'SD' on Veritas' completion of its debt
exchange transaction. Existing lenders and bond holders exchanged
their secured term loans and notes due 2025 totaling $4.2 billion
outstanding for a pro rata share of a new term loan B carrying cash
and paid-in-kind (PIK) interest, a PIK margin loan backed by
Cohesity preferred equity interests held by Veritas, and Cohesity
preferred equity issued directly to creditors. Creditors also
receive a partial cash pay down from the data protection asset sale
proceeds and margin loan funded by Cohesity.
"While the debt exchange and note tender transaction addressed
Veritas' debt maturities, we view it as providing less than the
original promise given the priming by the $140 million
super-priority revolver, interest deferral on the exchange debt
(e.g., PIK component of take-back debt), and equitization via the
preferred equity interest in a privately held entity, Cohesity Inc.
Additionally, considering Veritas' business operating challenges,
persisting cash flow deficits, and weak credit metrics, we believe
it faced increased refinancing risk and the possibility of a
conventional a default.
"We expect to reassess our go-forward issuer credit rating on
Veritas as soon as practical. Veritas will have reduced business
scale and business diversity that limits its ability to withstand a
weak demand environment. We also consider its limited track history
operating as a stand-alone entity. While the new capital structure
will have reduced cash interest bearing debt, we think the
company's free cash flow profile remains unclear. Additionally, we
believe it will likely incur additional costs to operate as a
stand-alone entity that adds variability to profits and cash
flow."
VERTEX ENERGY: Amends Plan to Include Term Loan Deficiency Claims
-----------------------------------------------------------------
Vertex Energy, Inc. and its Debtor Affiliates submitted a First
Amended Joint Chapter 11 Plan dated November 17, 2024.
Pursuant to the Committee Settlement, each Holder of a DIP
Deficiency Claim agrees to subordinate any recovery on account of
such DIP Deficiency Claim solely against the GUC Settlement Assets
to the recoveries provided to Holders of Allowed General Unsecured
Claims and Holders of Allowed 2027 Convertible Notes Claims until
such Allowed General Unsecured Claims and Allowed 2027 Convertible
Notes Claims are paid in full.
Amended Intermediation and Hedge Facility Claims
On the Effective Date, except to the extent that the Intermediation
Counterparty agrees to less favorable treatment, and in full and
final satisfaction, compromise, settlement, release, and discharge
of and in exchange for each Allowed Amended Intermediation and
Hedge Facility Claim, the Intermediation Counterparty, as a Holder
of an Allowed Amended Intermediation and Hedge Facility Claim
(which shall include interest, fees, and all other amounts due and
owing under the Amended Intermediation and Hedge Facility) shall
receive on account of such Allowed Amended Intermediation and Hedge
Facility Claim: (a) payment in full in Cash in accordance with the
DIP Orders, or (b) such other treatment agreed to by the Debtors
and Holders of Amended Intermediation and Hedge Facility Claims.
Class 3 consists of all Term Loan Claims. On the Effective Date,
the Term Loan Claims shall be Allowed in the aggregate principal
amount of no less than $118,798,692.58, plus accrued and unpaid
interest on such principal amount through the Effective Date, fees,
premiums, costs, and other amounts due and owing under the Term
Loan Agreement. On the Effective Date, each Holder of an Allowed
Term Loan Claim (or its designated Affiliate, managed fund or
account, or other designee) shall receive, in full and final
satisfaction of such Allowed Term Loan Claims, unless otherwise
agreed to by such Holder:
* if the Recapitalization Transaction occurs, (a) its pro rata
share (calculated on account of unpaid DIP Claims and Allowed Term
Loan Claims) of the New Common Stock, and/or (b) such other terms
as agreed to by the Debtors and the Holders of Term Loan Claims;
* if the Credit Bid Sale Transaction occurs, (a) to the extent
of the Credit Bid, all assets to be disposed of pursuant to such
Credit Bid Sale Transaction in accordance with the Bankruptcy Court
Order approving the Credit Bid Sale Transaction and corresponding
Credit Bid Purchase Agreement, and (b) for any remaining portion
not included in the Credit Bid, (i) its pro rata share of the
Excess Distributable Cash (if any) after payment or satisfaction of
all Allowed DIP Claims, or (ii) such other terms agreed to by the
Debtors and the Holders of Term Loan Claims;
* if the Third-Party Sale Transaction occurs, its pro rata
share of the Excess Distributable Cash (if any), after payment or
satisfaction, as applicable, of all Allowed DIP Claims.
Class 4 consists of all General Unsecured Claims at Debtors other
than Vertex. Each Holder of an Allowed General Unsecured Claim at
Debtors other than Vertex shall receive, in full and final
satisfaction of such Allowed General Unsecured Claim at Debtors
other than Vertex, unless otherwise agreed to by such Holder:
* if the Recapitalization Transaction occurs, its pro rata
share of the beneficial interests of the GUC Trust, entitling each
respective Holder of an Allowed General Unsecured Claims at Debtors
other than Vertex to its pro rata share of the GUC Trust Net
Assets; or
* if the Asset Sale occurs, its pro rata share of: the
beneficial interests of the GUC Trust, entitling each respective
Holder of an Allowed General Unsecured Claim at Debtors other than
Vertex to its pro rata share of the GUC Trust Net Assets; and the
Excess Distributable Cash (if any) after payment or satisfaction,
as applicable, of all Allowed DIP Claims and Allowed Term Loan
Claims.; provided, however, that if such Excess Distributable Cash
available for Holders of Allowed General Unsecured Claims at
Debtors other than Vertex exceeds $50,000,000, then Holders of
Allowed General Unsecured Claims and Holders of 2027 Convertible
Notes Claims shall receive their pro rata share of any amount in
excess of $50,000,000.
Class 5 consists of all Other General Unsecured Claims at Vertex.
Each Holder of an Allowed Other General Unsecured Claims at Vertex
shall receive, in full and final satisfaction of such Allowed Other
General Unsecured Claims at Vertex, unless otherwise agreed to by
such Holder:
* if the Recapitalization Transaction occurs, its pro rata share
of the beneficial interests of the GUC Trust, entitling each
respective Holder of an Other Allowed General Unsecured Claims at
Vertex to its pro rata share of the GUC Trust Net Assets after
payment or satisfaction, as applicable, of all Allowed General
Unsecured Claims at Debtors other than Vertex; or
* if the Asset Sale occurs, its pro rata share of
-- the beneficial interests of the GUC Trust, entitling each
respective Holder of an Allowed Other General Unsecured Claim at
Vertex to its pro rata share of the GUC Trust Net Assets after
payment or satisfaction, as applicable, of all Allowed General
Unsecured Claims at Debtors other than Vertex, and
-- the Excess Distributable Cash (if any) after payment or
satisfaction, as applicable, of all Allowed DIP Claims, Allowed
Term Loan Claims, and Allowed General Unsecured Claims at Debtors
other than Vertex.; provided, however, that if such Excess
Distributable Cash available for Holders of Allowed General
Unsecured Claims at Debtors other than Vertex exceeds $50,000,000,
then Holders of Allowed General Unsecured Claims and Holders of
2027 Convertible Notes Claims shall receive their pro rata share of
any amount in excess of $50,000,000.
Class 6 consists of all 2027 Convertible Notes Claims. Each Holder
of Allowed 2027 Convertible Notes Claims shall receive, in full and
final satisfaction of such Allowed 2027 Convertible Notes Claims,
unless otherwise agreed to by such Holder:
* if the Recapitalization Transaction occurs, its pro rata share
of the beneficial interests of the GUC Trust, entitling each
respective Holder of an Allowed 2027 Convertible Notes Claim to its
pro rata share of the GUC Trust Net Assets after payment or
satisfaction, as applicable, of all Allowed General Unsecured
Claims at Debtors other than Vertex; or
* if the Asset Sale occurs, its pro rata share of
-- the beneficial interests of the GUC Trust, entitling each
respective Holder of an Allowed 2027 Convertible Notes Claim to its
pro rata share of the GUC Trust Net Assets after payment or
satisfaction, as applicable, of all Allowed General Unsecured
Claims at Debtors other than Vertex, and
-- the Excess Distributable Cash (if any) after payment or
satisfaction, as applicable, of all Allowed DIP Claims, Allowed
Term Loan Claims, and Allowed General Unsecured Claims at Debtors
other than Vertex.; provided, however, that if such Excess
Distributable Cash available for Holders of Allowed General
Unsecured Claims at Debtors other than Vertex exceeds $50,000,000,
then Holders of Allowed General Unsecured Claims and Holders of
2027 Convertible Notes Claims shall receive their pro rata share of
any amount in excess of $50,000,000.
Class 7 consists of all Term Loan Deficiency Claims. Each Holder of
an Allowed Term Loan Deficiency Claim shall receive, in full and
final satisfaction of such Allowed Term Loan Deficiency Claim,
unless otherwise agreed to by such Holder, its pro rata share of
the beneficial interests of the GUC Trust, entitling each
respective Holder of an Allowed Term Loan Deficiency Claim to its
pro rata share of the GUC Trust Net Assets after payment or
satisfaction, as applicable, of all Allowed General Unsecured
Claims at Debtors other than Vertex, all Allowed Other General
Unsecured Claims at Vertex, and all Allowed 2027 Convertible Notes
Claims. Class 7 is Impaired under the Plan.
The Matheson Settlement
In exchange for the Debtors' entry into the Matheson Mutual Release
Agreement and inclusion of Matheson as a Released Party under the
Plan, the Matheson Marketing Cooperation, and the DIP Lenders'
agreement to assume the Matheson Saraland 1 Agreements if the
Recapitalization Transaction occurs, Matheson shall, in its
capacity as a party to the Matheson Agreement and a member of the
Committee, (a) support this Plan and not file an objection thereto;
(b) opt-in to the Third-Party Release; (c) enter into the Matheson
Mutual Release Agreement; and (d) waive any recovery on account of
the Matheson Claim and the Matheson Claim shall be cancelled and
released without any distribution on account of such Claim.
On the Effective Date, Matheson and the Debtors shall enter into
the Matheson Mutual Release Agreement, which shall provide for a
full and final release of any and all Claims and Causes of Action
between Matheson, the Debtors, and their Related Parties. For the
avoidance of doubt, no Claim or Cause of Action against Matheson
related to or arising under the Matheson Agreement shall be (i) a
Retained Cause of Action, (ii) included in any Schedule of Retained
Causes of Action, or (iii) be included in the GUC Causes of Action.
Notwithstanding the foregoing, the Matheson Mutual Release
Agreement and the Debtor Release shall not release Matheson from
its obligation to dismantle and remove the Matheson Hydrogen
Facility in accordance with this Plan and the Matheson Rejection
Order.
On the Effective Date, the Debtors will establish the GUC Trust.
The GUC Trust will have no objective other than as set forth in,
and shall fulfill its purpose in accordance with, the GUC Trust
Agreement. On the Effective Date, the Debtors and the GUC Trustee
shall enter into the GUC Trust Agreement and the GUC Settlement
Assets shall vest or deem to be vested in the GUC Trust
automatically without further action by any Person, free and clear
of all Claims and Liens, and such transfer shall be exempt from any
stamp, real estate transfer, mortgage reporting, sales, use, or
other similar tax. The GUC Trust shall be administered by the GUC
Trustee and governed by the GUC Trust Agreement. The GUC Trustee
shall have the sole power and authority to distribute the GUC Trust
Net Assets to Holders of Allowed General Unsecured Claims, Holders
of Allowed 2027 Convertible Notes Claims, and Holders of Allowed
Term Loan Deficiency Claims in accordance with the treatment set
forth in Article III of the Plan.
The Post-Effective Date Debtors will fund distributions under the
Plan with: (a) Cash on hand on the Effective Date; (b) Excess
Distributable Cash; (c) the revenues and proceeds of all Wind-Down
Assets of the Debtors; and (d) the GUC Trust Net Assets.
A full-text copy of the First Amended Joint Plan dated November 17,
2024 is available at https://urlcurt.com/u?l=MObVsr from Kurtzman
Carson Consultants, LLC, claims agent.
Proposed Co-Counsel to the Debtors:
Jason G. Cohen, Esq.
Jonathan L. Lozano, Esq.
BRACEWELL LLP
711 Louisiana Street, Suite 2300
Houston, Texas 77002
Tel: (713) 223-2300
Fax: (800) 404-3970
Email: jason.cohen@bracewell.com
jonathan.lozano@bracewell.com
- and -
Mark E. Dendinger, Esq.
BRACEWELL LLP
31 W. 52nd Street, Suite 1900
New York, NY 10019
Tel: (212) 508-6100
Fax: (800) 404-3970
Email: mark.dendinger@bracewell.com
Proposed Co-Counsel to the Debtors:
Brian Schartz, P.C.
KIRKLAND & ELLIS LLP
KIRKLAND & ELLIS INTERNATIONAL LLP
601 Lexington Avenue
New York, NY 10022
Tel: (212) 446-4800
Fax: (212) 446-4900
Email: brian.schartz@kirkland.com
- and -
John R. Luze, Esq.
Rachael M. Bentley, Esq.
KIRKLAND & ELLIS LLP
KIRKLAND & ELLIS INTERNATIONAL LLP
333 West Wolf Point Plaza
Chicago, IL 60654
Tel: (312) 862-2000
Fax: (312) 862-2200
Email: john.luze@kirkland.com
rachael.bentley@kirkland.com
About Vertex Energy
Vertex Energy, Inc., together with its subsidiaries, is an energy
transition company and marketer of refined products and renewable
fuels in Houston.
Vertex Energy filed its voluntary petition for relief under Chapter
11 of the Bankruptcy Code (Bankr. S.D. Texas Lead Case No.
24-90507) on Sept. 24, 2024, listing $772,368,000 in assets and
$642,819,000 in liabilities. The petitions were signed by R. Seth
Bullock as chief restructuring officer.
Judge Christopher M. Lopez oversees the case.
Jason G. Cohen, at Bracewell, LLP, is the Debtor's counsel.
VIZ MIZNER: Secured Party Sets Auction for Jan. 15, 2025
--------------------------------------------------------
Jones Lang LaSalle, on behalf of Parlex 15 Finco LLC - Series XIII,
a series of Parlex 15 Finco LLC ("secured party") offers for sale
at public auction on Jan. 15, 2025, at 10:00 a.m. (ET) both via
zoom and in the offices of Jones Day, 250 Vesey Street, New York,
New York 10281, in connection with a Uniform Commercial Code sale,
100% of the limited liability company membership interests in Via
Mizner Owner I LLC ("mortgage borrower"), which is the sole owner
of the property commonly known as the Via Mizner located at 101 E
Camino Real, Boca Raton, Florida 33432 ("interests"). The
interests are owned by Viz Mizner Pledgor I LLC having its
principal place of business at c/o Penn Florida Companies, 1515
North Federal Highway, Suite 306, Boca Raton, Florida 33432
("Borrower").
The secured party, as lender, made a loan to the borrower. In
connection with loan, the borrower has granted to the secured party
a first priority lien on the interests pursuant to that certain
pledged and security agreement. The secured party is offering the
interests for sale in connection with the foreclosure on the pledge
of such interests.
All bids must be for cash, and the successful bidder must be
prepared to deliver immediately available good funds within 5 New
York business days after the sale and otherwise comply with the
bidding requirements. Further information concerning the
interests, the requirements for obtaining information and bidding
on the interests and the terms of sale can be found at
https://www.101ViaMiznerBocaUCCsale.com. Further information
regarding the sale, contact Brett Rosenberg at +1 212-812-5926 or
email at brett.rosenberg@am.jll.com.
WELLPATH HOLDINGS: Alger v. Corizon et al. Case Can Proceed
-----------------------------------------------------------
Magistrate Judge Kimberly G. Altman of the United States District
Court for the Eastern District of Michigan ruled that the case
captioned as JOSHUA LEVI ALGER, SR., Plaintiff, v. CORIZON,
VICTORIA JANOWICKI, JOCYLIN JENDALL, ASHLEY TALKINGTON, BRISTOL,
MARY VALARDE, KIM FARRIS, JULIANA MARTINO, EMILY NGUYEN, SCHRIEBER,
TREEFRY, SATOH, KIM KORTE, MONICA SMITH, HEIDI WASHINGTON, and PAIN
MANAGEMENT COMMITTEE, Defendants, Case No. 1:24-cv-11998 (E.D.
Mich.), will not be stayed and will proceed against all
defendants.
This is a prisoner civil rights case under 42 U.S.C. Sec. 1983.
Plaintiff Joshua Levi Alger, Sr., proceeding pro se, is suing
multiple defendants alleging that he has been denied medical
treatment for eight years while incarcerated by the Michigan
Department of Corrections. All the defendants have filed
appearances except for Corizon, Bristol, and the Pain Management
Committee. Under 28 U.S.C. Sec. 636(b)(1), all pretrial proceedings
have been referred to Judge Altman.
On November 18, 2024, defendants Juliana Martino, N.P., Kim
Farris, P.A., Rosilyn Jindal, P.A., and Victoria Janowiecki, N.P.
filed a "Notice of Stay" to inform the District Court that Wellpath
-- the company that employs them -- has filed a voluntary
bankruptcy petition under Chapter 11 in the United States
Bankruptcy Court for the Southern District of Texas.
Attached to defendants' filing is an order from the bankruptcy
court regarding enforcement of the automatic stay. In other cases,
the District Court has been provided with an order from the
bankruptcy court titled "Amended Interim Order Enforcing the
Automatic Stay."
In relevant part, the original order states that it is "extending
the (i) automatic stay under section 362 of the Bankruptcy Code[.]"
The amended order states: "The Lawsuits are stayed in their
entirety, including the plaintiffs' claims against the Non-Debtor
Defendants, on an interim basis pursuant to section 362 of the
Bankruptcy Code." The District Court finds that neither order
requires a stay of proceedings in this case.
A court must consider four factors before granting a preliminary
injunction:
(1) the likelihood of success on the merits,
(2) the danger of irreparable injury,
(3) whether the potential irreparable injury outweighs the harm
to the non-debtors, and
(4) the public interest.
According to the District Court, the order from Wellpath's
bankruptcy proceeding does not cite 11 U.S.C. Sec. 105(a) and does
not set forth the preliminary-injunction factors or contain any
analysis on the subject. The phrase "preliminary injunction" is in
fact nowhere to be found.
No preliminary injunction has been issued, and neither the District
Court nor the bankruptcy court can otherwise "extend" the automatic
stay to non-debtor defendants. In short, Wellpath is not a party to
this case, and its bankruptcy stay has not properly been extended
to nondebtor parties, like Martino, Farris, Jindal, and Janowiecki,
the District Court concludes.
A copy of the Court's decision is available at
https://urlcurt.com/u?l=AIatLo
About Wellpath Holdings
Wellpath Holdings, Inc. f/k/a CCS-CMGC Holdings, Inc. is a provider
of medical and mental healthcare in jails, prisons, and inpatient
and residential treatment facilities.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. S.D. Tex. Lead Case No. 24-90533) on
November 11, 2024, with $1 billion to $10 billion in assets and
liabilities. Timothy Dragelin, chief restructuring officer and
chief financial officer, signed the petitions.
The Debtor 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 bankers.
WELLPATH HOLDINGS: Bowling Case Can Proceed v. Non-Debtor Parties
-----------------------------------------------------------------
Magistrate Judge Kimberly G. Altman of the United States District
Court for the Eastern District of Michigan ruled that the case
captioned as TERRY BOWLING, Plaintiff, v. CORIZON HEALTH INC., KIM
FARRIS, JULIANO MARTINO, and JOHN DOE 1-4, Defendants, Case No.
2:22-cv-11897 (E.D. Mich.), will proceed against Farris and
Martino. As Wellpath is not a party to this case, and its
bankruptcy stay has not properly been extended to non-debtor
parties, there is no issuance of a stay.
This is a civil rights case under 42 U.S.C. Sec. 1983. On August
15, 2022, plaintiff Terry Bowling filed a complaint against
Wellpath, Inc., Corizon Health, Inc., Kim Farris, Juliana Martino,
and John Does 1-4. Broadly speaking, Bowling alleges that while
confined at the Chippewa Correctional Facility and Macomb
Correctional Facility, defendants were deliberately indifferent to
his serious medical needs by failing to timely diagnose and
properly treat his chronic lymphocytic leukemia. Under 28 U.S.C.
Sec. 636(b)(1), all pretrial matters have been referred to Judge
Altman.
On November 18, 2024, Farris and Martino filed a "Notice of Stay",
the purpose of which is to inform the District Court that Wellpath,
the company that employs Farris and Martino, has filed a voluntary
bankruptcy petition under Chapter 11 in the United States
Bankruptcy Court for the Southern District of Texas.
Attached to defendants' filing is an order from the bankruptcy
court regarding enforcement of the automatic stay. In other cases,
the District Court has been provided with an order from the
bankruptcy court titled "Amended Interim Order Enforcing the
Automatic Stay."
In relevant part, the original order states that it is extending
the (i) automatic stay under section 362 of the Bankruptcy Code.
The amended order states: The Lawsuits are stayed in their
entirety, including the plaintiffs' claims against the Non-Debtor
Defendants, on an interim basis pursuant to section 362 of the
Bankruptcy Code. The District Court finds that neither order
requires a stay of proceedings in this case.
A court must consider four factors before granting a preliminary
injunction:
(1) the likelihood of success on the merits,
(2) the danger of irreparable injury,
(3) whether the potential irreparable injury outweighs the harm
to the non-debtors, and
(4) the public interest.
According to the District Court, the order from Wellpath's
bankruptcy proceeding does not cite 11 U.S.C. Sec. 105(a) and does
not set forth the preliminary-injunction factors or contain any
analysis on the subject. The phrase "preliminary injunction" is in
fact nowhere to be found.
No preliminary injunction has been issued, and neither the District
Court nor the bankruptcy court can otherwise "extend" the automatic
stay to non-debtor defendants. In short, Wellpath is not a party to
this case, and its bankruptcy stay has not properly been extended
to non-debtor parties, like Farris and Martino, the District Court
concludes.
A copy of the Court's decision is available at
https://urlcurt.com/u?l=Ew5BgH
About Wellpath Holdings
Wellpath Holdings, Inc. f/k/a CCS-CMGC Holdings, Inc. is a provider
of medical and mental healthcare in jails, prisons, and inpatient
and residential treatment facilities.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. S.D. Tex. Lead Case No. 24-90533) on
November 11, 2024, with $1 billion to $10 billion in assets and
liabilities. Timothy Dragelin, chief restructuring officer and
chief financial officer, signed the petitions.
The Debtor 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 bankers.
WELLPATH HOLDINGS: Court Stays Doss, et al. Case Due to Bankruptcy
------------------------------------------------------------------
Judge Charles R. Breyer of the United States District Court for the
Northern District of California stayed all proceedings in the case
captioned as BARBARA DOSS, et al., Plaintiffs, v. COUNTY OF
ALAMEDA, et al., Defendants, Case No. 19-cv-07940-CRB (N.D. Calif.)
pending resolution of Wellpath's bankruptcy petition.
On November 15, 2024, Defendant Wellpath, Inc. filed a suggestion
of bankruptcy and notice of stay, in which Wellpath indicated that
it had filed for chapter 11 bankruptcy in the Southern District of
Texas. Pursuant to section 362 of the Bankruptcy Code, Judge
Alfredo Perez of the U.S. Bankruptcy Court for the Southern
District of Texas entered an automatic stay of any proceedings
against Wellpath. That stay applies in this case, the Court finds.
Then, on November 26, 2024, Defendant Guadalupe Garcia filed a
suggestion of bankruptcy and notice of stay in which she raised the
same stay order from Judge Perez but asserted that it should
operate as a stay of this case "in its entirety, including the
plaintiffs' claims against the non-Debtor defendants, i.e.,
Defendants other than Wellpath."
Garcia quotes the following language from Judge Perez's order: "The
lawsuits are stayed in their entirety, including the plaintiffs'
claims against the Non-Debtor Defendants, on an interim basis
pursuant to section 362 of the Bankruptcy Code." But Judge Perez's
order makes clear that capitalized terms like "Non-Debtor
Defendants" are defined terms of art that "have the meanings
ascribed to them in" a motion filed in that case." That motion
defines "Non-Debtor Defendants" with yet more defined terms and
more cross-references to other documents, so it is unclear whether
it applies to Garcia.
The Court will not wade through the morass of bankruptcy filings to
determine whether Judge Perez's stay order applies to any
defendants other than Wellpath in this litigation. That is
unnecessary. The Court retains inherent authority "to enter a stay
of an action before it, pending resolution of independent
proceedings which bear upon the case." Many of Plaintiffs' claims
in this case arise from similar facts and similar legal arguments
such that a partial stay would require the parties to relitigate
the same issues once the bankruptcy stay is lifted, the Court
notes. That would be inefficient for everyone involved.
A copy of the Court's decision is available at
https://urlcurt.com/u?l=UpxuVW
About Wellpath Holdings
Wellpath Holdings, Inc. f/k/a CCS-CMGC Holdings, Inc. is a provider
of medical and mental healthcare in jails, prisons, and inpatient
and residential treatment facilities.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. S.D. Tex. Lead Case No. 24-90533) on
November 11, 2024, with $1 billion to $10 billion in assets and
liabilities. Timothy Dragelin, chief restructuring officer and
chief financial officer, signed the petitions.
The Debtor 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 bankers.
WELLPATH HOLDINGS: Fortenberry v. Kelley, et al. Case Can Proceed
-----------------------------------------------------------------
Magistrate Judge Kimberly G. Altman of the United States District
Court for the Eastern District of Michigan ruled that the case
captioned as RICHARD FORTENBERRY, Plaintiff, v. AMY FUCIARELLI and
TAMARA KELLEY, Defendants, Case No. 2:22-cv-12367 (E.D. Mich.),
will not be stayed and will proceed against Fuciarelli and Kelley.
This is a prisoner civil rights case under 42 U.S.C. Sec. 1983.
Plaintiff Richard Fortenberry, proceeding pro se and in forma
pauperis, filed a complaint naming several Michigan Department of
Correction medical providers and employees as defendants. On March
8, 2023, the district judge issued an order of partial summary
dismissal, dismissing all but one defendant, Nurse Practitioner Amy
Fuciarelli. Thereafter, all pretrial matters were referred to Judge
Altman.
Following this, on June 16, 2023, Fortenberry filed an amended
complaint as of right against Fuciarelli, all of the defendants
named in his original complaint, and other MDOC medical providers
and employees. On July 20, 2023, the Judge Altman recommended that
defendants Patricia Lamb, Diane Miller, K. Anderson, Beth Fritz, C.
Jones, Webb, Balwin, and Leslie be dismissed from the amended
complaint under 28 U.S.C. Secs. 1915(e)(2)(B) and 1915A for failure
to state a claim. This recommendation was adopted, leaving
Fuciarelli, Tamara Kelley, P.A., Nurse Jodi Nakata, and Health Unit
Manager Kristin Maxson (Maxson), as named defendants. Nakata and
Maxson were later dismissed on the basis of exhaustion.
On November 18, 2024, the remaining defendants, Fuciarelli and
Kelley, filed a "Notice of Stay", the purpose of which is to inform
the District Court that Wellpath -- the company that employs
Fuciarelli and Kelley -- has filed a voluntary bankruptcy petition
under Chapter 11 in the United States Bankruptcy Court for the
Southern District of Texas.
Attached to defendants' filing is an order from the bankruptcy
court regarding enforcement of the automatic stay. In other cases,
the District Court has been provided with an order from the
bankruptcy court titled "Amended Interim Order Enforcing the
Automatic Stay."
In relevant part, the original order states that it is extending
the (i) automatic stay under section 362 of the Bankruptcy Code.
The amended order states: The Lawsuits are stayed in their
entirety, including the plaintiffs' claims against the Non-Debtor
Defendants, on an interim basis pursuant to section 362 of the
Bankruptcy Code. The District Court finds that neither order
requires a stay of proceedings in this case.
A court must consider four factors before granting a preliminary
injunction:
(1) the likelihood of success on the merits,
(2) the danger of irreparable injury,
(3) whether the potential irreparable injury outweighs the harm
to the non-debtors, and
(4) the public interest.
According to the District Court, the order from Wellpath's
bankruptcy proceeding does not cite 11 U.S.C. Sec. 105(a) and does
not set forth the preliminary-injunction factors or contain any
analysis on the subject. The phrase "preliminary injunction" is in
fact nowhere to be found.
No preliminary injunction has been issued, and neither the District
Court nor the bankruptcy court can otherwise "extend" the automatic
stay to non-debtor defendants. In short, Wellpath is not a party to
this case, and its bankruptcy stay has not properly been extended
to non-debtor parties, like Fuciarelli and Kelley.
A copy of the Court's decision is available at
https://urlcurt.com/u?l=qGk8o9
About Wellpath Holdings
Wellpath Holdings, Inc. f/k/a CCS-CMGC Holdings, Inc. is a provider
of medical and mental healthcare in jails, prisons, and inpatient
and residential treatment facilities.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. S.D. Tex. Lead Case No. 24-90533) on
November 11, 2024, with $1 billion to $10 billion in assets and
liabilities. Timothy Dragelin, chief restructuring officer and
chief financial officer, signed the petitions.
The Debtor 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 bankers.
WELLPATH HOLDINGS: Maldonado Case Proceeds v. Non-Debtor Defendants
-------------------------------------------------------------------
Magistrate Judge Amelia G. Helmick of the United States States
District Court for the Middle District of Georgia allowed
proceedings to proceed against non-Debtor defendants PABLO F.
MALDONADO, Plaintiff, v. Warden SHAWN EMMONS, et al., Defendants,
Case No. 5:23-cv-505-MTT-AGH (M.D. Ga.).
Before the Court is Defendant Nurse Cobb, Doctor Finderson, Doctor
Efobi, and Doctor Fowlers' Suggestion of Bankruptcy and Notice of
Stay. The United States Bankruptcy Court for the Southern District
of Texas issued an order arising out of a Chapter 11 petition filed
by Wellpath Holdings, Inc. The order enforces an automatic stay in
all lawsuits "in which a Debtor is named as one of the defendants
therein." In addition to enforcing the automatic stay of claims
against a Debtor, the Southern District of Texas also stayed claims
against "Non-Debtor Defendants." Cobb, Finderson, Efobi, and Fowler
appear to assert they qualify as Non-Debtors under the order
because of their employment with Wellpath, LLC.
Judge Helmick says while it is clear that if Wellpath, LLC were a
defendant in this action, the Southern District of Texas Bankruptcy
Court's order would clearly stay claims against it. The Court does
not have sufficient information to reach the same conclusion as to
Cobb, Finderson, Efobi, and Fowler or the other defendants in this
case. Cobb, Finderson, Efobi, and Fowler do not point to any
specific provision in the bankruptcy court order or statute that
clearly identifies an employee such as them as Non-Debtors to which
the stay would apply.
A copy of the Court's decision is available at
https://urlcurt.com/u?l=FUlKiy
About Wellpath Holdings
Wellpath Holdings, Inc. f/k/a CCS-CMGC Holdings, Inc. is a provider
of medical and mental healthcare in jails, prisons, and inpatient
and residential treatment facilities.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. S.D. Tex. Lead Case No. 24-90533) on
November 11, 2024, with $1 billion to $10 billion in assets and
liabilities. Timothy Dragelin, chief restructuring officer and
chief financial officer, signed the petitions.
The Debtor 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 bankers.
WELLPATH HOLDINGS: McDuff v. Jones, et al. Case Can Proceed
-----------------------------------------------------------
Magistrate Judge Kimberly G. Altman of the United States District
Court for the Eastern District of Michigan ruled that the case
captioned as RICHARD McDUFF, Plaintiff, v. KRISTEN JONES, MAGAN
OAKS, RICKEY COLEMAN, Defendants, Case No. 4:23-cv-11739 (E.D.
Mich.), will not be stayed and will proceed against all defendants.
This is a prisoner civil rights case. Plaintiff Richard McDuff,
proceeding pro se and in forma pauperis, has sued Michigan
Department of Corrections Registered Dietitian Kristen Jones,
Healthcare Unit Manager Magen Oaks, and Rickey Coleman, D.O. under
42 U.S.C. Sec. 1983 for alleged violations of his constitutional
rights. Under 28 U.S.C. Sec. 636(b)(1), all pretrial matters have
been referred to Judge Altman.
On November 18, 2024, Dr. Coleman filed a "Suggestion of Bankruptcy
and Notice of Stay", the purpose of which is to inform the District
Court that Wellpath -- the company that employs Dr. Coleman -- has
filed a voluntary bankruptcy petition under Chapter 11 in the
United States Bankruptcy Court for the Southern District of Texas.
Attached to Dr. Coleman's filing is an order from the bankruptcy
court regarding enforcement of the automatic stay. In other cases,
the District Court has been provided with an order from the
bankruptcy court titled "Amended Interim Order Enforcing the
Automatic Stay."
In relevant part, the original order states that it is extending
the (i) automatic stay under section 362 of the Bankruptcy Code.
The amended order states: The Lawsuits are stayed in their
entirety, including the plaintiffs' claims against the Non-Debtor
defendants, on an interim basis pursuant to section 362 of the
Bankruptcy Code. The District Court finds that neither order
requires a stay of proceedings in the case.
A court must consider four factors before granting a preliminary
injunction:
(1) the likelihood of success on the merits,
(2) the danger of irreparable injury,
(3) whether the potential irreparable injury outweighs the harm
to the non-debtors, and
(4) the public interest.
According to the District Court, the order from Wellpath's
bankruptcy proceeding does not cite 11 U.S.C. Sec. 105(a) and does
not set forth the preliminary-injunction factors or contain any
analysis on the subject. The phrase "preliminary injunction" is in
fact nowhere to be found.
No preliminary injunction has been issued, and neither the District
Court nor the bankruptcy court can otherwise "extend" the automatic
stay to non-debtor defendants. In short, Wellpath is not a party to
this case, and its bankruptcy stay has not properly been extended
to non-debtor parties, like Dr. Coleman, the District Court
concludes.
A copy of the Court's decision is available at
https://urlcurt.com/u?l=Yqmp3Y
About Wellpath Holdings
Wellpath Holdings, Inc. f/k/a CCS-CMGC Holdings, Inc. is a provider
of medical and mental healthcare in jails, prisons, and inpatient
and residential treatment facilities.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. S.D. Tex. Lead Case No. 24-90533) on
November 11, 2024, with $1 billion to $10 billion in assets and
liabilities. Timothy Dragelin, chief restructuring officer and
chief financial officer, signed the petitions.
The Debtor 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 bankers.
WELLPATH HOLDINGS: McNees v. Coleman, et al. Case Can Proceed
-------------------------------------------------------------
Magistrate Judge Kimberly G. Altman of the United States District
Court for the Eastern District of Michigan declined to stay the
case captioned as DAVID FRANKLIN McNEES, JR., Plaintiff, v. RICKEY
COLEMAN, SUSAN B. McCAULEY, LAURA BROWN, and ALICIA SULLIVAN,
Defendants, Case No. 2:24-cv-10209 (E.D. Mich.),
This is a prisoner civil rights case under 42 U.S.C. Sec. 1983.
Plaintiff David Franklin McNees (McNees), proceeding pro se, has
filed a complaint naming Dr. Rickey Coleman (Coleman); health unit
manager Susan B. McCauley (McCauley); nurse practitioner Laura
Brown (Brown); and nurse practitioner Alicia Sullivan (Sullivan) as
defendants. McNees alleges that defendants were deliberately
indifferent to his knee pain while at Saginaw Regional Facility,
where he is currently incarcerated, in violation of his
constitutional rights. All pretrial matters have been referred to
Judge Altman.
On November 18, 2024, defendants filed a "Notice of Stay", the
purpose of which is to inform the Court that Wellpath -- the
company that employs Coleman, McCauley, and Brown -- has filed a
voluntary bankruptcy petition under Chapter 11 in the United States
Bankruptcy Court for the Southern District of Texas. McNees has
filed an objection to the entry of any stay, noting that Wellpath
is not a defendant in this case.
In relevant part, the original order states that it is extending
the (i) automatic stay under section 362 of the Bankruptcy Code."
The amended order states: The Lawsuits are stayed in their
entirety, including the plaintiffs' claims against the Non-Debtor
Defendants, on an interim basis pursuant to section 362 of the
Bankruptcy Code. The District Court finds that neither order
requires a stay of proceedings in this case.
The order from Wellpath's bankruptcy proceeding does not cite 11
U.S.C. Sec. 105(a) and does not set forth the
preliminary-injunction factors or contain any analysis on the
subject, the District Court notes. The phrase "preliminary
injunction" is in fact nowhere to be found.
No preliminary injunction has been issued, and neither the District
Court nor the bankruptcy court can otherwise "extend" the automatic
stay to non-debtor defendants.
The case will proceed against all defendants: Coleman, McCauley,
and Brown. As Wellpath is not a party to this case, and its
bankruptcy stay has not properly been extended to non-debtor
parties, there is no issuance of a stay, the District Court
concludes.
A copy of the Court's decision dated December 3, 2024, is available
at https://urlcurt.com/u?l=ykrPAG
About Wellpath Holdings
Wellpath Holdings, Inc. f/k/a CCS-CMGC Holdings, Inc. is a provider
of medical and mental healthcare in jails, prisons, and inpatient
and residential treatment facilities.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. S.D. Tex. Lead Case No. 24-90533) on
November 11, 2024, with $1 billion to $10 billion in assets and
liabilities. Timothy Dragelin, chief restructuring officer and
chief financial officer, signed the petitions.
The Debtor 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 bankers.
WELLPATH HOLDINGS: Savoie Case Can Proceed v. Non-Debtor Defendants
-------------------------------------------------------------------
Magistrate Judge Kimberly G. Altman of the United States District
Court for the Eastern District of Michigan ruled that the case
captioned as JOSEPH SAVOIE, Plaintiff, v. SHARON OLIVER, SUSAN
McCAULEY, SHARYL CHAMBERLIN, WINIFRED ANGIR-SISCO, GRAND PRAIRIE
HEALTH SERVICES, WELLPATH, and JOHN DOES 1-5, Defendants, Case No.
4:23-cv-11357 (E.D. Mich.) is administratively stayed as to
Wellpath only. The case will proceed against all of the other
defendants, including Oliver and Grand Prairie Healthcare
Services.
This is a prisoner civil rights case under 42 U.S.C. Sec. 1983.
Plaintiff Joseph Savoie, a prisoner represented by counsel, has
sued defendants for violating his Eighth Amendment rights while he
was incarcerated at the Saginaw Correctional Facility in Saginaw
County, Michigan. Defendants Winifred Angir-Sisco, Sharyl
Chamberlin, and Susan McCauley have been dismissed, leaving Sharon
Oliver, Grand Prairie Health Services, Wellpath, and John Does 1-5
as defendants. All pretrial matters have been referred to Judge
Altman.
On November 15, 2024, Oliver, Grand Prairie Healthcare Services,
and Wellpath (the Wellpath Defendants) filed a "Suggestion of
Bankruptcy and Notice of Stay", the purpose of which is to inform
the District Court that Wellpath has filed a voluntary bankruptcy
petition under Chapter 11 in the United States Bankruptcy Court for
the Southern District of Texas.
Attached to the Wellpath Defendants' filing is an order from the
bankruptcy court titled "Amended Interim Order Enforcing the
Automatic Stay." The amended order states in relevant part: The
Lawsuits are stayed in their entirety, including the plaintiffs'
claims against the Non-Debtor Defendants, on an interim basis
pursuant to section 362 of the Bankruptcy Code. "Lawsuits" are
defined as "any lawsuits filed as of the Petition Date in which a
Debtor is named as one of the defendants therein." The District
Court finds that this order does not require a stay of proceedings
against Oliver or Grand Prairie Healthcare Services.
As to Wellpath, under 11 U.S.C. Sec. 362, all proceedings against
the debtor, i.e., Wellpath, are automatically stayed. Therefore,
the case will be administratively stayed as to Wellpath.
As to the other Wellpath defendants—Oliver and Grand Prairie
Healthcare Services—the district court has jurisdiction
concurrent with the originating bankruptcy court to determine the
applicability of the bankruptcy court's automatic stay.
A court must consider four factors before granting a preliminary
injunction:
(1) the likelihood of success on the merits,
(2) the danger of irreparable injury,
(3) whether the potential irreparable injury outweighs the harm
to the non-debtors, and
(4) the public interest.
According to the District Court, the order from Wellpath's
bankruptcy proceeding does not cite 11 U.S.C. Sec. 105(a) and does
not set forth the preliminary-injunction factors or contain any
analysis on the subject. The phrase "preliminary injunction" is in
fact nowhere to be found.
No preliminary injunction has been issued, and neither the District
Court nor the bankruptcy court can otherwise "extend" the automatic
stay to non-debtor defendants
A copy of the Court's decision is available at
https://urlcurt.com/u?l=CCB8Fk
About Wellpath Holdings
Wellpath Holdings, Inc. f/k/a CCS-CMGC Holdings, Inc. is a provider
of medical and mental healthcare in jails, prisons, and inpatient
and residential treatment facilities.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. S.D. Tex. Lead Case No. 24-90533) on
November 11, 2024, with $1 billion to $10 billion in assets and
liabilities. Timothy Dragelin, chief restructuring officer and
chief financial officer, signed the petitions.
The Debtor 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 bankers.
WESTLAKE SURGICAL: No Decline in Patient Care, 9th PCO Report Says
------------------------------------------------------------------
Dr. Thomas Mackey, the court-appointed patient care ombudsman,
filed with the U.S. Bankruptcy Court for the Western District of
Texas his ninth report regarding the quality and safety of patient
care provided at The Hospital at Westlake Medical Center, a
boutique hospital in Westlake Hills operated by Westlake Surgical,
L.P.
The PCO visited Westlake's facility and spoke with the Chief
Administrative Officer (CAO), Director of Nursing (DON), Director
of Quality Compliance and Risk (DQCR), Director of Pharmacy (DOP),
Director of Laboratory Services (DOL), registered nurses on the
medical floor and operating rooms.
Westlake provided cooperation and was candid with responses to
inquiries by the PCO. Staff were open and forthcoming with
requested information. Staff do not believe the Chapter 11
proceedings have compromised patient quality or safety of care.
Staff do not feel patient care is suffering because of the Chapter
11 process.
The following is a summary of the PCO's visit on November 27:
* The PCO believes quality and safety of patient care
continues to be provided at a superior level than when Chapter 11
was filed. Leadership has created a culture of patient safety and
quality of care.
* The Director of Nursing and Infection Control nurse have
made significant improvement in systems and processes of care to
improve quality and safety of patient care.
* Westlake Surgical recently hired a Director of Education
(DOE) which is a new position. The PCO spoke with the DOE at length
on plans to improve staff training and continuing education. Such
action by Westlake Surgical indicates a strong commitment to safety
and quality of patient care.
* Westlake Surgical appointed a Patient Safety Officer which
is a new position. Such emphasis on patient safety is notable.
* The PCO believes the leadership team (specifically, the DON,
CAO and DQCR) and general staff remain stable allowing processes
and organizational structures to address the safety and quality of
care within the hospital.
* Westlake Surgical continues to employ appropriate
administrative and clinical staff (physicians, nurses, pharmacists,
technicians, etc.) for the number of patients serviced in the
emergency department and hospital.
* Staff verified requests for equipment, repairs, supplies,
personnel (i.e. nurses/therapists), and operational hardware was
sufficient for operations. Staff do not feel patient care is
suffering because of the Chapter 11 process.
* Westlake Surgical has addressed all previously mentioned
quality and safety issues.
A copy of the ombudsman report is available for free at
https://urlcurt.com/u?l=3WUC3N from PacerMonitor.com.
About Westlake Surgical
Westlake Surgical, L.P. operates The Hospital at Westlake Medical
Center, a boutique hospital in Westlake Hills, Texas. Its core
service areas include surgical procedures, outpatient radiology and
a 24/7 emergency room.
Westlake Surgical filed Chapter 11 petition (Bankr. W.D. Texas Case
No. 23-10747) on Sept. 8, 2023, with $10 million to $50 million in
both assets and liabilities. Judge Shad Robinson oversees the
case.
The Debtor tapped Hayward, PLLC as legal counsel and Donlin, Recano
& Company, Inc. as claims agent. eCapital Healthcare Corp., the
debtor-in-possession (DIP) lender, is represented by Foley &
Lardner, LLP.
On Sept. 29, 2023, the U.S. Trustee for Region 7 appointed an
official committee to represent unsecured creditors in the Debtor's
Chapter 11 case. The committee is represented by White & Case,
LLP.
Dr. Thomas Mackey is the patient care ombudsman appointed in the
Debtor's case.
WESTLAKE SURGICAL: Unsecureds Will Get 5% of Claims in Plan
-----------------------------------------------------------
Westlake Surgical, L.P. d/b/a The Hospital at Westlake Medical
Center filed with the U.S. Bankruptcy Court for the Western
District of Texas a Disclosure Statement describing Chapter 11 Plan
dated November 18, 2024.
The Debtor is a Texas limited partnership that operates a full
service hospital with an emergency department, in-patient units,
and outpatient radiology departments. The Debtor has 23 licensed
beds, an average daily census of 3-5 patients, and conducts 8-12
operations each day.
Since filing for bankruptcy protection, the Debtor has continued to
operate its facility and has been focused on streamlining and
improving revenue cycle management, reducing costs where possible,
renegotiating certain agreements with insurers, conducting an
inventory, and improving visibility into collections.
Since the bankruptcy filings, the Debtor has continued to own and
operate its property.
Class 5 consists of all General Unsecured Claims. Except to the
extent that a holder of an Allowed General Unsecured Claim agrees
to less favorable treatment of such Claim, in exchange for full and
final satisfaction, settlement, release, and discharge of, and in
exchange for, such Allowed General Unsecured Claim, each holder of
an Allowed General Unsecured Claim shall receive its Pro Rata share
of the GUC Cash Pool up to the full amount of such Allowed General
Unsecured Claim; provided that the Reorganized Debtor shall not be
required to make Distributions to any holder of an Allowed General
Unsecured Claim if such Distribution is less than $50.00. Class 5
is Impaired. This Class will receive a distribution of 5% of their
allowed claims.
Class 6 consists of all Equity Interests in the Debtor. On the
Effective Date, Equity Interests in the Debtor shall be cancelled,
and no holder of an Equity Interest shall be entitled to any
recovery under the Plan in the holder's capacity as such.
The Plan is low risk to the creditors in comparison to
alternatives. However, there are substantial risks to the ability
of the Debtor to perform on the Plan as proposed.
* First, a substantial portion of the Debtor's revenue, and
therefore projected earnings, derive from its contracts with Blue
Cross Blue Shield ("BCBS"). Any substantial disruption to payments
from BCBS or substantial deviation in expected reimbursement rates
from BCBS could result in a significant decrease in the Debtor's
projected earnings.
* Second, the Debtor uses a lending facility with eCapital
Healthcare Corp. to provide operating capital, which it expects to
continue after emerging from bankruptcy. Availability under that
lending facility is governed by numerous factors, some of which are
in eCapital's reasonable discretion. If eCapital chooses to
substantially restrict availability under the lending facility, the
Debtor will experience substantial capital constraints. If such
issue were to persist, the Debtor's anticipated earnings would
likely be negatively impacted.
* Third, the Debtor is a regulated entity. Any regulated
entity, including the Debtor, has some measure of regulatory risk
including potential notices of violation, adverse actions, changes
in regulations or laws impacting profitability. The Debtor is not
currently aware of any regulatory concerns.
A full-text copy of the Disclosure Statement dated November 18,
2024 is available at https://urlcurt.com/u?l=EJ2CMn from
PacerMonitor.com at no charge.
Counsel for the Debtor:
Charlie Shelton, Esq.
Ruth Van Meter, Esq.
HAYWARD PLLC
7600 Burnet Road, Suite 530
Austin, TX 78757
Tel: (737) 881-7101
E-mail: cshelton@haywardfirm.com
About Westlake Surgical
The Hospital at Westlake Medical Center is a physician-owned
boutique hospital in Westlake Hills, Texas, a suburb of Austin.
Guided by an unwavering commitment to delivering quality healthcare
services in a comfortable setting, its core service areas include
surgical procedures, outpatient radiology, and a 24/7 emergency
room.
Westlake Surgical, LP, doing business as The Hospital at Westlake
Medical Center, sought Chapter 11 protection (Bankr. W.D. Texas
Case No. 23-10747) on Sept. 8, 2023.
The Honorable Shad Robinson is the case judge.
The Debtor tapped Hayward, PLLC as legal counsel and Stout Capital,
LLC as investment banker. Donlin, Recano & Company, Inc. is the
claims agent.
eCapital Healthcare Corp., the DIP lender, is represented by Foley
& Lardner, LLP.
WHITTIER SEAFOOD: Salacia Transaction & Sale Proceeds to Fund Plan
------------------------------------------------------------------
Whittier Seafood, LLC and affiliates filed with the U.S. Bankruptcy
Court for the District of Alaska a Disclosure Statement describing
Joint Plan of Reorganization dated November 18, 2024.
The Debtors consist of six distinct entities, each with a distinct
purpose, that collectively focused on wild-caught seafood fishing,
processing, and distribution.
The Plan provides for full payment of all creditors from the
liquidation of certain assets and the proceeds of a refinance of
the existing secured financing or a sale of additional assets, all
within a relatively short period of time.
The Plan provides for the payment in full to all creditors, except
for the Intercompany Transfers. The Debtors have agreed to
subordinate their claims, including administrative expense claims,
related to any pre or post-petition Intercompany Transfer to all
creditors of any Debtor.
Class 8 consists of all Unsecured Claims against the Whittier
Estate. The Debtors believe that the Class 8 Claims total
approximately $2,022,512.26 as of the Petition Date, without regard
to any defenses, setoffs or counterclaims the Debtors may hold as
to any such Claims. Holders of Class 8 Allowed Claims shall be paid
in full from a combination of (i) the distribution of the Net
Proceeds from the Whittier Sale, and (ii) a Salacia Financial
Transaction as the beneficiaries of the distribution to be made to
Class 5. Class 8 is impaired under the Plan.
Class 9 consists of all Unsecured Claims against the MFI Inc. The
Debtors believe that all Class 9 Claims total approximately
$309,729.77 as of the Petition Date, without regard to any
defenses, setoffs or counterclaims the Debtors may hold as to any
such Claims. The Holders of the Class 9 Allowed Claims shall be
paid in full from a Salacia Financial Transaction. Interest shall
accrue on the unpaid principal balance of each Class 9 Allowed
Claim at the Federal Judgment Rate until the Class 9 Allowed Claim
is paid in full. Class 9 is impaired under the Plan.
Class 10 consists of all Unsecured Claims against the Salacia
Estate. The Debtors believe that all Class 10 Claims total
approximately $4,151,829.66 as of the Petition Date, without regard
to any defenses, setoffs or counterclaims the Debtors may hold as
to any such Claims. The Holders of the Class 10 Allowed Claims
shall be paid in full from a Salacia Financial Transaction.
Interest shall accrue on the unpaid principal balance of each Class
10 Allowed Claim at the Federal Judgment Rate until until the Class
10 Allowed Claim is paid in full. Class 10 is impaired under the
Plan.
Class 11 consists of all Unsecured Claims against the Modys Estate.
The Schedules that Modys previously file reflect that the total of
all Class 11 Claims is less than $2,300, without regard to any
defenses, setoffs or counterclaims the Debtors may hold as to any
such Claims. Modys shall pay the Holders of the Class 11 Allowed
Claims in full from cash on hand not more than thirty days
following the Effective Date. Interest shall accrue on the unpaid
principal balance of each Class 11 Allowed Claim at the Federal
Judgment Rate until Class 11 Allowed Claims are paid in full. Class
11 is impaired under the Plan.
Class 12 consists of all Unsecured Claims against the MFI LLC
Estate. The Schedules that MFI LLC previously file reflect that the
total of all Class 12 Claims is less than $17,000, without regard
to any defenses, setoffs or counterclaims the Debtors may hold as
to any such Claims. The Holders of the Class 12 Allowed Claims
shall be paid in full from a Salacia Financial Transaction.
Interest shall accrue on the unpaid principal balance of each Class
12 Allowed Claim at the Federal Judgment Rate until each Class 12
Allowed Claim is paid in full. Class 12 is impaired under the
Plan.
Class 13 consists of all Unsecured Claims against the Silver Wave.
The Schedules that Silver Wave previously filed reflect no
Unsecured Claims other than its unsecured liability on the Class 1
Claim as a guarantor. The Holder of the Class 1 Claim has a Lien on
the Vessels that Silver Wave owns as its sole Assets and will
receive all Net Proceeds from the disposition of the Vessels in
connection with the Whittier Sale. The Plan therefore provides for
no distribution on account of any Class 13 Claim. Class 13 is
impaired under the Plan. Pursuant to Section 1129(b) of the
Bankruptcy Code, in the event Class 13 does not accept the Plan,
the Debtors requests that the Court confirm the Plan without the
consent of Class 13.
Sources of Funds for Distribution
The Net Proceeds from the Whittier Sale shall be distributed as
follows:
* First, $100,000 shall be deposited in the Fee Claim
Reserve;
* Second, the Holder of the Class 6 Allowed Claim shall be
paid in full;
* Third, the Holder of the Class 1 Allowed Claim shall receive
Net Proceeds in the amount of $1,600,000.00 in full satisfaction of
the Cathay–Whittier Real Property Lien;
* Fourth, the Holder of the Class 1 Allowed Claim shall
receive all Net Proceeds attributed to (i) the value of the
Cathay-Whittier Equipment Collateral, and (ii) if sold in
connection with the Whittier Sale, the value of the Vessels, in
both cases as set forth in the purchase agreement that memorializes
the terms of the Whittier Sale;
* Fifth, all Allowed Claims in Class 8 shall be paid in full;
and
* Sixth, the Holder of the Class 1 Allowed Claim shall receive
all remaining Net Proceeds from the Whittier Sale.
The Net Proceeds from the Salacia Financial Transaction shall be
distributed as follows:
* First, $200,000 shall be deposited in the Fee Claim
Reserve;
* Second, the Holder of the Class 2 Allowed Claim shall be
paid in full;
* Third, the Holder of the Class 3 Allowed Claim shall be paid
in full;
* Fourth, the remaining amount owing to the Holder of the
Class 1 Allowed Claim shall be paid in full;
* Fifth, the Holder of the Class 4 Allowed Claim shall be paid
in full;
* Sixth, the Holder of the Class 5 Allowed Claim shall be paid
in full, unless all Allowed Claims in Class 8 have been previously
paid in full;
* Seventh, the Holders of Allowed Claims in Class 10 shall be
paid in full;
* Eighth, the Holders of Allowed Claims in Class 9 and 12
shall be paid in full, provided that, if there are insufficient
remaining Net Proceeds to pay each such Allowed Claim in full, then
the Holders of Allowed Claims in Class 9 and 12 shall be paid on a
Pro Rata basis to the extent of such remaining Net Proceeds; and
* Ninth, any remaining Net Proceeds shall be distributed to
Class 20.
A full-text copy of the Disclosure Statement dated November 18,
2024 is available at https://urlcurt.com/u?l=5DXT2R from
PacerMonitor.com at no charge.
Attorneys for the Debtors:
James L. Day, Esq.
Thomas A. Buford, Esq.
Lesley Bohleber, Esq.
Bush Kornfeld LLP
601 Union Street, Suite 5000
Seattle, WA 98101-2373
Telephone: (206) 292-2110
Facsimile: (206) 292-2014
Email: jday@bskd.com
tbuford@bskd.com
lbohleber@bskd.com
About Whittier Seafood
Whittier Seafood, LLC, owns and operates a fish processing plant in
Whittier, Alaska.
Whittier Seafood filed a Chapter 11 petition (Bankr. D. Alaska Case
No. 24-00139) on Aug. 19, 2024, with $10 million to $50 million in
both assets and liabilities.
Judge Gary Spraker oversees the case.
Thomas A. Buford, Esq., at Bush Kornfeld, LLP is the Debtor's legal
counsel.
Gregory Garvin, Acting U.S. Trustee for Region 18, appointed an
official committee to represent unsecured creditors in the Debtor's
Chapter 11 case.
WILD CARGO: Claims to be Paid From Disposable Income
----------------------------------------------------
Wild Cargo Pets, Inc., filed with the U.S. Bankruptcy Court for the
Southern District of Florida a Plan of Reorganization dated
November 18, 2024.
The debtor is an Agricultural Supply Store. The debtor's officers
and shareholders are Hillary Dupont and Aaron Joyce.
The Debtor provides a valuable service to the community in the area
of Wildlife and conservation. The also sell feed and agricultural
supplies as well as the sale and care of exotic animals. The debtor
was doing well until the Department of Revenue improperly assessed
sales tax.
This reorganization plan will reduce Wild Cargo's debt to the FPL
claim plus administrative costs. The plan shareholders contend that
they will have the funds to make the limited payments required.
Wild Cargo will have projected disposable income of $2500.00 per
month which over the life of the Plan which will amount to
$180,000.
The Plan of Reorganization proposes to pay FPL its claim. There are
no other non-contested claims. It is anticipated that FPL will
receive 100 cents on the dollar.
The only allowed claim is a non-priority unsecured claim.
There is only one allowed claim in this case. That claim will be
fully paid under the Plan.
Projected financial information shows that the Debtor will have an
estimated net cash flow of $255,484.85 Over the next three years.
The Debtor's assets and income are sufficient to fully pay the
allowed claim and any administrative claims. Without the Department
of Revenue's erroneous claim Wild Cargo is a viable business.
A full-text copy of the Plan of Reorganization dated November 18,
2024 is available at https://urlcurt.com/u?l=145b2t from
PacerMonitor.com at no charge.
Counsel to the Debtor:
John Weinberg, Esq.
Weinberg Law Firm, P.A.
2000 palm Beach Lakes Blvd., Suite 701
West Palm Beach, FL 33409
Telephone: (561) 355-0901
About Wild Cargo Pets
Wild Cargo Pets, Inc., is an agricultural supply store.
The Debtor sought relief under Chapter 11 of the Bankruptcy Code
(Bankr. S.D. Fla. Case No. 24-18380) on Aug. 19, 2024, listing
under $1 million in both assets and liabilities.
Judge Erik P. Kimball oversees the case.
The Debtor tapped John Weinberg, Esq., at Weinberg Law Firm, P.A.,
as counsel.
WILLIAMS INDUSTRIAL: Court Approves Chapter 11 Liquidation Plan
---------------------------------------------------------------
Emlyn Cameron of Law360 Bankruptcy Authority reports that on
December 18, 2024, a Delaware bankruptcy judge announced he would
confirm Williams Industrial Services Group Inc.'s Chapter 11
liquidation plan once the debtor and another company finalize a
reservation of rights concerning a joint venture.
About Williams Industrial
Williams Industrial Services Group (NYSE American: WLMS) --
http://www.wisgrp.com/-- is a provider of infrastructure related
services to blue-chip customers in energy and industrial end
markets, including a broad range of construction maintenance,
modification, and support services.
William Industrial and 13 of its affiliates sought relief under
Chapter 11 of the Bankruptcy Code (Bankr. D. Del. Lead Case No.
23-10961) on July 22, 2023. In the petition filed by its president
and CEO, Tracy D. Pagliara, William Industrial reported total
assets of $114,461,000 and total liabilities of $89,831,000 as of
March 31, 2023.
The Hon. Thomas Horan oversees the cases.
The Debtors tapped Thompson Hine LLP as bankruptcy counsel; and
Chipman Brown Cicero & Cole LLP as local bankruptcy counsel. G2
Capital Advisors LLC is the financial advisor to the Debtors,
Greenville & Co. Inc is the investment banker, while Epiq
Bankruptcy Solutions LLC is the notice and claims agent.
The U.S. Trustee for Regions 3 and 9 appointed an official
committee to represent unsecured creditors in the Debtors' Chapter
11 cases. The committee tapped Lowenstein Sandler, LLP as lead
bankruptcy counsel, Morris James, LLP as Delaware counsel, and
Dundon Advisers, LLC as financial advisor.
WINDTREE THERAPEUTICS: Non-Compliant With Nasdaq Listing Rules
--------------------------------------------------------------
Windtree Therapeutics, Inc. disclosed in a Form 8-K Report filed
with the U.S. Securities and Exchange Commission that on December
2, 2024, it notified The Nasdaq Stock Market LLC that it was not in
compliance with the:
(i) majority independent Board standard under Nasdaq Listing
Rule 5605(b)(1), which requires listed companies to have a majority
of the board of directors be comprised of "Independent Directors"
(as defined in Nasdaq Listing Rule 5605(a)(2))
(ii) audit committee requirement under Nasdaq Listing Rule
5605(c)(2)(A), which requires listed companies to have an audit
committee of at least three members, each of whom must meet
independence and certain other criteria.
As previously disclosed, Jed Latkin was appointed as the Company's
President and Chief Executive Officer, effective on December 1,
2024. Prior to his appointment, Mr. Latkin:
(i) was an "Independent Director"
(ii) served as a member of the Audit Committee of the Board of
Directors of the Company, and following such appointment, (x) the
Board no longer has a majority of "Independent Directors" and (y)
the number of directors serving on the Audit Committee was reduced
to two, rendering the Company noncompliant with Nasdaq Listing
Rules 5605(b)(1) and 5605(c)(2)(A), respectively.
On December 4, 2024, the Company received a notice from the Nasdaq
Listing Qualifications Department indicating that the Company no
longer complies with the:
(i) Majority Independent Board Standard as set forth in Nasdaq
Listing Rule 5605(b)(1) and
(ii) Audit Committee Composition Standard as set forth in
Nasdaq Listing Rule 5605(c)(2)(A).
The Company is in the process of reviewing and evaluating potential
options to regain compliance with these continued listing
requirements noted above in a manner consistent with the cure
periods set out in Nasdaq Listing Rule 5605(b)(1)(A) and Nasdaq
Listing Rule 5605(c)(4) of the Nasdaq rules. These cure periods
provide that the Company will have until the earlier of its next
annual meeting of stockholders or December 1, 2025; provided,
however, that if the Company's next annual meeting of stockholders
is held before May 30, 2025, then the Company must evidence
compliance no later than May 30, 2025. There can be no assurance
that the Company will successfully regain compliance with these
continued listing requirements within the applicable cure periods.
Nasdaq Minimum Bid
Price Requirement Deficiency
Additionally, on December 4, 2024, the Company received a
deficiency letter from the Staff notifying the Company that, for
the last 30 consecutive business days, the closing bid price for
the Company's common stock, par value $0.001 per share, has been
below the minimum $1.00 per share required for continued listing on
The Nasdaq Capital Market pursuant to Nasdaq Listing Rule
5550(a)(2).
Normally, a company would be afforded a 180-calendar day period to
demonstrate compliance with the Minimum Bid Price Requirement.
However, pursuant to Listing Rule 5810(c)(3)(A)(iv), the Company is
not eligible for any compliance period specified in Rule
5810(c)(3)(A) because the Company effected two reverse stock splits
over the prior two-year period with a cumulative ratio of more than
250 shares to one.
Accordingly, unless the Company timely requests a hearing before a
Hearings Panel, the Company's securities would be subject to
suspension/delisting. The Company intends to timely request a
hearing before the Panel. The hearing request will automatically
stay any suspension or delisting action pending the hearing and the
expiration of any additional extension period granted by the Panel
following the hearing. There can be no assurance that the Panel
will grant the Company an additional extension period or that the
Company will ultimately regain compliance with all applicable
requirements for continued listing on The Nasdaq Capital Market.
Neither the Audit Committee & Board Independence Notice nor the Bid
Price Deficiency Letter have an immediate effect on the listing of
the Common Stock, and the Common Stock will continue to trade on
The Nasdaq Capital Market under the symbol "WINT" at this time.
About Windtree Therapeutics
Headquartered in Warrington, Pennsylvania, Windtree Therapeutics,
Inc. -- windtreetx.com -- is a biotechnology company focused on
advancing early and late-stage innovative therapies for critical
conditions and diseases. Windtree's portfolio of product candidates
includes istaroxime, a Phase 2 candidate with SERCA2a activating
properties for acute heart failure and associated cardiogenic
shock, preclinical SERCA2a activators for heart failure, and
preclinical precision aPKCi inhibitors that are being developed for
potential use in rare and broad oncology applications. Windtree
also has a licensing business model with partnership out-licenses
currently in place.
Philadelphia, Pennsylvania-based EisnerAmper LLP, the company's
auditor since 2022, issued a "going concern" qualification in its
report dated April 16, 2024, citing that the company has suffered
recurring losses from operations and expects to incur losses for
the foreseeable future, which raises substantial doubt about its
ability to continue as a going concern.
As of Sept. 30, 2024, Windtree Therapeutics had $30.45 million in
total assets, $23.90 million in total liabilities, $2.14 million in
total mezzanine equity, and $4.41 million in total stockholders'
equity.
WISA TECHNOLOGIES: Incurs $5.09 Million Net Loss in Third Quarter
-----------------------------------------------------------------
Wisa Technologies, Inc. filed with the Securities and Exchange
Commission its Quarterly Report on Form 10-Q reporting a net loss
of $5.09 million on $1.17 million of net revenue for the three
months ended Sept. 30, 2024, compared to a net loss of $6.11
million on $769,000 of net revenue for the three months ended Sept.
30, 2023.
For the nine months ended Sept. 30, 2024, the Company reported a
net loss of $45.05 million on $1.77 million of net revenue compared
to a net loss of $12.36 million on $1.66 million of net revenue for
the nine months ended Sept. 30, 2023.
As of Sept. 30, 2024, the Company had $8.02 million in total
assets, $3.72 million in total liabilities, and $4.30 million in
total stockholders' equity.
Wisa Technologies stated, "Based on current operating levels, the
Company will need to raise additional funds in the next 12 months
by selling additional equity or incurring debt. To date, the
Company has funded its operations primarily through sales of its
securities in public and private markets, proceeds from the
exercise of warrants to purchase common stock and the sale of
convertible notes. Additionally, future capital requirements will
depend on many factors, including the rate of revenue growth, the
selling price of the Company's products, the expansion of sales and
marketing activities, the timing and extent of spending on research
and development efforts and the continuing market acceptance of the
Company's products. These factors raise substantial doubt about
the Company's ability to continue as a going concern for the twelve
months from the date of this Report."
A full-text copy of the Form 10-Q is available for free at:
https://www.sec.gov/ix?doc=/Archives/edgar/data/1682149/000141057824001990/wisa-20240930x10q.htm
About WiSA Technologies
WiSA Technologies Inc. -- www.wisatechnologies.com -- is a provider
of immersive, wireless sound technology for intelligent devices and
next-generation home entertainment systems. Working with leading
CE brands and manufacturers such as Harman International, a
division of Samsung; LG; Hisense; TCL; Bang & Olufsen; Platin
Audio; and others, the company delivers immersive wireless sound
experiences for high-definition content, including movies and
video, music, sports, gaming/esports, and more. WiSA Technologies,
Inc. is a founding member of WiSA (the Wireless Speaker and Audio
Association) whose mission is to define wireless audio
interoperability standards as well as work with leading consumer
electronics companies, technology providers, retailers, and
ecosystem partners to evangelize and market spatial audio
technologies driven by WiSA Technologies, Inc. The company is
headquartered in Beaverton, OR with sales teams in Taiwan, China,
Japan, Korea, and California.
San Jose, California-based BPM LLP, the Company's auditor since
2016, issued a "going concern" qualification in its report dated
April 1, 2024, citing that the Company's recurring losses from
operations, net capital deficiency, available cash and cash used in
operations raise substantial doubt about its ability to continue as
a going concern.
WOM SA: US Trustee Slams $62.5-Mil. Breakup Fee as Unnecessary
--------------------------------------------------------------
Alex Wittenberg of Law360 Bankruptcy Authority reports that the
U.S. Trustee's Office has requested that a Delaware bankruptcy
judge reject WOM SA's proposal to pay a $62.5 million fee to a
noteholder group if its planned rights offering for exit financing
falls through, contending that the debtor has not shown the fee to
be essential.
About WOM SA
WOM is a Chilean telecommunications provider, focused on offering
mobile voice, data, and broadband services, along with a rapidly
expanding "Fiber to the Home" broadband offering, to consumers and
businesses in Chile. Since the acquisition of Nextel Chile in 2015
through Novator Partners LLP's investment vehicle NC Telecom AS,
WOM has expanded from having virtually no market share to
establishing itself as the second-largest mobile network operator
in Chile.
WOM sought relief under Chapter 11 of the Bankruptcy Code (Bankr.
D. Del. Lead Case No. 24-10628) on April 1, 2024. In the petition
filed by Timothy O'Connoer, as independent director, the Debtor
estimated assets and liabilities between $1 billion and $10 billion
each.
The Honorable Bankruptcy Judge Karen B. Owens oversees the case.
The Debtors tapped White & Case, LLP as general bankruptcy counsel;
Richards, Layton & Finger, P.A. as local bankruptcy counsel;
Riveron Consulting, LLC, as financial advisor; and Rothschild & Co
US Inc. as investment banker. Kroll Restructuring Administration,
LLC, is the claims agent.
WORKSPORT LTD: Allocates $5M for Cryptocurrency Investments
-----------------------------------------------------------
Worksport Ltd. announced on December 5, 2024, a significant
advancement in its corporate treasury strategy by taking initial
steps to adopt the cryptocurrencies BTC (Bitcoin) and XRP (Ripple).
Under the initial resolution of this strategy, the Worksport Board
of Directors has approved the purchase of up to $5 million in
Bitcoin and XRP, limited to a maximum of 10% of excess operational
cash. This strategic move is intended to enhance transaction
efficiency and underscores the Company's long-term belief in
cryptocurrency as a store of value and a hedge against inflation,
aligning with the growing global acceptance and institutional
adoption.
Worksport's top line revenues continue to significantly expand.
Worksport will update investors on holiday sales trends in the
coming days. The Company is also preparing to release its
innovative portable power system and solar truck cover, propelling
it toward the future of mobile energy.
Key Components of Worksport's BTC (Bitcoin) / XRP (Ripple)
Strategy:
1. Allocation of Excess Operational Cash: The Company will
commit up to 10% of any excess cash from operations to purchase BTC
(Bitcoin) and XRP (Ripple).
2. Crypto-Enabled Ecommerce: Worksport will accept
cryptocurrency payments on its e-ecommerce platform,
www.worksport.com, enhancing customer convenience and expanding its
payment options. Cryptocurrency transactions are expected to cost
the Company up to 37% less in transaction processing fees.
3. Interest Earnings Conversion: Worksport may convert
interest earnings from cash held in money market accounts into
Bitcoin and XRP.
4. Future Capital Raises: A designated percentage of funds
raised in future capital initiatives may be allocated to long-term
holdings of Bitcoin and XRP, reinforcing the Company's commitment
to these digital assets.
"Our upcoming adoption of Bitcoin (BTC) and XRP (Ripple) reflects
our commitment to staying ahead of market trends while prioritizing
operational efficiency and shareholder value. As we expand our
product offerings and global reach, cryptocurrency has the
potential to be a strong strategic complement" said Steven Rossi,
Chief Executive Officer of Worksport Ltd. The total allocation for
cryptocurrency investments will be up to a maximum of $5 million,
which may be adjusted through future board resolutions. Worksport
will strategically size its holdings based on prevailing market
conditions to optimize asset performance.
Strategic Vision for 2025 and Beyond
Worksport's cryptocurrency initiatives are part of a broader
strategy to innovate across all facets of its business. From
American production of high-quality, highly demanded automotive
accessories to developing clean energy products like the SOLIS
solar tonneau cover and COR portable energy system, and leveraging
blockchain technology, Worksport is creating a diversified
ecosystem designed for exponential growth.
Benefits of Accepting Crypto Payments
* Cost Efficiency Through Bitcoin and XRP Integration
By strategically allocating resources to Bitcoin and XRP and
embracing cryptocurrency payments, Worksport positions itself at
the forefront of financial innovation. Crypto transactions are
anticipated to cost up to 37% less, enhancing operational
efficiency, aligning with global trends toward digital asset
adoption and delivering increased value to shareholders and
customers alike.
* Capitalizing on Pro-Crypto Momentum
The global shift toward pro-cryptocurrency policies and the
increasing likelihood of Bitcoin exchange traded fund approvals
have heightened the appeal of digital assets. These developments
bolster Bitcoin's reputation as an inflation-resistant store of
value, making it an attractive asset for corporate treasuries.
Bitcoin, often dubbed "digital gold," has evolved into a globally
recognized store of value, offering unparalleled transparency,
liquidity, and decentralization. XRP, with its fast and low-cost
cross-border transaction capabilities, complements Bitcoin in
reshaping the financial ecosystem
CEO Commentary
Rossi adds: "As Bitcoin and XRP continue to gain investor attention
and acceptance as major asset classes, we believe they may serve as
strong treasury reserve assets. Their inflation-resistant
characteristics make them increasingly reliable stores of value. By
strategically allocating a portion of our treasury to these digital
assets and accepting crypto payments, we're enhancing our financial
strategy and aligning ourselves with the future of global finance.
With our core business growing rapidly and new products launching
soon, diversifying our treasury complements our strong projected
growth. We believe this move will strengthen our balance sheet and
provide long-term value to our shareholders."
About Worksport Ltd.
West Seneca, N.Y.-based Worksport Ltd., through its subsidiaries,
designs, develops, manufactures, and owns intellectual property on
a portfolio of tonneau cover, solar integration, portable power
station, and NP (Non-Parasitic), Hydrogen-based green energy
products and solutions for the automotive aftermarket accessories,
power storage, residential heating, and electric vehicle-charging
industries.
Going Concern
The Company cautioned in its Form 10-Q Report for the quarter ended
March 31, 2024, that there is substantial doubt about its ability
to continue as a going concern. As of March 31, 2024, the Company
had $3,536,980 in cash and cash equivalents. The Company has
generated only limited revenues and has relied primarily upon
capital generated from public and private offerings of its
securities. Since the Company's acquisition of Worksport in fiscal
year 2014, it has never generated a profit.
As of September 30, 2024, Worksport had $24,939,158 in total
assets, $8,576,083 in total liabilities, and $16,363,075 in total
shareholders' equity.
XTI AEROSPACE: Grants 21.35M Shares to Former CEO Nadir Ali
-----------------------------------------------------------
XTI Aerospace, Inc. disclosed in a Form 8-K Report filed with the
U.S. Securities and Exchange Commission that the Company entered
into a Restricted Stock Award Agreement with Nadir Ali, a
consultant to the Company and the Company's former Chief Executive
Officer and a former director of the Company.
Pursuant to the Restricted Stock Award Agreement, the Company
issued an aggregate of 21,345,967 fully vested shares of common
stock to Mr. Ali at a price per share of $0.0476, under the
Company's 2018 Employee Stock Incentive Plan, as amended, which
Shares were registered pursuant to a registration statement on Form
S-8. The Shares were issued to Mr. Ali in satisfaction of the
remaining balance of the five monthly payments of $375,000 each
from July 12, 2024 to November 12, 2024 (in the aggregate amount of
$1,875,000) owed to Mr. Ali under that certain Consulting
Agreement, dated March 12, 2024, by and between the Company and Mr.
Ali.
About XTI Aerospace
XTI Aerospace, Inc. -- https://xtiaerospace.com/ -- is the parent
company of XTI Aircraft Company headquartered near Denver,
Colorado. XTI Aerospace is developing the TriFan 600, a vertical
lift crossover airplane (VLCA) that combines the vertical takeoff
and landing (VTOL) capabilities of a helicopter with the speed and
range of a fixed-wing business aircraft. The TriFan 600 is designed
to reach speeds of 345 mph and a range of 700 miles.
New York-based Marcum LLP, the Company's auditor since 2012, issued
a "going concern" qualification in its report dated April 16, 2024,
citing that the Company has a significant working capital
deficiency, has incurred significant losses, and needs to raise
additional funds to meet its obligations and sustain its
operations. These conditions raise substantial doubt about the
Company's ability to continue as a going concern.
XTI Aerospace reported a net loss of $47.10 million for the year
ended Dec. 31, 2023, compared to a net loss of $66.30 million for
the year ended Dec. 31, 2022. As of June 30, 2024, the Company had
$34.04 million in total assets, $23.47 million in total
liabilities, and $10.57 million in total stockholders' equity.
XTI AEROSPACE: Issues 20MM Common Shares to Cancel Preferred Stock
------------------------------------------------------------------
XTI Aerospace, Inc. disclosed in a Form 8-K Report filed with the
U.S. Securities and Exchange Commission that it issued an aggregate
of 19,961,587 shares of common stock to a holder of shares of the
Company's Series 9 Preferred Stock, at an effective price per share
between $0.0445 and $0.0449, in exchange for the return and
cancellation of an aggregate of 850 shares of Series 9 Preferred
Stock with an aggregate stated value of $892,500, pursuant to the
terms and conditions of exchange agreements dated December 2 and
December 4, 2024. The Preferred Exchange Shares were issued in
reliance on the exemption from registration provided by Section
3(a)(9) of the Securities Act of 1933, as amended, on the basis
that:
(a) the Preferred Exchange Shares were issued in exchange for
other outstanding securities of the Company;
(b) there was no additional consideration delivered by the
holder in connection with the exchange; and
(c) there were no commissions or other remuneration paid by
the Company in connection with the exchange.
About XTI Aerospace
XTI Aerospace, Inc. -- https://xtiaerospace.com/ -- is the parent
company of XTI Aircraft Company headquartered near Denver,
Colorado. XTI Aerospace is developing the TriFan 600, a vertical
lift crossover airplane (VLCA) that combines the vertical takeoff
and landing (VTOL) capabilities of a helicopter with the speed and
range of a fixed-wing business aircraft. The TriFan 600 is designed
to reach speeds of 345 mph and a range of 700 miles.
New York-based Marcum LLP, the Company's auditor since 2012, issued
a "going concern" qualification in its report dated April 16, 2024,
citing that the Company has a significant working capital
deficiency, has incurred significant losses, and needs to raise
additional funds to meet its obligations and sustain its
operations. These conditions raise substantial doubt about the
Company's ability to continue as a going concern.
XTI Aerospace reported a net loss of $47.10 million for the year
ended Dec. 31, 2023, compared to a net loss of $66.30 million for
the year ended Dec. 31, 2022. As of June 30, 2024, the Company had
$34.04 million in total assets, $23.47 million in total
liabilities, and $10.57 million in total stockholders' equity.
YELLOW CORP: Can Sell More Properties to Estes Express for $142.5MM
-------------------------------------------------------------------
Jonathan Randles of Bloomberg News reports that Yellow Corp., the
bankrupt cargo carrier, has secured court approval to sell
additional properties to Estes Express Lines for $142.5 million.
On December 18, 2024, Judge Craig T. Goldblatt approved the sale,
including seven properties owned by Yellow and four leased
locations across California, Miami, Ohio, and other states, as
detailed in court documents.
Last 2023, Estes was among several buyers who purchased most of
Yellow's trucking terminals for about $1.9 billion. After filing
for bankruptcy in August, Yellow shut down operations and began
liquidating its fleet and valuable real estate portfolio to settle
debts, according to Bloomberg News.
About Yellow Corporation
Yellow Corporation -- http://www.myyellow.com/-- operates
logistics and less-than-truckload (LTL) networks in North America,
providing customers with regional, national, and international
shipping services throughout. Yellow's principal office is in
Nashville, Tenn., and is the holding company for a portfolio of LTL
brands including Holland, New Penn, Reddaway, and YRC Freight, as
well as the logistics company Yellow Logistics.
Yellow Corporation and 23 affiliates concurrently filed voluntary
petitions for relief under Chapter 11 of the Bankruptcy Code
(Bankr. D. Del. Lead Case No. 23-11069) on August 6, 2023, before
the Hon. Craig T. Goldblatt. As of March 31, 2023, Yellow
Corporation had $2,152,200,000 in total assets against
$2,588,800,000 in total liabilities. The petitions were signed by
Matthew A. Doheny as chief restructuring officer.
The Debtors tapped Kirkland & Ellis, LLP as restructuring counsel;
Pachulski Stang Ziehl & Jones, LLP as Delaware local counsel;
Kasowitz, Benson and Torres, LLP as special litigation counsel;
Goodmans, LLP as special Canadian counsel; Ducera Partners, LLC, as
investment banker; and Alvarez and Marsal as financial advisor.
Epiq Bankruptcy Solutions is the claims and noticing agent.
Milbank LLP serves as counsel to certain investment funds and
accounts managed by affiliates of Apollo Capital Management, L.P.
while White & Case, LLP and Arnold & Porter Kaye Scholer, LLP serve
as counsels to Beal Bank USA and the U.S. Department of the
Treasury, respectively.
On Aug. 16, 2023, the U.S. Trustee for Region 3 appointed an
official committee of unsecured creditors in the Chapter 11 cases.
The committee tapped Akin Gump Strauss Hauer & Feld, LLP and
Benesch, Friedlander, Coplan & Aronoff, LLP as counsels; Miller
Buckfire as investment banker; and Huron Consulting Services, LLC,
as financial advisor.
ZAYO GROUP: Ends Lender Talks Without Reaching Loan Extension Deal
------------------------------------------------------------------
Reshmi Basu of Bloomberg News reports that fiber-network company
Zayo Group has culminated confidential discussions with some of its
first-lien lenders regarding a potential amendment and extension of
term loans, according to sources familiar with the matter.
According to Bloomberg, certain creditors had signed non-disclosure
agreements with Zayo, but the two parties were unable to reach an
agreement on terms, the sources, who spoke on condition of
anonymity, said.
Details of the failed proposal were not shared with the wider group
of investors, though on December 17, 2024, Zayo revealed the
framework for two possible ABS transactions to that group, other
sources added.
About Zayo Holdings Inc.
Zayo Group is a privately held company headquartered in Boulder,
Colorado, with European headquarters in London, England. The
company provides communications infrastructure services.
The Troubled Company Reporter reported on May 21, 2024, that S&P
Global Ratings affirmed all its ratings on U.S.-based fiber
infrastructure provider Zayo Group Holdings Inc. (Zayo), including
the 'B-' issuer-credit rating.
[*] Glenn Agre Promotes Agustina Berro to Partner
-------------------------------------------------
Glenn Agre Bergman & Fuentes LLP announced that Agustina Berro has
been promoted to partner, effective January 1, 2025.
"As one of Glenn Agre's first lateral associates, it has been a
privilege to witness Agustina’s remarkable growth into both a
vital member of our team and an exceptionally skilled bankruptcy
lawyer," said Andrew Glenn, Managing Partner of Glenn Agre. "I am
now honored to welcome Agustina as our partner and look forward to
supporting her as she embarks on the next exciting chapter of her
career."
Ms. Agustina's practice focuses on bankruptcy and restructuring,
representing both debtors and creditors in large, complex Chapter
11 cases, out of court restructurings, and bankruptcy litigation
disputes. She also has extensive experience counseling clients in a
wide range of transactions involving indentures and other debt
instruments.
Most recently, Ms. Agustina was a member of the Glenn Agre team
serving as the lead counsel representing global investment
management firm Invesco in the Chapter 11 case of Robertshaw, an
appliance-parts producer. During the trial, which was closely
watched by the industry, Ms. Agustina was part of a team that took
the testimony of 14 witnesses. Following the 6-day trial, the
Bankruptcy Court held that Robertshaw breached the debt agreement
and awarded Invesco more than $50 million in money damages and
attorneys’ fees.
Among other matters, Ms. Agustina played a key role in the
representation of Transformative Healthcare in an article 9
foreclosure; an ad hoc group of non-RSA secured lenders in the
Chapter 11 cases of Cineworld Group PLC; an ad hoc committee of
bondholders in the Chapter 11 cases of Bed Bath & Beyond Inc.; and
Obra Capital, Inc. in an article 9 foreclosure and related
litigation against 777 Partners LLC and certain of its affiliates
to collect the resulting deficiency.
She received her J.D. from New York University School of Law where
she was a Richard G. Ketchum and Dean's Award Scholar, and her B.A.
from Yale University.
[*] Small Businesses Face Bankruptcy Risk Due to Canada Post Delays
-------------------------------------------------------------------
With Christmas just days away and Canada Post's delivery system in
shambles, thousands of small businesses face devastating losses
that could force many to close their doors permanently. Trexity, a
leading last-mile local delivery solution provider, is mobilizing
an unprecedented response to save the holiday season for local
entrepreneurs.
"The end of the strike means nothing when Canada Post's system is
completely broken. If you put something in the mail tomorrow
thinking it's going to get delivered, you might as well just light
that package on fire," states Alok Ahuja, CEO and co-founder of
Trexity. "Small businesses are watching their life's work crumble
because of a failed national delivery system, and we refuse to
stand by and watch it happen."
While Canada Post struggles with a crippling backlog, local
businesses face the prospect of losing their most crucial sales
period of the year. Many entrepreneurs, who invested their life
savings into holiday inventory, now face the very real threat of
bankruptcy due to delivery failures.
"The fight for small business survival isn't over just because the
strike ended. These are real people, real families, who bet
everything on themselves, and now they're being failed by a system
that was supposed to support them," says Ahuja. "We're betting on
you when others have abandoned you. Our entire business exists
because we believe in small business success, and we're proving it
by guaranteeing deliveries through Christmas Eve."
Trexity has ramped up its delivery capacity and is offering:
-- Guaranteed same-day delivery services through December 24th
-- Real-time tracking and delivery confirmation
-- Priority support for struggling small businesses
-- A reliable alternative to Canada Post's broken system
Small business owners can begin delivering immediately by signing
up at www.trexity.com.
About Trexity
Founded in 2019 by former Shopify exec Alok Ahuja, LaunchFort
co-founders Mathieu Bouchard and Darren Schnare, and former Lyft
executive Rob Woodbridge, Trexity is a local delivery technology
platform for online and bricks & mortar businesses. The Trexity
platform enables businesses of all sizes to deliver physical
products in near real-time to their customers by harnessing the
collective of an independent courier community. The Trexity
delivery platform supports single delivery and multi-stop
requirements allowing customers to scale their businesses faster,
while keeping costs down with no extra fees or subscription
requirements. They currently operate in Ottawa, GTA, Hamilton,
Oshawa, Kitchener, Waterloo, Cambridge, Vancouver, Winnipeg and
Calgary.
*********
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 ***