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         T R O U B L E D   C O M P A N Y   R E P O R T E R

              Monday, December 23, 2024, Vol. 28, No. 357

                            Headlines

124 PENN RESIDENCE: Amends Unsecureds & Fairview Secured Claims
13 ADAMS: Seeks Bankruptcy Protection in New York
1847 HOLDINGS: Tracy Harris Steps Down from Board
1945 OHIO: Files Chapter 11 Bankruptcy
2. APPLE CENTRAL: Seeks Continued Cash Collateral Access

22ND CENTURY: Appeals Nasdaq Delisting After Reverse Split
ACCEL MOTORS: Seeks Chapter 11 Bankruptcy Protection in New York
ACROSS INC: Fine-Tunes Plan Documents
AGEAGLE AERIAL: 3 Proposals Approved at Special Meeting
AGEAGLE AERIAL: Thomas John Corley Holds 11.8% Equity Stake

AIR INDUSTRIES: Secures $33MM CH-53K King Stallion Contract
AKOUSTIS TECHNOLOGIES: Adjourns Annual Meeting Until Jan. 9
AKOUSTIS TECHNOLOGIES: Faces Delisting Over Chapter 11
AKOUSTIS TECHNOLOGIES: Pursues $10MM Asset Sale to Gordon Brothers
ALABAMA RENTALS: Lender Seeks to Prohibit Cash Collateral Access

ALL STAR TRANSPORTATION: Seeks Cash Collateral Access
ALLIED CORP: Posts $3.98 Million Net Loss in FY Ended Aug. 31
ALTICE USA: Colleen Schmidt to Resign as EVP-HR
ALTICE USA: Grants $5MM Performance Award to CEO
AMERICAN VEIN: Case Summary & 20 Largest Unsecured Creditors

AMTECH SYSTEMS: Reports $8.4MM Net Loss for Year Ended Sept. 30
ANALABS INC: Hires Hess Stewart & Campbell as Accountant
ANGIE'S TRANSPORTATION: Hits Chapter 11 Bankruptcy in Missouri
APPLIED DNA: Incurs $7.09 Million Net Loss in FY Ended Sept. 30
APPTECH PAYMENTS: Raises $5MM in Sale of Common Stock

ARENA GROUP: Elects 6 New Directors, Reappoints KPMG as Auditor
ASCENT SOLAR: Incurs $1.69 Million Net Loss in Third Quarter
ASHFORD HOSPITALITY: Launches Initiative to Boost EBITDA
ASPIRA WOMEN'S: Appoints Dr. Sandra Milligan as Interim CEO
ATI PHYSICAL: Amends Note Purchase, Credit Deals w/ Wilco, Lenders

ATLAS CC HOLDING: S&P Lowers Term Loan C Rating to 'B'
AVINGER INC: Execs Sign Waiver of Certain Benefits
AVINGER INC: Posts $4.06 Million Net Loss in Third Quarter
B. RILEY: Term Loan Maturity Date Extended to Feb. 3, 2026
BBQ 4 LIFE: Hires Zenith Tax & Accounting LLC as Accountant

BEECH INTERNATIONAL: Gets Interim OK to Use Cash Collateral
BETTER CHOICE: Shareholders Vote to Elect 5 Directors
BEYOND AIR: Appoints WithumSmith+Brown as New Auditors
BF 121: Seeks Bankruptcy Protection in Texas
BIG LOTS: Company Announces Closure After Nexus Deal Fails

BIOMERICA INC: Registers 1.6MM Shares for 2024 Stock Incentive Plan
BIOMERICA INC: Shareholders Elect 5 Directors
BIT MINING: Discloses More than $50-Mil. in Equity
BLUE LOBSTER: Cash Flow Issues Cue CCAA Proceedings
BLUE STAR: Shareholders Elect 5 Members as Directors

CAPROCK MILLING: Seeks to Sell Equipment in Auction
CAPSTONE GREEN: 2024 Annual Meeting Set for February 12
CAREVIEW COMMUNICATIONS: Credit Maturity Date Extended to March
CARVANA CO: Ernest Garcia, ECG II Hold 26.1% Equity Stake
CELULARITY INC: Shareholders Elect R. Hariri as Director

CEMTREX INC: Registers $50MM in Securities for Offering
CHAMPIONS ONCOLOGY: Reports $728,000 Net Income at Oct. 31
CIMG INC: Names Jinmei Hellstroem to Board, Chair of Compensation
CIMG INC: Secures $10MM from Non-U.S. Investors via Notes, Warrants
CITIUS PHARMACEUTICALS: Regains Nasdaq Bid Price Compliance

CLEAN ENERGY: Issues $93,725 Convertible Note to Diagonal Lending
COASTAL GREEN: Starts Subchapter V Bankruptcy Process
COCO SUSHI: Hires Herrington Tax Services as Tax Preparer
COMMSCOPE HOLDING: Closes $4.15-Bil. Refinancing
COMPLETE HEALTH: Gets Interim OK to Use Cash Collateral

COMTECH TELECOMMUNICATIONS: Amends Insider Indemnification Pacts
COMTECH TELECOMMUNICATIONS: Needham Investment Holds 6.11% Stake
CORUS ENTERTAINMENT: DBRS Confirms B(low) Issuer Rating
CRYSTAL PACKAGING: Selling Assets to Elliott Auto for $1.3-Mil.
CYANOTECH CORP: Replaces Grant Thornton with BPM as New Auditors

DIGITAL ALLY: All Four Proposals Approved at Annual Meeting
DIGITAL MEDIA: Unsecureds Will Get 3.1% to 8.3% of Claims in Plan
DITECH HOLDING: $99,238 Bush Claim Disallowed
DREAM ASSOCIATES: Kicks Off Subchapter V Bankruptcy Process
EDUCATIONAL DEVELOPMENT: 3Q Earnings Call Set for Jan. 13

EL CHILITO MEXICAN: Unsecureds Will Get 49.65% of Claims in Plan
ELECTROCORE INC: Inks Definitive Agreement to Acquire NeuroMetrix
ELIZABETH SUZANN: Gets Interim OK to Use Cash Collateral
ELIZABETH SUZANN: Hires Sherrard Roe Voigt & Harbison as Counsel
ELLIE LANE CAPITAL: Seeks Cash Collateral Access Until June 2025

EMERGENCY HOSPITAL: Moparty Loses Bid to Dismiss Bankruptcy Case
FACILITIES MANAGEMENT: Unsecureds Will Get 4.32% over 3 Years
FAYESON INC: Unsecured Creditors to Split $624K over 3 Years
FCA CONSTRUCTION: Unsecureds Will Get 3.54% to 4.61% in Plan
FINGERMOTION INC: Terminates Sales Agreement with Univest

FRANCHISE GROUP: S&P Assigns 'CCC+' Rating on $750MM DIP Facility
FREEDOM MORTGAGE: Moody's Affirms 'B1' CFR, Outlook Stable
GALAXY NEXT: Jan. 8 Plan Confirmation Hearing Set
GALAXY NEXT: Sets Reorganization Plan Hearing for January 8
GBZ NORTHERN: Appeal of Chapter 11 Case Dismissal Deemed Moot

GEN DIGITAL: Fitch Puts 'BB+' LongTerm IDR on Watch Negative
GLUCOTRACK INC: Inks $8.23 Million Sales Deal With Dawson James
GMB TRANSPORT: Gets Interim OK to Use Cash Collateral Until Jan. 24
GRIT & GRAVEL: Sec. 341(a) Meeting of Creditors on January 15
HARVEST NUTRITION: Hires Hagerman & Colglazier LLC as Counsel

HNO INTERNATIONAL: Promissory Notes Maturity Extended to Dec. 2025
HUB INTERNATIONAL: S&P Alters Outlook to Positive, Affirms 'B' ICR
HYPA LABS: Sells Series C Preferred Stock to CEO
INSPIREMD INC: Craig Shore Retires as Chief Financial Officer
INTERFREIGHT SYSTEMS: Seeks Chapter 11 Bankruptcy Protection

INTRUM AB: US Judge Plans to Issue Chapter 11 Ruling on Dec. 27
INVINCIPLEX LLC: Hancock Whitney Wins Default Judgment in FLC Suit
JACOBS ENTERTAINMENT: Moody's Cuts CFR & Sr. Unsecured Notes to B3
JDC RENTALS: Court Extends Use of Cash Collateral Until Feb. 28
JOP3 DEVELOPMENT: Hires Hayward PLLC as Bankruptcy Counsel

JRL COAL: Seeks Chapter 11 Bankruptcy in Kentucky
JRL ENERGY: Sec. 341(a) Meeting of Creditors on January 30
JRL UNDERGROUND: Seeks Bankruptcy Protection in Kentucky
K&NN TRUCKING: Sec. 341(a) Meeting of Creditors on January 16
KARBONX CORP: Hummingbird STAR Trust Holds 5.2% Equity Stake

KB DEVELOPMENT: Court Prohibits Cash Collateral Access
KBS REAL ESTATE: Approves Estimated Value Per Share of $3.89
KESTRA ADVISOR: Moody's Affirms B3 CFR & Rates New Term Loan B3
KNIGHT HEALTH: S&P Lowers ICR to 'CCC+', Outlook Negative
KNS HOLDCO: S&P Downgrades ICR to 'D' on Distressed Debt Exchange

KOHL'S CORP: S&P Downgrades ICR to 'BB-', Outlook Negative
LAVIE CARE: Court Says Opt-Out Third Party Release Consensual
LIFESTYLE BRANDS: Files Bare-Bones Bankruptcy Protection
LION ELECTRIC: Applies for CCAA Protection, Eyes Sale Process
LION ELECTRIC: NYSE Moves to Delist Following CCAA Action

LION ELECTRIC: Restructures Under CCAA Amid Bankruptcy
LION MANUFACTURING: Seeks Chapter 15 Bankruptcy in Illinois
LODGING ENTERPRISES: Seeks to Sell 3 Hotels for $4.3-Mil.
LONESTAR FIBERGLASS: Case Summary & 20 Top Unsecured Creditors
M DESIGN: Court Stays Interglobo Case Due to Bankruptcy

MARAVAI TOPCO: S&P Affirms 'B' ICR on Debt Paydown, Outlook Stable
MERRILL SERVICES: Gets OK to Use Cash Collateral Until Jan. 7
MIRANDA LOGISTICS: Files Chapter 11 Bankruptcy Protection
MMEX RESOURCES: Reports $471K Net Loss at Oct. 2024
MOHAWK DRIVE: MIM Must Pay Rent Under Lease, Court Rules

MOMENTUM CONSULTING: Hires Boyle Legal LLC as Legal Counsel
MONTEREY CAPITOLA: Commences Subchapter V Bankruptcy Proceeding
MUELLER WATER: S&P Alters Outlook to Positive, Affirms 'BB' ICR
NANO MAGIC: Raymond Gunn Steps Down as Director
NAVEO INC: Gets OK to Use Cash Collateral Until Jan. 18

NETCAPITAL INC: Posts $2.22 Million Net Loss in Fiscal Q2
NEUROONE MEDICAL: Posts $12.32M Net Loss in FY Ended Sept. 30
NEW ERA PROFESSIONAL: Dismissal of Chapter 11 Petition Upheld
NEWFOLD DIGITAL: Fitch Alters Outlook on 'B' LongTerm IDR to Neg.
NEX SJ LLC: Hires Till Law Group as Legal Counsel

NO2SAC TRANSPORTATION: Seeks to Use Cash Collateral
NORTHERN DYNASTY: Appoints Josie Hickel to Board, Committees
NURSES FIRST: Gets Interim OK to Use Cash Collateral Until Jan. 16
OCEAN POWER: Net Loss Narrows to $3.9-Mil. in Q2 2024
ONDAS HOLDINGS: Secures $11.5-Mil. from Convertible Notes Offering

PARTY EMPORIUM: Seeks Cash Collateral Access
PAVMED INC: Holds 52.7% Equity Stake in Lucid Diagnostics
PHVC4 HOMES: To Sell 26-Single Family Lots to JLE for $1.1-Mil.
PHVC4 HOMES: To Sell 31-Single Family Lots to JLE for $1.5-Mil.
POET TECHNOLOGIES: To Complete Offering of 5MM Units for $25-Mil.

PRESBYTERIAN HOMES: Seeks Chapter 11 Bankruptcy Protection
PURDUE PHARMA: Preliminary Injunction Expires Today
PURDUE PHARMA: Wins More Time to Finish Negotiating Sackler Deal
PURE BIOSCIENCE: Incurs $689K Net Loss in First Quarter
QUICK SERVE: Gets OK to Use Cash Collateral Until Jan. 15

RATH RACING: Seeks to Use Cash Collateral Until March 2025
RAYONIER ADVANCED: Moody's Withdraws 'Caa1' CFR on Debt Defeasance
REDLINE METALS: Seeks to Sell Assets in Jan. 23 Auction
REVIVA PHARMACEUTICALS: Shares of Common Stock Increased to 315MM
RIC (LAVERNIA): Unsecureds be Paid in Full via Quarterly Payments

RLI SOLUTIONS: Property Sale to Johnson Property for $2.8M OK'd
ROCKY MOUNTAIN: Files for Creditor Protection Under CCAA
ROTI RESTAURANTS: Consummates Sale of 10 Restos to Broadpeak Group
ROYALE ENERGY: Provides Updates to Black Gold IV, V Projects
SABER AUTOMOTIVE: Hires Totaro & Shanahan as Insolvency Counsel

SC SJ HOLDINGS: Judge to Likely Transfer Chap. 11 Case to Delaware
SCORPIUS HOLDINGS: Incurs $10.55 Million Net Loss in Third Quarter
SEVEN RIVERS: Starts Subchapter V Bankruptcy Proceeding
SHANKARA LLC: Seeks Extension of Cash Collateral Use
SILVERGATE CAPITAL:Thwarts Activist Investor's Bankruptcy Challenge

SINTX TECHNOLOGIES: Increases President's Severance Compensation
SKILLZ INC: Repurchases Shares from WPH, Wildcat for $6.8MM
SKOPIMA CONSILIO: Moody's Affirms 'B3' CFR, Outlook Remains Stable
SKY FITNESS 24/7: Court OKs Interim Use of Cash Collateral
SMOKIN' DUTCHMAN: Unsecureds Will Get 10% of Claims in Plan

SPIRIT AIRLINES: Court OKs Sale of 23 Airbus Jets to GA Telesis
STARWOOD PROPERTY: Fitch Gives BB+(EXP) Rating on $400MM Notes
STARWOOD PROPERTY: Moody's Rates New $400MM Unsecured Notes 'Ba3'
STEWARD HEALTH: Vendors Raise Payment Concerns
STOKES INC: Gets CCAA Stay Order; E&Y Named as Monitor

SURVWEST LLC: Has Deal on Cash Collateral Access
SUSHI GARAGE: Hires Herrington Tax Services as Tax Preparer
SWF HOLDINGS: S&P Cuts ICR to 'SD' on Distressed Debt Restructuring
SYNCHRONOSS TECHNOLOGIES: Extends AT&T Services Pact Thru Dec 2027
TAKEOFF TECHNOLOGIES: Court Approves Chapter 11 Liquidation Plan

TEAM SYSTEMS: Settlement Order in Acosta, et al. Suit Upheld
TG NATURAL: Fitch Affirms 'BB-' LongTerm IDR, Outlook Stable
TJJ TRANSPORT: To Sell 2021 Cottrell to Grand USA for $47K
US NUCLEAR: Board Revokes Michael Pope's Membership
US STEEL: Fitch Keeps 'BB' Long-Term IDR on Watch Positive

VANTAGE SPECIALTY: Moody's Alters Outlook on 'B3' CFR to Negative
VILLAGE GATE: Court Upholds Dismissal of Bankruptcy Case
WELLPATH HOLDINGS: Herbert Case vs Cowens Stayed
WELLPATH HOLDINGS: Warren Urges Execs. to Respect Bankruptcy System
WHATABRANDS LLC: Moody's Affirms B2 CFR & Alters Outlook to Stable

WHITE VIOLET: Court Extends Use of Cash Collateral to Feb. 13
YELLOW CORP: Lack of Notices Jeopardize Mass Layoff Claim Defenses
[*] Five Cohn & Dussi Lawyers Honored by Boston Magazine
[*] Gibson Dunn Elects 35 Lawyers to Partnership
[*] Robin Spigel Joins Willkie's New York Office as Partner

[^] BOND PRICING: For the Week from Dec. 16 to 20, 2024

                            *********

124 PENN RESIDENCE: Amends Unsecureds & Fairview Secured Claims
---------------------------------------------------------------
124 Penn Residence LLC submitted a Corrected First Amended Plan of
Reorganization dated December 9, 2024.

The Debtor owns real estate and associated rights located at 124
Penn Street, Brooklyn, New York.

Class 1 is Fairview Loans VI, LLC, secured by a first mortgage in
the Debtor's Real Property. Class 1 shall be paid its Allowed
secured claim all prepetition interest charges and other charges
including attorneys' fees from the date of Default up through the
Effective Date of the Plan, as determined by the Bankruptcy Court
to be paid on the Effective Date. All principal, approximately
$1,300,000, post-Effective Date interest and other charges and
attorneys' fees paid at 9% interest, per annum, with a 30-year
amortization schedule, commencing on the Effective Date in monthly
payments and thereafter a balloon payment equal to the balance.
Creditor retains its liens until full payment.

Monthly payment deficiencies to be posted and paid Israel
Perlmutter, the Debtor's Principal. Any shortfall shall be paid by
Mr. Perlmutter into the Deposit Account within 30 days after the
analysis. Payments shall be made to Class 1 from the Deposit
Account to cover any deficiency in operations each month in the
amount and manner described. This Class is impaired and may vote on
the Plan.

Class 2 is the Allowed Unsecured Claim of Joseph Goldberger. Mr.
Goldberger has filed a claim in which he alleges his claim to be
$5,444,994.27 pursuant to an agreement which provides for an
arbitration of any disputes in accordance with the rules of Beth
Din (Jewish Law providing for a Binding Arbitration). Mr.
Goldberger's claim is to be paid by going back to the Arbitration
proceeding, Beth Din, and comply with the provisions of the Beth
Din. The Mortgagee may attend the Beth Din proceeding.

The parties to the Beth Din request that the Beth Din fix a
monetary amount that was due to Mr. Goldberger, and such amount
would be paid over ten years, without interest, in annual
installments commencing one (1) year after the Effective Date and
continuing until the eleventh year after the Effective Date, each
installment amount equal to 1/10 of the monetary amount. This Class
will receive a distribution of 100% of their allowed claims. This
Class is impaired.

Class 3 is the equity interest of Mr. Perlmutter. The amount to be
deposited on or prior to the confirmation Date into the Debtor's
attorneys IOLA Escrow Account of (i) all prepetition interest and
charges accrued from default until the Effective Date of the Plan;
(ii) all deficiency amounts consisting of the difference between
all income earned from the two rental apartments of the Real
Property less all operating expenses to be paid by the Debtor for a
period of 36 months from the Effective Date until the conclusion of
the 36-month period at which time a balloon payment is due to the
Debtor, as such deficiency amounts are adjusted each six months to
reflect changes in either the income or expenses; (iii) all unpaid
United States Trustee fees as of the Confirmation date and (iv) all
administrative obligations including, but not limited to, fee
applications of professionals retained by Court Order and any other
required obligations of the Debtor as of the Confirmation Date.

The Debtor shall complete the renovation of the Real Property. The
Debtor shall rent out the two tenant spaces at a projected rental
of approximately $11,000 per month for both and $6,500 for the
larger apartment at the Real Property. The Debtor shall make
payments to the Mortgagee in the monthly amount set forth in this
Plan. The Debtor shall advise Mr. Perlmutter of the deficiency
amounts necessary to cover the current expenses due over the
36-month period covered to pay Class 1. The Debtor shall continue
to operate in its activities and shall continue to own the Real
Property.

A full-text copy of the Corrected First Amended Plan dated December
9, 2024 is available at https://urlcurt.com/u?l=m5H16D from
PacerMonitor.com at no charge.

Counsel for the Debtor:

     Leo Fox, Esq.
     630 Third Avenue - 18th Floor
     New York, NY 10018
     Tel: (212) 867-9595
     Email: leo@leofoxlaw.com

                 About 124 Penn Residence LLC

124 Penn Residence LLC is primarily engaged in renting and leasing
real estate properties.

124 Penn Residence LLC in Brooklyn NY, filed its voluntary petition
for Chapter 11 protection (Bankr. E.D.N.Y. Case No. 24-40559) on
Feb. 6, 2024, listing as much as $1 million to $10 million in both
assets and liabilities.  Israel Perlmutter as sole member-manager,
signed the petition.

Judge Jil Mazer-Marino oversees the case.

LAW OFFICE OF LEO FOX serves as the Debtor's legal counsel.


13 ADAMS: Seeks Bankruptcy Protection in New York
-------------------------------------------------
On December 17, 2024, 13 Adams LLC filed Chapter 11 protection in
the Southern District of New York.  According to court filing, the
Debtor reports $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 16,
2025 at 01:00 PM at Office of UST (TELECONFERENCE ONLY).

           About 13 Adams LLC

13 Adams LLC is a Single Asset Real Estate debtor (as defined in 11
U.S.C. Section 101(51B)).

13 Adams LLC sought relief under   Chapter 11 of the U.S.
Bankruptcy Code (Bankr. S.D.N.Y. Case No. 24-23096) on December 17,
2024. In the petition filed by Nuo Camaj, as manager, the Debtor
reports estimated assets between $1 million and $10 million and
estimated liabilities between $1 million and $10 million.

Honorable Bankruptcy Judge Sean H Lane handles the case.

The Debtor is represented by:

     Anne Penachio, Esq.
     PENACHIO MALARA LLP
     245 Main Street
     Suite 450
     White Plains, NY 10601
     Tel: (914) 946-2889
     E-mail: anne@pmlawllp.com


1847 HOLDINGS: Tracy Harris Steps Down from Board
-------------------------------------------------
1847 Holdings LLC disclosed in a Form 8-K Report filed with the
U.S. Securities and Exchange Commission that on December 16, 2024,
Tracy S. Harris resigned from the Board of Directors. Ms. Harris'
resignation was not due to any disagreement with the Company on any
matter relating to its operations, policies (including accounting
or financial policies) or practices.

                       About 1847 Holdings

Based in New York, NY, 1847 Holdings LLC -- www.1847holdings.com --
is an acquisition holding company focused on acquiring and managing
a group of small businesses, which the Company characterizes as
those with an enterprise value of less than $50 million, in a
variety of different industries headquartered in North America.

Draper, Utah-based Sadler, Gibb & Associates, LLC, the Company's
auditor since 2017, issued a "going concern" qualification in its
report dated April 25, 2024, citing that the Company has suffered
recurring losses and negative cash flows from operations and has a
working capital deficit, which raises substantial doubt about its
ability to continue as a going concern.


1945 OHIO: Files Chapter 11 Bankruptcy
--------------------------------------
On December 17, 2024, 1945 Ohio Street LLC filed Chapter 11
protection in the Northern District of Illinois.  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 1945 Ohio Street LLC

1945 Ohio Street LLC is a Single Asset Real Estate debtor (as
defined in 11 U.S.C. Section 101(51B)).

1945 Ohio Street LLC sought relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. N.D. Ill. Case No. 24-18816) on December
17, 2024. In the petition filed by Ernest Edwards, as managing
member, the Debtor reports estimated assets and liabilities between
$1 million and $10 million each.

Honorable Bankruptcy Judge Janet S. Baer handles the case.

The Debtor is represented by:

     Paul M. Bach, Esq.
     BACH LAW OFFICES
     P.O. Box 1285
     Northbrook, IL 60065
     E-mail: paul@bachoffices.com


2. APPLE CENTRAL: Seeks Continued Cash Collateral Access
---------------------------------------------------------
Apple Central KC, LLC asked the U.S. Bankruptcy Court for the
District of Kansas to extend its use of cash collateral from Dec.
31 to March 31, 2025.

The company needs continued access to cash collateral to fund the
operation of its two remaining Applebee's Restaurant locations
while negotiating for the sale of these properties.

Apple Central KC is in possession of $201,793 in cash collateral.

                      About Apple central KC

Apple Central KC LLC sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. D. Kan. Case No. 24-21427) on October 30,
2024. In the petition signed by Michael Rummel, authorized
signatory, the Debtor disclosed up to $10 million in assets and up
to $50 million in liabilities.

Judge: Dale L Somers oversees the case.

Frank Wendt, Esq., at Brown & Ruprecht, PC represents the Debtor as
legal counsel.


22ND CENTURY: Appeals Nasdaq Delisting After Reverse Split
----------------------------------------------------------
As previously disclosed, on July 16, 2024, 22nd Century Group, Inc.
received a letter from the staff of The Nasdaq Stock Market LLC
providing notification that, for the previous 30 consecutive
business days, the bid price for the Company's common stock had
closed below the minimum $1.00 per share requirement for continued
listing on The Nasdaq Capital Market under Nasdaq Listing Rule
5550(a)(2).

In accordance with Nasdaq Listing Rule 5810(c)(3)(A), the Company
was provided an initial period of 180 calendar days, or until
January 13, 2025, to regain compliance with this requirement.

However, on December 16, 2024, Nasdaq notified the Company that, as
of December 13, 2024, the common stock had a closing bid price of
$0.10 or less for 10 consecutive trading days, the Company
disclosed in a Form 8-K filing with the U.S. Securities and
Exchange Commission.  Accordingly, the Company is subject to the
provisions of Listing Rule 5810(c)(3)(A)(iii). As a result, Nasdaq
has determined to delist the Company's securities from The Nasdaq
Capital Market, notwithstanding the Bid Price Cure Period, which is
rendered unavailable by the Low Priced Stocks Rule.

The Company has the right to appeal Nasdaq's determination by
December 23, 2024, and it intends to appeal such determination
before a panel. The hearing request will stay the suspension of
trading and delisting of the Company's common stock pending the
decision of the Hearings Panel. Consequently, the common stock will
remain listed on Nasdaq at least until the Hearings Panel renders a
decision following the hearing.

No assurances can be provided that the Company will obtain a
favorable decision from the Hearings Panel, and/or that the Company
will be able to regain or maintain compliance with Nasdaq's listing
rules.

                        Reverse Stock Split

On December 16, 2024, the Company filed a Certificate of Change
pursuant to Nevada Revised Statutes Section 78.2055 with the
Secretary of State of the State of Nevada authorizing a 1-for-135
reverse stock split of the Company's issued and outstanding shares
of common stock.

The stockholders of the Company previously approved the Reverse
Stock Split on December 6, 2024 at a ratio between 1-for-2 and
1-for-250, to be determined at the discretion of the Board of
Directors. The Board subsequently approved the Reverse Stock Split
at a ratio of 1-for-135.

                Reason for the Reverse Stock Split

The Reverse Stock Split was effected solely to enable the Company
to expeditiously restore compliance with the continued listing
standards of Nasdaq.

                Effects of the Reverse Stock Split

     * Effective Date; Symbol; CUSIP Number:

The Reverse Stock Split became effective at 12:01 a.m. Eastern Time
on December 17, 2024, and was reflected with Nasdaq and in the
marketplace at the open of business on December 17, 2024 (the
"Effective Date"), whereupon the shares of common stock began
trading on a split-adjusted basis. In connection with the Reverse
Stock Split, the Company's shares of common stock will continue to
trade on Nasdaq under the symbol "XXII" but will trade under a new
CUSIP Number, 90137F400.

     * Split Adjustment; No Fractional Shares.

On the Effective Date, the total number of shares of the Company's
common stock held by each stockholder were converted automatically
into the number of whole shares of common stock equal to (i) the
number of issued and outstanding shares of common stock held by
such stockholder immediately prior to the Reverse Stock Split,
divided by (ii) 135.

No fractional shares will be issued, and no cash or other
consideration will be paid. Instead, the Company will issue one
whole share of the post-Reverse Stock Split common stock to any
stockholder who otherwise would have received a fractional share as
a result of the Reverse Stock Split.

     * Non-Certificated Shares; Certificated Shares.

Stockholders who are holding their shares in electronic form at
brokerage firms do not have to take any action as the effect of the
Reverse Stock Split will automatically be reflected in their
brokerage accounts.

Stockholders holding paper certificates may (but are not required
to) send the certificates to the Company's transfer agent at the
address:

     Continental Stock Transfer & Trust Company
     ONE STATE STREET, 30th Floor
     New York, New York 10004
     Phone: (917) 262-2378

The transfer agent will issue a new share certificate reflecting
the terms of the Reverse Stock Split to each requesting
stockholder.

Please contact Continental Stock Transfer & Trust Company for
further information, related costs and procedures before sending
any certificates.

     * State Filing.

The Reverse Stock Split was effected by the Company filing the
Certificate pursuant to NRS Section 78.390 with the Secretary of
State of the State of Nevada on December 16, 2024. The Certificate
was not effective until the Effective Date.

     * Stockholder Approval.

Under Nevada law, because the Reverse Stock Split did not
proportionately reduce the authorized shares, Stockholder approval
was required in accordance with NRS 78.2055. Under NRS 78.2055, "a
corporation that desires to decrease the number of issued and
outstanding shares of a class or series held by each stockholder of
record at the effective date and time of the change without
correspondingly decreasing the number of authorized shares of the
same class or series may do so if:

     (a) The board of directors adopts a resolution setting forth
the proposal to decrease the number of issued and outstanding
shares of a class or series; and

     (b) The proposal is approved by the vote of stockholders
holding a majority of the voting power of the affected class or
series, or such greater proportion as may be provided in the
articles of incorporation, regardless of limitations or restriction
on the voting power of the affected class or series." As described,
the Reverse Stock Split complies with such requirements.

     * Capitalization.

Prior to the Effective Date of the Certificate, the Company was
authorized to issue 250,000,000 shares of common stock. As a result
of the Reverse Stock Split, the Company will remain authorized to
issue 250,000,000 shares of common stock. As of December 16, 2024
(immediately prior to the Effective Date), there were 74,724,641
shares of common stock outstanding. As a result of the Reverse
Stock Split, there are approximately 553,516 shares of common stock
outstanding (subject to adjustment due to the effect of rounding
fractional shares into whole shares). The Reverse Stock Split will
not have any effect on the stated par value of the common stock.

The Reverse Stock Split does not affect the Company's authorized
preferred stock. After the Reverse Stock Split, the Company's
authorized preferred Stock of 10,000,000 shares remained
unchanged.

Each stockholder's percentage ownership interest in the Company and
proportional voting power remains virtually unchanged as a result
of the Reverse Stock Split, except for minor changes and
adjustments that will result from rounding fractional shares into
whole shares.

All options and warrants of the Company outstanding immediately
prior to the Reverse Stock Split will be appropriately adjusted as
a result of the Reverse Stock Split.

                     About 22nd Century Group

Mocksville, N.C.-based 22nd Century Group, Inc. is a tobacco
products company specializing in the sales and distribution of its
proprietary reduced nicotine tobacco products, which have been
authorized as Modified Risk Tobacco Products by the FDA. The
company also provides contract manufacturing services for
conventional combustible tobacco products for third-party brands.

22nd Century Group disclosed in its Quarterly Report for the three
months ended September 30, 2024 that it has incurred significant
losses and negative cash flows from operations since inception and
expects to incur additional losses until such time that it can
generate significant revenue and profit in its tobacco business.
The Company had negative cash flow from operations of $9,947 and
$50,184 for the nine months ended September 30, 2024 and 2023,
respectively, and an accumulated deficit of $389,315 and $378,707
as of September 30, 2024 and December 31, 2023, respectively. As of
September 30, 2024, the Company had cash and cash equivalents of
$5,341.

Given the Company's projected operating requirements and its
existing cash and cash equivalents, there is substantial doubt
about the Company's ability to continue as a going concern through
one year following the date (November 12, 2024) that the Quarterly
Report was issued.

For the year ended December 31, 2023, the company reported a net
loss of $140.8 million, compared to a net loss of $59.8 million in
2022. As of September 30, 2024, 22nd Century Group had $26.2
million in total assets, $22.7 million in total liabilities, and
$3.5 million in total shareholders' equity.


ACCEL MOTORS: Seeks Chapter 11 Bankruptcy Protection in New York
----------------------------------------------------------------
On December 16, 2024, Accel Motors Inc. filed Chapter 11 protection
in the Eastern District of New York. According to court filing, the
Debtor reports $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 24,
2025 at 2:00 PM, TELEPHONIC MEETING.Phone 1 (877) 953-2748,
Participant Code 3415538#.
      
            About Accel Motors Inc.

Accel Motors Inc. is primarily engaged in renting and leasing real
estate properties.

Accel Motors Inc. sought relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. E.D.N.Y. Case No. 24-45239) on December 16,
2024. In the petition filed by Mehdi Moslem, as president, the
Debtor reports estimated assets and liabilities between $1 million
and $10 million.

The Debtor is represented by:

     Lawrence Morrison, Esq.
     MORRISON TENENBAUM PLLC
     87 Walker Street, Second Floor
     New York, NY 10013
     E-mail: lmorrison@m-t-law.com


ACROSS INC: Fine-Tunes Plan Documents
-------------------------------------
Across, Inc., submitted an Amended Plan of Reorganization dated
December 9, 2024.

This Plan deals with all property of Debtor and provides for
treatment of all Claims against Debtor and its property.

Class 4 consists of general unsecured claims. The Debtor discloses
that its estimated claim if no claim objection filed (not an
admission or waiver) total $1,104,372.84.

"Administrative and General Unsecured Creditors Payment" means the
projected disposable income of the Debtor to be received in the
three-year period beginning on the date that the first payment is
due to the General Unsecured Creditors under this Plan, which will
be applied to make payments under the Plan. The Administrative and
General Unsecured Creditors Payment shall be fixed based upon the
amount set forth on this Plan as attached hereto which shall be 35
payments of $1,000.00 total each followed by a 36th payment of
$20,000.00 total distributed.

"L.A. Perkins Recovery" means any recovery from L.A. Perkins
Parties regarding the Retained Action against the L.A. Perkins
Parties set forth in Section 7.3 of the Plan after payment of costs
and fees, including attorney fees and costs, incurred in obtaining
such recovery. "Exbase Recovery" means any recovery from Exbase
regarding Rule 9011 sanctions or otherwise regarding the attorney
fees portion of the Exbase proof of claim No. 4 and any award of
sanctions or otherwise in favor of Debtor for its efforts to object
to the Exbase Claim or defend against Exbase's Motion for Relief
from the Automatic Stay or otherwise after payment of costs and
fees, including attorney fees and costs, incurred in obtaining such
recovery.

The Debtor shall pay the Administrative and General Unsecured
Creditors Payment and L.A. Perkins Recovery and Exbase Recovery, if
any, in satisfaction of its obligations to (i) administrative
claims and (ii) Class 4 General Unsecured Creditors.

The timing of such payments shall be as follows: Debtor shall pay
(i) the Administrative and General Unsecured Creditors Payment
commencing on the 28th day of the first full month following the
Effective Date and continuing by the 28th day of each subsequent
month (or the next Business Day if the 28th day is not a Business
Day) for a total of 36 months and (ii) the L.A. Perkins Recovery or
Exbase Recovery within 30 days of receipt of the same together with
an accounting of any fees and costs deducted from the same.

Such payments shall be disbursed as follows:

     * First, to any allowed administrative expenses fees until
paid in full. Debtor anticipates and projects the following
administrative expenses: (1) Jones & Walden, LLC, as counsel to the
Debtors, and (2) Tamara Ogier, as Subchapter V Trustee.

     * Upon payment in full of any allowed administrative expense
fees, all remaining payments shall be paid to Class 4 General
Unsecured Creditors pro-rata.

     * For the avoidance of doubt, any priority or secured claims
of the Internal Revenue Service, the Georgia Department of Revenue,
and Class 3, if any, shall be treated as provided in their
respective Classes.

The source of funds for the payments pursuant to the Plan is
Debtor's continued operations, the continued operations of
Healthcare and any potential recovery from the L.A. Perkins Parties
regarding the Retained Action. Debtor will endeavor to find a
lawyer who will take on said Retained Actions against L.A. Perkins
prior to the Confirmation Date and has commenced seeking such
counsel.

A full-text copy of the Amended Plan dated December 9, 2024 is
available at https://urlcurt.com/u?l=AURFy9 from PacerMonitor.com
at no charge.

Attorney for the Debtor:

      Leslie M. Pineyro, Esq.
      Jones & Walden LLC
      699 Piedmont Avenue, NE
      Atlanta, GA 30308
      Telephone: (404) 564-9300
      Email: lpineyro@joneswalden.com
             mgensburg@joneswalden.com

                       About Across Inc.

Across, Inc., provides software engineers to build out software
owned and used by its client.

The Debtor filed its voluntary petition for relief under Chapter 11
of the Bankruptcy Code (Bankr. D.N.J. Case No. 24-10639) on May 13,
2024, listing up to $50,000 in assets and $100,001 to $500,000 in
liabilities.

Judge Paul Baisier oversees the case.

The Debtor tapped Leslie M. Pineyro, Esq., at Jones And Walden, LLC
as counsel and Britt Madden, Jr., at Madden Consulting and
Valuation as bookkeeper and professional for accounting and tax
preparation.


AGEAGLE AERIAL: 3 Proposals Approved at Special Meeting
-------------------------------------------------------
AgEagle Aerial Systems Inc. held the Special Meeting on December
20, 2024, the Company disclosed in a Form 8-K filing with the U.S.
Securities and Exchange Commission.

As of the record date, November 8, 2024, there were a total of
3,554,096 shares of Common Stock outstanding and entitled to vote
at the Special Meeting. At the Special Meeting, 2,511,203 shares of
Common Stock were represented in person (virtually) or by proxy;
therefore, a quorum was present. The final voting results for the
matters submitted to a vote of shareholders were as follows:

     Proposal No. 1 - Amendment to Articles of Incorporation to
Increase the Number of Authorized Shares of Common Stock.

On December 20, 2024, the Company filed with the Secretary of State
of the State of Nevada a Certificate of Amendment to the Articles
of Incorporation of the Company, which was approved by the
Company's shareholders.

The Certificate of Amendment increases the Company's authorized
common stock, par value $0.001, from 5,000,000 to 200,000,000. The
Articles Amendment became effective upon the filing of the
Certificate of Amendment with the Secretary of State of the State
of Nevada.

     Proposal No. 2 - Approval of the Issuance of Shares of Common
Stock Representing More than 20% of the Company's Common Stock
Outstanding Upon Conversion of the Convertible Note in Accordance
with NYSE American Rule 713(a)(ii).

     Proposal No. 3 - The Adjournment Proposal.

All three proposals were approved at the Special Meeting.

                           About AgEagle

AgEagle Aerial Systems Inc. is headquartered in Wichita, Kansas,
and operates through its wholly-owned subsidiaries, focusing on
designing and delivering top-tier drones, sensors, and software to
address critical customer needs. Founded in 2010, AgEagle initially
pioneered proprietary, professional-grade, fixed-wing drones and
aerial imagery-based data collection and analytics solutions for
the agriculture sector. Today, the company is recognized as a
globally respected market leader, offering customer-centric,
advanced, autonomous unmanned aerial systems (UAS) that generate
revenue at the intersection of flight hardware, sensors, and
software across industries, including agriculture,
military/defense, public safety, surveying/mapping, and
utilities/engineering. AgEagle has achieved numerous regulatory
milestones, including government approvals for its commercial and
tactical drones to fly Beyond Visual Line of Sight (BVLOS) and/or
Operations Over People (OOP) in the United States, Canada, Brazil,
and the European Union. It has also received Blue UAS certification
from the Defense Innovation Unit of the U.S. Department of Defense.
More information can be found at www.ageagle.com.

Orlando, Florida-based WithumSmith+Brown, PC, the company's auditor
since 2020, issued a "going concern" qualification in its report
dated April 1, 2024, citing recurring losses from operations, cash
usage exceeding its current cash position, and an accumulated
deficit as factors raising substantial doubt about the company's
ability to continue as a going concern.


AGEAGLE AERIAL: Thomas John Corley Holds 11.8% Equity Stake
-----------------------------------------------------------
Thomas John Corley disclosed in a Schedule 13G/A filed with the
U.S. Securities and Exchange Commission that as of October 25,
2024, he beneficially owned 420,000 shares of AgEagle Aerial
Systems Inc.'s common stock, representing 11.8% of the 3,554,096
outstanding shares on November 8, 2024, according to the DEFR14A
published on December 16, 2024.

Mr. Corley may be reached at:

     132 Washington Place
     State College, Pennsylvania 16801

A full-text copy of Mr. Corley's SEC Report is available at:

                  https://tinyurl.com/3ztms23t

                           About AgEagle

AgEagle Aerial Systems Inc. is headquartered in Wichita, Kansas,
and operates through its wholly-owned subsidiaries, focusing on
designing and delivering top-tier drones, sensors, and software to
address critical customer needs. Founded in 2010, AgEagle initially
pioneered proprietary, professional-grade, fixed-wing drones and
aerial imagery-based data collection and analytics solutions for
the agriculture sector. Today, the company is recognized as a
globally respected market leader, offering customer-centric,
advanced, autonomous unmanned aerial systems (UAS) that generate
revenue at the intersection of flight hardware, sensors, and
software across industries, including agriculture,
military/defense, public safety, surveying/mapping, and
utilities/engineering. AgEagle has achieved numerous regulatory
milestones, including government approvals for its commercial and
tactical drones to fly Beyond Visual Line of Sight (BVLOS) and/or
Operations Over People (OOP) in the United States, Canada, Brazil,
and the European Union. It has also received Blue UAS certification
from the Defense Innovation Unit of the U.S. Department of Defense.
More information can be found at www.ageagle.com.

Orlando, Florida-based WithumSmith+Brown, PC, the company's auditor
since 2020, issued a "going concern" qualification in its report
dated April 1, 2024, citing recurring losses from operations, cash
usage exceeding its current cash position, and an accumulated
deficit as factors raising substantial doubt about the company's
ability to continue as a going concern.


AIR INDUSTRIES: Secures $33MM CH-53K King Stallion Contract
-----------------------------------------------------------
Air Industries Group disclosed in a Form 8-K filing with the U.S.
Securities and Exchange Commission that on December 20, 2024, that
it has secured a long-term contract valued at more than $33 million
to manufacture and supply complex components for the CH-53K King
Stallion helicopter program. The seven-year agreement strengthens
Air Industries' pivotal role in supporting one of the U.S.
Department of Defense's most important procurement programs.

The CH-53K helicopter is the latest and most advanced iteration of
the CH-53 series of helicopters. The aircraft plays a critical role
in deploying and supporting troops in island and coastal
environments. As the US Military -- particularly the Marine Corps
-- focuses on enhancing readiness for potential conflicts, the
CH-53K program stands as one of the Department of Defense's
highest-priority initiatives.

Lou Melluzzo, Chief Executive Officer of Air Industries Group
commented: "This contract marks a significant milestone for our
company. We have an impeccable record of proudly producing military
aircraft parts for over 80 years, and this contract is a testament
to our legacy of excellence, and our unwavering commitment to
quality. We are honored to be a trusted partner increasing
production to meet the Department of Defense's build-rate for
CH-53K helicopters."

Mr. Melluzzo added: "Over the past two years, we have been
developing and refining the manufacturing plans for these
components. This contract will enable us to quickly and
significantly ramp up production. The anticipated increase in
production and deliveries is expected to increase revenue and
enhance profitability by increasing manufacturing hours and
absorbing overhead costs.

"We will be investing in several pieces of new equipment necessary
to manufacture the projected volume of product. These investments
will create additional capacity and increase efficiency and
preserve the capacity to accommodate additional organic growth. As
part of our forward-looking business strategy, we remain committed
to competing for and securing contracts that support profitable
growth.

"All components under this agreement will be manufactured at our
Sterling Engineering Division in Connecticut. The continued
investment in Connecticut will ensure that we keep ahead of
customer demands and create a state-of-the-art facility."

                  About Air Industries Group

Headquartered in Bay Shore, New York, Air Industries Group (NYSE
American: AIRI) is a manufacturer of precision components and
assemblies for large aerospace and defense prime contractors. Its
products include landing gears, flight controls, engine mounts, and
components for aircraft jet engines, ground turbines, and other
complex machines.

Saddle Brook, New Jersey-based Marcum LLP, the Company's auditor
since 2008, issued a "going concern" qualification in its report
dated April 15, 2024. The report noted that for the period ending
March 31, 2024, the Company was not in compliance with the
financial covenants required under the terms of its current credit
facility. It is reasonably possible that the Company will not
receive a waiver and may fail to meet these financial covenants in
future periods. The Company is required to maintain a collection
account with its lender into which substantially all of the
Company's cash receipts are remitted. If the Company's lender were
to cease lending and keep the funds remitted to the collection
account, the Company would lack the funds to continue its
operations. Failure to receive a waiver or meet the financial
covenants in future periods raises substantial doubt about the
Company's ability to continue as a going concern.

As of September 30, 2024, Air Industries Group had $50.4 million in
total assets, $35.7 million in total liabilities, and $14.7 million
in total stockholders' equity.


AKOUSTIS TECHNOLOGIES: Adjourns Annual Meeting Until Jan. 9
-----------------------------------------------------------
Akoustis Technologies, Inc., disclosed in a Form 8-K filing with
the U.S. Securities and Exchange Commission that on December 12,
2024, the "Company commenced its adjourned 2024 Annual Meeting of
Stockholders, as previously scheduled, and adjourned the Annual
Meeting until January 9, 2025 at 11:00 am, Eastern Time  due to a
lack of quorum. The Annual Meeting was adjourned to allow the
Company's stockholders additional time to vote on the proposals
described in the Company's proxy statement for the Annual Meeting.


The close of business on September 24, 2024 will continue to be the
record date for the determination of stockholders of the Company
entitled to vote at the Annual Meeting. Stockholders may cast their
votes by visiting http://www.proxyvote.combefore the reconvened
Annual Meeting or http://www.virtualshareholdermeeting.com/AKTS2024
during the reconvened Annual Meeting, or by calling 1-800-690-6903.
Stockholders of the Company who have previously submitted their
proxy or otherwise voted and who do not want to change their vote
do not need to take any action. During the period of the
adjournment, the Company will continue to solicit votes from its
stockholders with respect to the proposals for the Annual Meeting

The Company encourages all stockholders of record as of the close
of business on September 24, 2024 who have not yet voted, to do so
by January 8, 2025 at 11:59 pm Eastern Time. Notwithstanding the
foregoing, any votes properly received before the close of the
adjourned Annual Meeting on January 9, 2025 will be accepted.

                   About Akoustis Technologies

Akoustis Technologies, Inc., filed a Chapter 11 Petition on
December 16, 2024 (Bankr. D. Del., Case No. 24-12796), together
with its three affiliates Akoustis, Inc. (Case No. 24-12797),
Grinding & Dicing Services, Inc. (Case No. 24-12798), and RFM
Integrated Device Inc. (Case No. 24-12799).

The Debtors develop, design, and manufacturer RF filter solutions
for the wireless industry, including for smartphones/tablets,
network infrastructure equipment, WiFi Customer Premise Equipment,
and defense applications.

The case is assigned to Hon. Laurie Selber Silverstein.

The Debtors' Local Bankruptcy Counsel are Matthew B. McGuire, Esq.,
Matthew R. Pierce, Esq., and Joshua B. Brooks, Esq., at LANDIS RATH
& COBB LLP, in Wilmington, Delaware.

The Debtors' Bankruptcy Counsel is Jeffrey T. Kucera, Esq., at K&L
GATES LLP, in Miami, Florida; and Margaret R. Westbrook, Esq., at
K&L GATES LLP, in Raleigh, North Carolina.

The Debtor's Finance Transformation Officer comes from GETZLER
HENRICH & ASSOCIATES LLC.

The Debtors' Investment Banker is RAYMOND JAMES & ASSOCIATES, INC.

The Debtors' Notice, Claims, Solicitation & Balloting Agent is
STRETTO, INC.

The Debtors' Strategic Communication and Media Management Services
and Support C STREET ADVISORY GROUP, LLC.

The Debtors' Compensation Consultant & Advisor is WILLIS TOWERS
WATSON PLC.

Total Assets as of September 30, 2024, is $53,371,000.  Total Debts
as of September 30, 2024, is $122,586,000.


AKOUSTIS TECHNOLOGIES: Faces Delisting Over Chapter 11
------------------------------------------------------
Akoustis Technologies, Inc. disclosed in a Form 8-K Report filed
with the U.S. Securities and Exchange Commission that on December
17, 2024, it received written notice from the Office of General
Counsel of The Nasdaq Stock Market indicating that the Nasdaq
Hearings Panel has determined to delist the Company's shares from
Nasdaq due to the Company's failure to meet Nasdaq's continued
listing standards.

As previously disclosed, the Company has not been compliant with
the requirement under Nasdaq Listing Rule 5550(a)(2) to maintain a
minimum bid price of $1.00 for continued listing on the Nasdaq
Capital Market. Additionally, the Notice informed the Company that,
pursuant to the discretionary authority granted to Nasdaq under
Listing Rule 5110(b), the Company's previously disclosed seeking of
voluntary protection under chapter 11 of the United States
Bankruptcy Code would serve as an additional basis for delisting
the Company's common stock The Notice also advises the Company of
its right to appeal Nasdaq's determination pursuant to procedures
set forth in Nasdaq Listing Rule 5800 Series. The Company does not
intend to pursue an appeal.

Trading of the Company's common stock will be suspended from the
Nasdaq Capital Market at the opening of business on December 18,
2024. The Company expects that Nasdaq will file a Form 25-NSE with
the Securities and Exchange Commission, which will remove the
Company's common stock from listing and registration on Nasdaq.

                   About Akoustis Technologies

Akoustis Technologies, Inc. -- http://www.akoustis.com/-- is a
high-tech BAW RF filter solutions company that is pioneering
next-generation materials science and MEMS wafer manufacturing to
address the market requirements for improved RF filters --
targeting higher bandwidth, higher operating frequencies and higher
output power compared to legacy polycrystalline BAW technology. The
Company utilizes its proprietary and patented XBAW(R) manufacturing
process to produce bulk acoustic wave RF filters for mobile and
other wireless markets, which facilitate signal acquisition and
accelerate band performance between the antenna and digital back
end. Superior performance is driven by the significant advances of
poly-crystal, single-crystal, and other high purity piezoelectric
materials and the resonator-filter process technology which enables
optimal trade-offs between critical power, frequency and bandwidth
performance specifications.

Akoustis owns and operates a 125,000 sq. ft. ISO-9001:2015
registered commercial wafer-manufacturing facility located in
Canandaigua, NY, which includes a class 100 / class 1000 cleanroom
facility -- tooled for 150-mm diameter wafers -- for the design,
development, fabrication and packaging of RF filters, MEMS and
other semiconductor devices. Akoustis is headquartered in the
Piedmont technology corridor near Charlotte, North Carolina.

Akoustis and three affiliates sought Chapter 11 protection (Bankr.
D. Del. Lead Case No. 24-12796) on Dec. 16, 2024.

The Hon. Laurie Selber Silverstein is the case judge.

The Debtor disclosed $53,371,000 in total assets against
$122,586,000 in total debt as of Sept. 30, 2024.

K&L Gates LLP is serving as legal counsel, Raymond James &
Associates, Inc. is serving as investment banker, Getzler Henrich &
Associates LLC is serving as financial advisor, and C Street
Advisory Group is serving as strategic communications advisor.
Landis Rath & Cobb LLP is the local counsel. Stretto is the claims
agent and has launched the page https://cases.stretto.com/Akoustis


AKOUSTIS TECHNOLOGIES: Pursues $10MM Asset Sale to Gordon Brothers
------------------------------------------------------------------
Akoustis Technologies, Inc., disclosed in a Form 8-K Report filed
with the U.S. Securities and Exchange Commission that on December
16, 2024, the Company and certain of its subsidiaries each filed a
voluntary petition for relief under Chapter 11 of the United States
Bankruptcy Code with the United States Bankruptcy Court for the
District of Delaware.

The Debtors have filed a motion with the Court seeking joint
administration of the Cases under the caption In re Akoustis
Technologies, Inc., et al. The Debtors will continue to operate
their business as "debtors-in-possession" under the jurisdiction of
the Court and in accordance with the applicable provisions of the
Bankruptcy Code and orders of the Court.

To ensure their ability to continue operating in the ordinary
course of business, the Debtors have filed various "first day"
motions with the Bankruptcy Court requesting customary relief,
including authority to continue using existing bank accounts and to
pay employee wages and benefits, that will enable the Debtors to
transition into chapter 11 protection without material disruption
to their ordinary course operations.

The Company has engaged Raymond James & Associates, Inc. to advise
on its strategic options, including the process to sell its assets
in connection with the Cases.

          Asset Purchase Agreement

On December 15, 2024, prior to the filing of the Bankruptcy
Petitions, the Company and Gordon Brothers Commercial & Industrial,
LLC agreed to the form of a "stalking horse" asset purchase
agreement under which an affiliate of Gordon Brothers would
purchase substantially all of the Debtors' tool and tool-related
equipment, all machinery and equipment, material handling, IT
equipment, spare parts, shop equipment, manufacturing supplies,
furniture, fixtures, scrap materials and mechanical equipment. The
purchase price for the Purchased Assets will be $10 million,
subject to certain deductions. In the event that the closing occurs
more than 52 days after the Petition Date, the Initial Purchase
Price will be reduced to $7 million plus a percentage of certain
proceeds received by Gordon Brothers in connection with any
subsequent sale of the Purchased Assets. The Sale Transaction is
part of a sale process under Section 363 of the Bankruptcy Code
that will be subject to approval by the Court and compliance with
agreed-upon and Court-approved bidding procedures allowing for the
submission of higher or otherwise better offers, and other
agreed-upon conditions. In accordance with the 363 Sale Process,
notice of the proposed sale to Gordon Brothers will be given to
third parties and competing bids will be solicited by Raymond
James. The Company will manage the bidding process and evaluate the
bids, in consultation with its advisors and as overseen by the
Court.

The Stalking Horse Asset Purchase Agreement contains customary
representations and warranties of the parties and is subject to a
number of closing conditions, including, among others:

     (i) the accuracy of representations and warranties of the
parties;

    (ii) material compliance with the obligations of the parties
set forth in the Stalking Horse Asset Purchase Agreement, including
achievement of certain milestones by the Company related to the
Cases and the 363 Sale Process on a timely basis; and

   (iii) Gordon Brothers having completed an inspection of the
Purchased Assets.

The Stalking Horse Asset Purchase Agreement may be terminated,
subject to certain exceptions:

     (i) by the mutual written consent of the parties;

    (ii) by Gordon Brothers if:

          (a) the Debtors withdraw the Sale Motion (as defined in
the Stalking Horse Asset Purchase Agreement) or the Sale Motion is
denied,

          (b) the Debtors move to voluntarily dismiss the Cases or
the Court otherwise orders,

          (c) the Debtors move for conversion of the Cases to
chapter 7 of the Bankruptcy Code or the Court otherwise orders,

          (d) the Debtors move for appointment of an examiner with
expanded powers or a trustee in the Cases or the Court otherwise
orders,

          (e) Gordon Brothers is not selected as the successful
bidder or the backup bidder at the conclusion of the auction
contemplated by the 363 Sale Process,

          (f) the Bidding Procedures Order (as defined in the
Stalking Horse Asset Purchase Agreement) is not entered within 28
days after the Petition Date, unless otherwise agreed by the
Debtors, or

          (g) the Sale Order is not entered within 108 days after
the Petition Date, unless otherwise agreed by the Debtors, or

   (iii) by either party:

           (a) for certain material breaches by the other party of
its representations and warranties or covenants that remain
uncured,

           (b) if the closing has not occurred on or prior to the
date 113 days after the Petition Date,

           (c) any governmental authority of competent jurisdiction
issues an order, enacts any law, or takes any other action
restraining, enjoining, or otherwise prohibiting the Sale
Transaction,

           (d) the Court rules that it does not approve the
Stalking Horse Asset Purchase Agreement for any reason, or

           (e) if the Debtors consummate an Alternative Transaction
(as defined in the Stalking Horse Asset Purchase Agreement).

The Stalking Horse Asset Purchase Agreement remains subject to
approval by the Court and the description above is qualified in its
entirety by reference to the Stalking Horse Asset Purchase
Agreement, a copy of which is available at:
https://tinyurl.com/3errrswd

Additionally, the filing of the Bankruptcy Petitions constitutes an
event of default under the indenture, dated June 9, 2022, among the
Company, Akoustis, Inc., as guarantor, and The Bank of New York
Mellon Trust Company, N.A., as trustee, governing the Company's
6.0% Convertible Senior Notes due 2027. As of December 16, 2024,
the aggregate, principal amount of outstanding Convertible Notes
was $44,000,000. Pursuant to the Indenture, upon the occurrence of
this event of default, all of the outstanding Convertible Notes
became due and payable immediately without further action or
notice.

The filing of the Bankruptcy Petitions described also constitutes
an event of default under the Secured Promissory Note, dated
January 1, 2023, issued by Akoustis, Inc. to Joseph Collins in
connection with the Company's acquisition of Grinding and Dicing
Services, Inc. Pursuant to the Secured Note, upon the occurrence of
this event of default, the entire unpaid balance due under the
Secured Note became due and payable immediately.

Any efforts to enforce payment obligations under the Indenture or
the Secured Note are automatically stayed as a result of the
Bankruptcy Petitions, and the creditors' rights of enforcement in
respect of the Convertible Notes and the Secured Note are subject
to the applicable provisions of the Bankruptcy Code.

                 About Akoustis Technologies

Akoustis Technologies, Inc. -- http://www.akoustis.com/-- is a
high-tech BAW RF filter solutions company that is pioneering
next-generation materials science and MEMS wafer manufacturing to
address the market requirements for improved RF filters --
targeting higher bandwidth, higher operating frequencies and higher
output power compared to legacy polycrystalline BAW technology. The
Company utilizes its proprietary and patented XBAW(R) manufacturing
process to produce bulk acoustic wave RF filters for mobile and
other wireless markets, which facilitate signal acquisition and
accelerate band performance between the antenna and digital back
end. Superior performance is driven by the significant advances of
poly-crystal, single-crystal, and other high purity piezoelectric
materials and the resonator-filter process technology which enables
optimal trade-offs between critical power, frequency and bandwidth
performance specifications.

Akoustis owns and operates a 125,000 sq. ft. ISO-9001:2015
registered commercial wafer-manufacturing facility located in
Canandaigua, NY, which includes a class 100 / class 1000 cleanroom
facility -- tooled for 150-mm diameter wafers -- for the design,
development, fabrication and packaging of RF filters, MEMS and
other semiconductor devices.  Akoustis is headquartered in the
Piedmont technology corridor near Charlotte, North Carolina.

Akoustis and three affiliates sought Chapter 11 protection (Bankr.
D. Del. Lead Case No. 24-12796) on Dec. 16, 2024.

The Hon. Laurie Selber Silverstein is the case judge.

The Debtor disclosed $53,371,000 in total assets against
$122,586,000 in total debt as of Sept. 30, 2024.

K&L Gates LLP is serving as legal counsel, Raymond James &
Associates, Inc. is serving as investment banker, Getzler Henrich &
Associates LLC is serving as financial advisor, and C Street
Advisory Group is serving as strategic communications advisor.
Landis Rath & Cobb LLP is the local counsel.  Stretto is the claims
agent and has launched the page https://cases.stretto.com/Akoustis


ALABAMA RENTALS: Lender Seeks to Prohibit Cash Collateral Access
----------------------------------------------------------------
Millennial Bank asked the U.S. Bankruptcy Court for the Northern
District of Alabama to prohibit Alabama Rentals, Inc. from using
cash collateral.

Alabama Rentals, along with Whitewater Real Estate, LLC and Chris
Campbell, entered into a note with Millennial Bank in the amount of
$1.9 million on November 8, 2021.

Millennial Bank said its interest in the collateral is not
adequately protected, as Alabama Rentals is using the proceeds from
the rental of its equipment and its accounts, both of which the
bank has a lien upon, in the operation of its business without
providing any payments to the bank.

Millennial Bank requested the court to require the company to make
payments for its use of cash collateral as adequate protection or
order the company to cease using the bank's cash collateral in the
operation of its business.

The bank also requested a priority claim for any unauthorized use
of its cash collateral.

                    About Alabama Rentals Inc.

Alabama Rentals, Inc. sought protection under Chapter 11 of the
U.S. Bankruptcy Code (Bankr. N.D. Ala. Case No. 24-03559) on
November 22, 2024, with $1 million to $10 million in both assets
and liabilities. Chris Campbell, sole shareholder, signed the
petition.

Judge D. Sims Crawford oversees the case.

Anthony Brian Bush, Esq., at the Bush Law Firm, LLC, represents the
Debtor as bankruptcy counsel.


ALL STAR TRANSPORTATION: Seeks Cash Collateral Access
-----------------------------------------------------
All Star Transportation Group, LLC asked the U.S. Bankruptcy Court
for the District of Nevada for authority to use its secured
creditors' cash collateral to operate its business.

Pearl Data Funding, LLC and Ride On Technologies, LLC assert an
interest in the company's cash, including deposit accounts, which
constitutes their cash collateral.

All Star owes $71,718 to Pearl Data Funding, which holds the first
priority security interest in the company's cash, and approximately
$25,000 to Ride On Technologies, which is secured by a second
priority lien on the company's cash.

All Star is willing to grant both creditors a replacement lien on
all cash received by the company post-bankruptcy filing.

At the time of its filing, All Star's financial assets were valued
at $83,726, which include cash and cash equivalents of $17,900 and
accounts receivable of $65,826.

                About All Star Transportation Group

All Star Transportation Group, LLC sought protection under Chapter
11 of the U.S. Bankruptcy Code (Bankr. D. Nev. Case No. 24-51229)
on December 10, 2024, with $917,504 in assets and $1,303,069 in
liabilities. Tim Ledesma, manager of All Star, signed the
petition.

Judge Hilary L. Barnes oversees the case.

Kevin A Darby, Esq., at Darby Law Practice, represents the Debtor
as bankruptcy counsel.


ALLIED CORP: Posts $3.98 Million Net Loss in FY Ended Aug. 31
-------------------------------------------------------------
Allied Corp. filed with the Securities and Exchange Commission its
Annual Report on Form 10-K disclosing a net loss of $3.98 million
on $96,180 of sales for the year ended Aug. 31, 2024, compared to a
net loss of $10.68 million on $72,096 of sales for the year ended
Aug. 31, 2023.

As of Aug. 31, 2024, the Company had $2.11 million in total assets,
$9.66 million in total liabilities, and a total stockholders'
deficit of $7.55 million.

The Woodlands, TX-based M&K CPAS, PLLC, the Company's auditor since
2022, issued a "going concern" qualification in its report dated
Dec. 16, 2024, citing that the Company has suffered net losses from
operations, has a net capital deficiency, and has minimal revenue
which raises substantial doubt about its ability to continue as a
going concern.

A full-text copy of the Form 10-K is available for free at:

https://www.sec.gov/Archives/edgar/data/1575295/000147793224008119/alid_10k.htm

                       About Allied Corp

Headquartered in Kelowna, BC Canada, Allied Corp. is an
international cannabis company with its main production center in
Colombia, is one of the few companies that has exported from
Colombia internationally, and among the first company to export
commercial cannabis flower from Colombia.  By leveraging the
Colombian advantages and its Canadian cannabis cultivation
expertise, Allied offers consistent supply of premium cannabis
product at scale and attractive prices, while meeting high quality
standards, thus significantly de-risking its partners supply chain.


ALTICE USA: Colleen Schmidt to Resign as EVP-HR
-----------------------------------------------
Altice USA, Inc., disclosed in a Form 8-K filing with the U.S.
Securities and Exchange Commission that effective December 31,
2024, Colleen Schmidt, will resign as Executive Vice President,
Human Resources of the Company and will commence service to the
Company in an advisory role assisting with the transition of her
responsibilities to a successor.

Ms. Schmidt will remain employed by the Company as a Senior Advisor
to the Chief Executive Officer until March 28, 2025 ("Separation
Date") pursuant to the terms of an agreement, dated December 10,
2024, between Ms. Schmidt and the Company.

Pursuant to the Transition Agreement, and through the Separation
Date, Ms. Schmidt will continue to receive her current annual base
salary; be eligible to receive her 2024 annual bonus (target 100%
of base salary) based on actual business performance but without
adjustment for personal performance; continue to vest in the
incentive-based awards granted to her by the Company in accordance
with the terms of such award; and remain eligible to participate in
the Company's benefit plans. Upon her separation of employment,
subject to her compliance with restrictive covenants in favor of
the Company and execution of a release of claims against the
Company, Ms. Schmidt will be entitled to receive: $400,000, payable
in installments over the 12-month period following separation of
employment; three months of Company-subsidized COBRA coverage; and
outplacement services.

                       About Altice USA Inc.

Altice USA, Inc. is an American cable television provider.

                          *     *     *

As reported by the TCR on May 17, 2024, S&P Global Ratings lowered
all its ratings on Altice USA Inc. one notch, including the issuer
credit rating to 'CCC+', and removed them from Credit Watch, where
it placed them with negative implications on May 2, 2024. The
negative outlook reflects that S&P could lower its ratings if the
company opts to pursue a debt restructuring over the next year.

S&P said, "We believe Altice USA's capital structure is
unsustainable. We believe the company is vulnerable to nonpayment
long term and depends on favorable business, financial, and
economic conditions to meet its financial obligations as they come
due in 2027 and beyond. We believe it is more likely than not that
Altice USA will enter into a distressed debt restructuring that we
consider tantamount to default, or it could face bankruptcy long
term."


ALTICE USA: Grants $5MM Performance Award to CEO
------------------------------------------------
Altice USA, Inc. disclosed in a Form 8-K Report filed with the U.S.
Securities and Exchange Commission that on December 18, 2024, the
Compensation Committee of the Board of Directors, approved the
grant of a cash performance award to Dennis Mathew, the Company's
Chief Executive Officer, under the Amended and Restated Altice USA
2017 Long Term Incentive Plan, as amended.

The CPA granted to Mr. Mathew is a cash-denominated award valued at
$5.0 million that may be settled on the vesting date in cash or
shares of the Company's Class A common stock, as determined in the
Committee's discretion. The CPA will vest, if at all, based on the
Company's achievement of certain revenue and adjusted EBITDA
targets for the fiscal year 2027, provided that Mr. Mathew
continues to provide services to the Company through the date
achievement is certified by the Committee.

                       About Altice USA Inc.

Altice USA, Inc. is an American cable television provider.

                          *     *     *

As reported by the TCR on May 17, 2024, S&P Global Ratings lowered
all its ratings on Altice USA Inc. one notch, including the Company
credit rating to 'CCC+', and removed them from Credit Watch, where
it placed them with negative implications on May 2, 2024. The
negative outlook reflects that S&P could lower its ratings if the
company opts to pursue a debt restructuring over the next year.

S&P said, "We believe Altice USA's capital structure is
unsustainable. We believe the company is vulnerable to nonpayment
long term and depends on favorable business, financial, and
economic conditions to meet its financial obligations as they come
due in 2027 and beyond. We believe it is more likely than not that
Altice USA will enter into a distressed debt restructuring that we
consider tantamount to default, or it could face bankruptcy long
term."


AMERICAN VEIN: Case Summary & 20 Largest Unsecured Creditors
------------------------------------------------------------
Debtor: American Vein & Lymphatic Society  
        434 West Ontario Street
        Chicago, IL 60654

Chapter 11 Petition Date: December 19, 2024

Court: United States Bankruptcy Court
       Northern District of Illinois

Case No.: 24-18981

Judge: Hon. Michael B Slade

Debtor's Counsel: Thomas Fawkes, Esq.
                  TUCKER ELLIS LLP
                  233 S. Wacker Dr.
                  Suite 6950
                  Chicago, IL 60606
                  Tel: 312-256-9425
                  Fax: 216-592-5009
                  E-mail: Thomas.Fawkes@tuckerellis.com

Estimated Assets: $0 to $50,000

Estimated Liabilities: $1 million to $10 million

The petition was signed by Satish Vayuvegula, M.D. as president.

A full-text copy of the petition containing, among other items, a
list of the Debtor's 20 largest unsecured creditors is available
for free at PacerMonitor.com at:

https://www.pacermonitor.com/view/6Q3FNSY/American_Vein__Lymphatic_Society__ilnbke-24-18981__0001.0.pdf?mcid=tGE4TAMA


AMTECH SYSTEMS: Reports $8.4MM Net Loss for Year Ended Sept. 30
---------------------------------------------------------------
Amtech Systems, Inc.'s net loss was $8,486,000 for the year ended
September 30, 2024, compared to a net loss of $12,582,000 for the
year ended September 30, 2023.

At September 30, 2024, the Company had $118,953,000 in total
assets, $36,595,000 in total liabilities, and $82,358,000 in total
shareholders' equity.

Cash provided by operating activities was $9.8 million in 2024
compared to cash used in operating activities of $7.7 million in
2023 and cash provided by operating activities of $5.2 million in
2022. During 2024, the Company decreased its accounts receivable,
inventory, and contract asset balances as they  completed shipments
throughout the year, reducing our backlog. These cash inflows were
partially offset by decreases in accounts payable and accrued
liabilities as their purchasing activity decreased and the related
liabilities were paid.  During 2023, they used cash to increase
their inventory balances in preparation for shipments scheduled
over the next four quarters and to pay the related accounts
payable. During 2022, they received several large customer
deposits, primarily related to orders of their horizontal diffusion
and high temp furnaces, which were expected to ship over the next
four quarters.  

Cash used in investing activities was $2.2 million in 2024,
primarily consisting of $4.9 million in capital expenditures,
partially offset by $2.7 million of proceeds from the sale of the
Company's real property in Arizona. Cash used in investing
activities was $37.8 million in 2023, primarily consisting of $34.9
million in cash paid for the acquisition of Entrepix. Cash provided
by investing activities was $18.8 million in 2022, primarily
consisting of $19.9 million in proceeds from the sale of the
Company's real property in Massachusetts. Investing activities in
2024, 2023 and 2022 included capital expenditures of $4.9 million,
$2.9 million and $1.1 million, respectively. The Company expects
capital expenditures to decrease slightly in 2025, as they have
completed their relocation projects but begain projects to
implement new technology across their divisions.

In 2024, cash used in financing activities was $10.6 million,
comprised primarily of $10.7 million payments on long-term debt.
The Company's UMB term loan and revolving credit agreement has been
paid in full and their remaining debt is a small amount of
financing leases. In 2023, cash provided by financing activities
was $11.7 million, comprised of $12.0 million in borrowings on
their term loan and $1.2 million of proceeds received from the
exercise of stock options partially offset by $1.5 million in
payments on long-term debt. In 2022, cash used in financing
activities was $8.3 million, comprised of $4.1 million of cash used
for the repurchase of common stock and payments on long-term debt
of $4.9 million, partially offset by $0.7 million of proceeds
received from the exercise of stock options. Payments in long-term
debt in 2022 include the full repayment of the $4.5 million
mortgage balance on the real property in Massachusetts.

At the end of December 2023, the Company identified a triggering
event. As a result of the decline in their stock price as of
December 31, 2023, their book value materially exceeded our market
value leading to a $6.4 million impairment charge in fiscal 2024.
The impairment testing as of September 30, 2024, resulted in the
fair value of their Thermal Processing Solutions segment exceeding
its carrying value by approximately 44%, and the fair value of
their Semiconductor Fabrication Solutions segment exceeding its
carrying value by approximately 18%, resulting in no additional
goodwill impairment.

As of September 30, 2024, the Company performed a qualitative
impairment test on intangible assets and goodwill and concluded
there was no further impairment. As of December 31, 2023, the
Company identified a triggering event due to the decline in the
Company's stock price driving our market value materially below the
book value. As a result, they recorded a $1.3 million impairment
charge in fiscal 2024 to the intangible assets in their
Semiconductor Fabrication Solutions segment. As of September 30,
2023, they identified a triggering event in their Semiconductor
Fabrication Solutions segment primarily related to the prolonged
downturn and general economic conditions in the semiconductor
market, in addition to delays in the adoption of next-gen polishing
tools, which reduced their cash flow projections. As a result, the
Company recorded intangible asset impairment of $5.2 million. There
were no impairments on long-lived assets during the year ended
September 30, 2022.

A full-text copy of the Form 10-K is available at
https://urlcurt.com/u?l=ayEFZf

                   About Amtech Systems Inc.

Tempe, Ariz.-based Amtech Systems, Inc. is a global manufacturer
of
capital equipment, including thermal processing, wafer polishing
and cleaning, and related consumables used in fabricating
semiconductor devices, such as silicon carbide (SiC) and silicon
power devices, analog and discrete devices, electronic assemblies,
and light-emitting diodes (LEDs). It sells these products to
semiconductor device and module manufacturers worldwide,
particularly in Asia, North America, and Europe.

As of June 30, 2024, Amtech Systems had $127.1 million in total
assets, $45.3 million in total liabilities, and $81.7 million in
total shareholders' equity.

As of September 30, 2023, the Company was not in compliance with
the Debt to EBITDA and Fixed Charge Coverage Ratio financial
covenants under its Loan and Security Agreement with UMB Bank,
N.A.
dated January 17, 2023. On December 5, 2023, the Company entered
into a Forbearance & Modification Agreement with the lender,
pursuant to which the lender agreed to forbear from exercising its
rights and remedies available as a result of such default. The
Company will be operating under the terms of the Forbearance
Agreement through January 17, 2025.


ANALABS INC: Hires Hess Stewart & Campbell as Accountant
--------------------------------------------------------
Analabs, Inc. seeks approval from the U.S. Bankruptcy Court for the
Southern District of West Virginia to employ Hess, Stewart &
Campbell as accountant.

The firm will perform tax preparation services.

Hess, Stewart & Campbell will be paid at the rate of $225 per
hour.

The firm will also be reimbursed for reasonable out-of-pocket
expenses incurred.

Jeff Mollohan, CPA, a partner at Hess, Stewart & Campbell,
disclosed in a court filing that the firm is a "disinterested
person" as the term is defined in Section 101(14) of the Bankruptcy
Code.

The firm can be reached at:

     Jeff Mollohan, CPA
     Hess, Stewart & Campbell
     122 E Main Street
     Beckley, WV 25801
     Tel: (304) 255-1978

              About Analabs, Inc.

Analabs Inc. provides cannabis testing, drug testing and
environmental testing for corporations of all sizes. The Company's
clients include waste and drinking water plants, coal companies,
engineering firms, public school systems, grocery stores, natural
gas companies, local, state, and federal government agencies, and
many more.

Analabs Inc. sought relief under Chapter 11 of the U.S. Bankruptcy
Code (Bankr. S.D.W. Va. Case No. 24-50095) on December 3, 2024. In
the petition filed by Kelli Harrison, as director/vice-president,
the Debtor report total assets of $1,882,258 and total liabilities
of $3,188,705.

Honorable Bankruptcy Judge B Mckay Mignault handles the case.

The Debtor is represented by:

     Paul W. Roop, II, Esq.
     ROOP LAW OFFICE, LC
     P.O. Box 1145
     Beckley, WV 25802-1145
     Tel: (304) 255-7667
     Fax: (304) 256-2295
     E-mail: bankruptcy@rooplawoffice.com


ANGIE'S TRANSPORTATION: Hits Chapter 11 Bankruptcy in Missouri
--------------------------------------------------------------
On December 16, 2024, Angie's Transportation LLC filed Chapter 11
protection in the Eastern District of Missouri. According to court
filing, the Debtor reports between $500,000 and $1 million in debt
owed to 1 and 49 creditors. The petition states funds will not be
available to unsecured creditors.

       About Angie's Transportation LLC

Angie's Transportation LLC is a trucking company in St. Louis,
Missouri.

Angie's Transportation LLC sought relief under Chapter 11 of the
U.S. Bankruptcy Code (Bankr. E.D. Miss. Case No. 24-44594) on
December 16, 2024. In the petition filed by Angelina Twardawa, as
manager, the Debtor reports estimated assets between $1 million and
$10 million and estimated liabilities between $500,000 and $1
million.

Honorable Bankruptcy Judge Bonnie L. Clair handles the case.

The Debtor is represented by:

     Sndrew Magdy, Esq.
     SCHMIDT BASCH, LLC
     1034 S. Brentwood Blvd. 1555
     Saint Louis MO 63117
     Tel: (314) 721-9200
     E-mail: amagdy@schmidtbasch.com


APPLIED DNA: Incurs $7.09 Million Net Loss in FY Ended Sept. 30
---------------------------------------------------------------
Applied DNA Sciences, Inc. filed with the Securities and Exchange
Commission its Annual Report on Form 10-K reporting a net loss of
$7.09 million on $3.43 million of total revenues for the year ended
Sept. 30, 2024, compared to a net loss of $10.02 million on $13.37
million of total revenues for the year ended Sept. 30, 2023.

As of Sept. 30, 2024, the Company had $12.79 million in total
assets, $3.82 million in total liabilities, and $8.97 million in
total equity.

Melville, NY-based Marcum LLP, the Company's auditor since 2014,
issued a "going concern" qualification in its report dated Dec. 17,
2024, citing that the Company has incurred significant losses and
needs to raise additional funds to meet its obligations and sustain
its operations.  These conditions raise substantial doubt about the
Company's ability to continue as a going concern.

Management Commentary

"Following a thorough review of our businesses to enhance value for
shareholders, we believe that our expertise and experience in
enzymatic DNA production, the wealth of data generated over years
that validate Linea DNA as a compelling alternative to plasmid DNA,
and our proximity to GMP manufacturing is not fully recognized in
our current structure.  Our actions today will sharpen our focus on
commercialization initiatives for our Linea DNA and Linea IVT
platforms to return the Company to revenue growth and expand
shareholder value," stated Dr. James A. Hayward, the Company's
chief executive officer.  "With several of our existing customers
expected to initiate clinical trials in the next twelve months, we
believe the completion of our GMP manufacturing facility will allow
us to win several long-term, high-margin GMP supply agreements for
IVT templates, resulting in the significant utilization of our GMP
manufacturing capacity in FY2025."

A full-text copy of the Form 10-K is available for free at:

https://www.sec.gov/ix?doc=/Archives/edgar/data/0000744452/000141057824002100/apdn-20240930x10k.htm

                      About Applied DNA Sciences

Applied DNA Sciences -- adnas.com -- is a biotechnology company
developing technologies to produce and detect deoxyribonucleic acid
("DNA").  Using the polymerase chain reaction ("PCR") to enable
both the production and detection of DNA, the Company currently
operates in three primary business markets: (i) the enzymatic
manufacture of synthetic DNA for use in the production of nucleic
acid-based therapeutics and the development and sale of a
proprietary RNA polymerase ("RNAP") for use in the production of
mRNA therapeutics; (ii) the detection of DNA and RNA in molecular
diagnostics and genetic testing services; and (iii) the manufacture
and detection of DNA for industrial supply chain security services.


APPTECH PAYMENTS: Raises $5MM in Sale of Common Stock
-----------------------------------------------------
AppTech Payments Corp. disclosed in a Form 8-K Report filed with
the U.S. Securities and Exchange Commission that on December 16,
2024, it entered into a Share Purchase Agreement with AFIOS
Partners 6, a limited partnership for the sale of 1,200,00 shares
of the Company's restricted common stock, par value $0.001 per
share for a purchase price of $1,000,000 (a purchase price of
$0.8333 per share), 1,200,000 warrants with a 5-year term and an
exercise price of $0.90 per warrant and 1,800,000 warrants with a
5-year term and an exercise price of $1.20 per warrant to be issued
at closing.

The Company also entered into a Share Purchase Agreement with AFIOS
Partners 7, a limited partnership for the sale of up to 4,000,000
Shares for $1,500,000 funding on December 16, 2024, 1,500,000
shares of the Company's restricted common stock will be issued and
$2,500,000 in additional funding as and when required by the
Company, will result in 2,5000,000 shares of the Company's
restricted common stock will be issued (a purchase price of $1.00
per share), subject to the terms and conditions in the AFIOS 7
SPA.

In addition, the Company agreed to issue as funded proportionately
4,000,000 warrants with a 5-year term and an exercise price of
$0.90 per warrant and 6,000,000 warrants with a 5-year term and an
exercise price of $1.20 per warrant. The AFIOS 7 SPA also contains
an over-allotment clause whereby AFIOS 7 may increase the equity
raise from $4,000,000 to $5,000,000 if the Company approves it, at
the AFIOS 7 SPA's exact pricing and unit composition.

The securities sold pursuant to the Share Purchase Agreements were
sold in reliance upon the exemption from securities registration
afforded by Section 4(a)(2) of the Securities Act of 1933, and the
rules and regulations thereunder, and Rule 506 of Regulation D as
promulgated by the United States Securities and Exchange Commission
under the Securities Act.

In connection with the transaction, the Company reduced its Board
to five members from seven and appointed Albert L. Lord, Thomas J.
Kozlowski Jr., and Calvin D. Walsh to its Board of Directors.

     * Albert L. Lord, age 79, is the retired Chief Executive
Officer of Sallie Mae. Mr. Lord held this position from 1997 to
2013, when he retired. Under Mr. Lord's leadership, Sallie Mae's
market value increased from $2 billion to $25 billion in 2005. Mr.
Lord transitioned Sallie Mae from a "government sponsored
enterprise" to a fully private sector entity. In 2008-9 Mr. Lord
led the Company through the financial crisis, raised capital and
restored much of the market value lost. Today, Sallie Mae is the
leading private sector provider of higher education financing in
the United States. Mr. Lord began his professional career in 1967
with Peat, Marwick, Mitchell & Co. after receiving a Bachelor of
Science degree from Penn State, where he recently served as a
Trustee.

     * Thomas J. Kozlowski Jr., age 74, is the President of AFIOS,
Inc., an independent private wealth management advisory firm that
he founded in 2005. AFIOS, Inc. provides customized advisory and
wealth management services to families with substantial assets. Mr.
Kozlowski has been involved with the family office industry since
1985. Mr. Kozlowski founded the Family Office Group of Merrill
Lynch in 1993 and has been associated with two separate family
offices: as CFO and Acting President of a Forbes 400 Family Office
and as Senior VP and Treasurer of an active private merchant bank
holding controlling positions in public and private companies. Mr.
Kozlowski has degrees in accounting and law from Georgetown
University and an MBA from George Washington University. He is a
CPA, a CMA, and a member of the Bars of Virginia and the District
of Columbia.

     * Calvin D. Walsh, age 79, is the retired Regional Vice
President of Sales and Marketing for Siemens Energy and Automation,
headquartered in Alpharetta, Georgia, during his 40-year career in
the electrical industry. Mr. Walsh held numerous sales and sales
management positions, including Regional Sales Manager, District
Manager, and Senior Sales Engineer. Cal began his career in 1967
after graduating from The Pennsylvania State University with a
Bachelor of Science degree in Mechanical Engineering. Mr. Walsh
joined the General Electric Technical Marketing Program directly
after college, was later employed by ITE Imperial Corporation in
Philadelphia, and joined Siemens Energy and Automation as a sales
engineer in 1981. Mr. Walsh held numerous sales management and
marketing positions and was an integral contributor to the immense
growth of Siemens in the United States.

Previous Board members Christopher Williams, Michael O'Neal,
William Huff, and Mengyin H. Liang "Roz Huang" have resigned as
directors. AppTech's Chairman, Luke D'Angelo stated, "We genuinely
appreciate our outgoing board members' unwavering dedication to
AppTech. We are excited to work with our new AFIOS partners, who
are clearly focused on near- and long-term value creation. "

                  About AppTech Payments Corp.

Headquartered in Carlsbad, California, AppTech Payments Corp. --
www.apptechcorp.com -- provides digital financial services for
financial institutions, corporations, small and midsized
enterprises, and consumers through the Company's scalable
cloud-based platform architecture and infrastructure, coupled with
its Specialty Payments development and delivery model. AppTech
maintains exclusive licensing and partnership agreements in
addition to a full suite of patented technology capabilities.

San Diego, California-based DBBMcKennon, the Company's auditor
since 2014, issued a "going concern" qualification in its report
dated April 1, 2024, citing that the Company has limited revenues
and has suffered recurring losses from operations. These conditions
raise substantial doubt about the Company's ability to continue as
a going concern.

For the year ended December 31, 2023, Apptech reported a net loss
of $18.5 million, compared to a net loss of $16.3 million for the
year ended December 31, 2022.


ARENA GROUP: Elects 6 New Directors, Reappoints KPMG as Auditor
---------------------------------------------------------------
The Arena Group Holdings, Inc. held its Annual Meeting on December
12, 2024, during which the Company elected H. Hunt Allred, Laura
Lee, Christopher Petzel, Cavitt Randall, Christopher Fowler, and
Carlo Zola as directors and ratified the appointment of KPMG LLP as
the Company's independent registered public accounting firm for the
fiscal year ending December 31, 2024.

                        About The Arena Group

Headquartered in New York, The Arena Group Holdings, Inc. --
www.thearenagroup.net -- is a media company that leverages
technology to build deep content verticals powered by anchor brands
and a best-in-class digital media platform empowering publishers
who impact, inform, educate, and entertain. The Company's strategy
is to focus on key subject matter verticals where audiences are
passionate about a topic category (e.g., sports and finance),
leveraging the strength of its core brands to grow its audience and
increase monetization both within its core brands and for its media
publisher partners. The Company's focus is on leveraging its
Platform and brands in targeted verticals to maximize audience
reach, enhance engagement, and optimize monetization of digital
publishing assets for the benefit of its users, its advertiser
clients, and its greater than 40 owned and operated properties, as
well as properties it runs on behalf of independent Publisher
Partners. The Company owns and operates TheStreet, The Spun,
Parade, and Men's Journal, and powers more than 320 independent
Publisher Partners, including the many sports team sites that
comprise FanNation.

Arena Group Holdings reported a net loss of $55.6 million for the
year ended December 31, 2023, compared to a net loss of $70.9
million for the year ended December 31, 2022.

New York, NY-based Marcum LLP, the Company's auditor since 2019,
issued a "going concern" qualification in its report dated April 1,
2024, citing that the Company has a significant working capital
deficiency, has incurred significant losses, and may need to
restructure its debt to meet its obligations and sustain its
operations. These conditions raise substantial doubt about the
Company's ability to continue as a going concern.


ASCENT SOLAR: Incurs $1.69 Million Net Loss in Third Quarter
------------------------------------------------------------
Ascent Solar Technologies, Inc., filed with the Securities and
Exchange Commission its Quarterly Report on Form 10-Q disclosing a
net loss of $1.69 million on $8,550 of total revenues for the three
months ended Sept. 30, 2024, compared to a net loss of $1.91
million on $229,954 of total revenues for the three months ended
Sept. 30, 2023.

For the nine months ended Sept. 30, 2024, the Company reported a
net loss of $7.67 million on $41,893 of total revenues compared to
a net loss of $11.91 million on $455,480 of total revenues for the
same period in 2023.

As of Sept. 30, 2024, the Company had $7.92 million in total
assets, $4.59 million in total liabilities, and $3.33 million in
total stockholders' equity.

Liquidity and Capital Resources

Ascent Solar said, "The Company currently has limited PV production
at its manufacturing facility.  The Company does not expect that
sales revenue and cash flows will be sufficient to support
operations and cash requirements until it has fully restarted its
production at industrial scale and achieved desired improvements to
its PV products.  During the nine months ended September 30, 2024
the Company used $6,897,159 in cash for operations.

"Additionally, projected total revenues are not anticipated to
result in a positive cash flow position for the year overall and,
as of September 30, 2024, while the Company has working capital of
$1,362,847.  Management does not believe cash liquidity is
sufficient for the next twelve months and will require additional
financing.

"The Company continues activities related to securing additional
financing through strategic or financial investors, but there is no
assurance the Company will be able to raise additional capital on
acceptable terms or at all.  If the Company's revenues do not
increase rapidly, and/or additional financing is not obtained, the
Company will be required to significantly curtail operations to
reduce costs and/or sell assets.  Such actions would likely have an
adverse impact on the Company's future operations.

"As a result of the Company's recurring losses from operations, and
the need for additional financing to fund its operating and capital
requirements, there is uncertainty regarding the Company's ability
to maintain liquidity sufficient to operate its business
effectively, which raises doubt as to the Company's ability to
continue as a going concern.

"Management cannot provide any assurances that the Company will be
successful in accomplishing any of its plans."

A full-text copy of the Form 10-Q is available for free at:

https://www.sec.gov/ix?doc=/Archives/edgar/data/1350102/000095017024127076/asti-20240930.htm

                            About Ascent

Thornton, CO-based Ascent Solar Technologies, Inc. --
www.AscentSolar.com -- is a solar technology company that
manufactures and sells photovoltaic ("PV") solar modules that are
flexible, durable, and possess attractive power to weight and power
to area performance.  The Company's technology provides renewable
power solutions to high-value production and specialty solar
markets where traditional rigid solar panels are not suitable,
including aerospace, agrivoltaics, and niche
manufacturing/construction sectors.  The Company operates in these
target markets because they have highly specialized needs for power
generation and offer attractive pricing due to the significant
technological requirements.

Salt Lake City, Utah-based Haynie & Company, the Company's auditor
since 2017, issued a "going concern" qualification in its report
dated Feb. 21, 2024, citing that the Company has had limited
production which has led to the Company having a working capital
deficit resulting in the Company being dependent on outside
financing to fund its operations.  There is no assurance that the
Company will be able to raise additional capital and cash on hand
is not sufficient to sustain operations.  These factors raise
substantial doubt about its ability to continue as a going
concern.



ASHFORD HOSPITALITY: Launches Initiative to Boost EBITDA
--------------------------------------------------------
Ashford Hospitality Trust, Inc., announced on December 17, 2024,
the launch of a transformative strategic initiative designed to
drive outsized EBITDA growth and substantially improve shareholder
value.

The initiative, labeled "GRO AHT," centers around three core
pillars: G&A Reduction, Revenue Maximization, and Operational
Efficiency.

"GRO AHT represents a bold and focused plan to enhance performance
and create value for our shareholders," said Stephen Zsigray,
President and Chief Executive Officer of Ashford Trust. "While we
expect to benefit from limited supply growth and other industry
tailwinds in the coming years, we are targeting an incremental $50
million of EBITDA improvement to run-rate corporate EBITDA with
this initiative -- an increase of more than 20%, which we believe
will have a transformative impact on our equity value and leverage
metrics."
GRO AHT: Three Core Pillars

1. G&A Reduction

With the full support of our advisor, Ashford Inc., the Company is
committed to achieving significant reductions in corporate
overhead. Key actions include:

     * Substantially cutting management and board compensation
while enhancing alignment with shareholders

     * Negotiating to reduce advisory fees and reimbursable
expenses with advisor Ashford, Inc.

     * Reducing professional services and other general and
administrative expenses

2. Revenue Maximization

This pillar is focused on driving outsized top-line performance
across the Ashford Trust portfolio. Components include:

     * Key revenue-focused hires recently made by the Company's
advisor, Ashford Inc., and largest property manager, Remington, to
enhance top-line performance

     * Driving aggressive sales efforts to grow room revenue market
share in 2025 by more than 200 basis points across the portfolio,
as measured by RevPAR Index

     * Increasing existing ancillary revenues through pricing
audits for food and beverage, gift shops, parking, and other
streams

     * Rolling out new ancillary revenue streams across the
portfolio

3. Operational Efficiency

To combat ongoing pressures on property-level margins, our property
managers are implementing several efficiency-focused measures
designed to reduce costs, improve productivity, and maintain
exceptional performance. These include:

     * Reducing payroll expense through recently completed
reductions in force and upcoming changes to PTO policies

     * Re-negotiating contracts and bidding out MSAs to achieve
cost savings

     * Implementing LED lighting and other energy-saving
initiatives across the portfolio

     * Optimizing overtime and contract labor usage to further
reduce labor costs

"GRO AHT is more than a plan, it's a transformative initiative
designed to deliver meaningful and sustainable growth in 2025 and
beyond," added Zsigray. "As we near repayment of our corporate
strategic financing – the primary focus of our efforts in 2024,
we are excited to partner with our advisor and property managers to
deliver on this next initiative. We are turning the page on COVID
and look forward to beginning the next chapter for Ashford Trust."

Ashford Hospitality Trust will continue to share updates and
milestones as GRO AHT progresses.

                    About Ashford Hospitality

Headquartered in Dallas, Texas, Ashford Hospitality Trust, Inc.
operates as a self-advised real estate investment trust focusing on
the lodging industry.

Ashford Hospitality Trust reported a net loss of $180.73 million
for the year ended Dec. 31, 2023, compared to a net loss of $141.06
million for the year ended Dec. 31, 2022. As of Dec. 31, 2023, the
Company had $3.46 billion in total assets, $3.69 billion in total
liabilities, $22.01 million in redeemable noncontrolling interests
in operating partnership, $79.98 million in Series J Redeemable
Preferred Stock, $0.01 par value (3,475,318 shares issued and
outstanding at December 31, 2023), $4.78 million in Series K
Redeemable Preferred Stock, $0.01 par value (194,193 shares issued
and outstanding at December 31, 2023), and $331.04 million in total
deficit.

                           *     *     *

Egan-Jones Ratings Company, on May 5, 2023, maintained its 'CCC+'
foreign currency and local currency senior unsecured ratings on
debt issued by Ashford Hospitality Trust, Inc.

On March 1, 2024, the Company received notice that the hotel
properties securing the KEYS Pool A and KEYS Pool B loans had been
transferred to a court-appointed receiver.

On March 6, 2024, the Company sold the Residence Inn Salt Lake City
in Salt Lake City, Utah, for $19.2 million in cash. As reported by
the TCR on April 22, the Company closed on the sale of the 390-room
Hilton Boston Back Bay in Boston, Massachusetts, for $171 million.
On April 29, it closed on the sale of the 85-room Hampton Inn in
Lawrenceville, Georgia, for $8.1 million. On May 27, Ashford closed
a $267 million refinancing of the mortgage loan for the 673-room
Renaissance Hotel in Nashville, Tennessee, which had a final
maturity date of March 2026. On June 14, the Company closed on the
sale of the 90-room Courtyard located in Manchester, Connecticut,
for $8 million.


ASPIRA WOMEN'S: Appoints Dr. Sandra Milligan as Interim CEO
-----------------------------------------------------------
Aspira Women's Health Inc. disclosed in a Form 8-K Report filed
with the U.S. Securities and Exchange Commission that on December
16, 2024, Nicole Sandford, the Company's Chief Executive Officer
and a director, will be departing the Company as CEO and director,
effective immediately, to focus on a family health matter.

The Board of Directors of the Company has appointed the Company's
President, Dr. Sandra Milligan as interim CEO while a nationwide
search of internal and external candidates is conducted. Ms.
Sandford will remain with the Company as a consultant to ensure a
seamless transition.

Ms. Sandford has entered into a separation agreement with the
Company pursuant to which she has agreed to a general release and,
among other things, will be paid $375,000 in equal biweekly
installments for a period of nine months as well as be paid a bonus
of $135,000 to be paid upon the earlier of a fund raising or
September 30, 2025, all in accordance with her amended and restated
employment agreement dated March 1, 2023, as amended.

"The Board thanks Nicole for the outstanding work she has done in
stabilizing the business, building a first-class team, and putting
the company on solid footing for the next phase of growth," said
Ms. Jannie Herchuk, Chairwoman of the Board at Aspira. "During her
tenure as CEO, Aspira launched its OvaWatch multivariate assay, a
significant expansion of our commercial ovarian cancer portfolio,
and received a $10 million award from the Advanced Research
Projects Agency for Health to complete the company's endometriosis
detection product. Her contributions helped bring us to a critical
inflection point for Aspira."

"Sandy Milligan has a deep understanding of Aspira's technology and
vision and is well-positioned to oversee the continued execution of
the Company's long-term growth strategy as we search for a
permanent successor." Ms. Herchuk continued.

                   About Aspira Women's Health

Formerly known as Vermillion, Inc., Aspira Women's Health Inc. --
http://www.aspirawh.com-- is dedicated to the discovery,
development, and commercialization of noninvasive, AI-powered tests
to aid in the diagnosis of gynecologic diseases. OvaWatch and
Ova1Plus are offered to clinicians as OvaSuiteSM. Together, they
provide a comprehensive portfolio of blood tests to aid in the
detection of ovarian cancer for the 1.2+ million American women
diagnosed with an adnexal mass each year. OvaWatch provides a
negative predictive value of 99% and is used to assess ovarian
cancer risk for women where initial clinical assessment indicates
the mass is indeterminate or benign, and thus surgery may be
premature or unnecessary. Ova1Plus is a reflex process of two
FDA-cleared tests, Ova1 and Overa, to assess the risk of ovarian
malignancy in women planned for surgery.

Boston, Massachusetts-based BDO USA, P.C., the Company's auditor
since 2012, issued a "going concern" qualification in its report
dated March 29, 2024, citing that the Company has suffered
recurring losses from operations and expects to continue to incur
substantial losses in the future, which raises substantial doubt
about its ability to continue as a going concern.

Aspira Women's Health reported a net loss of $16.69 million for the
year ended Dec. 31, 2023, compared to a net loss of $29.88 million
for the year ended Dec. 31, 2022. As of June 30, 2024, Aspira
Women's Health had $3.96 million in total assets, $7.67 million in
total liabilities, and $3.7 million in total stockholders' deficit.


ATI PHYSICAL: Amends Note Purchase, Credit Deals w/ Wilco, Lenders
------------------------------------------------------------------
ATI Physical Therapy, Inc., disclosed in a Form 8-K Report filed
with the U.S. Securities and Exchange Commission that the Company
entered into amendments to its:

     * Note Purchase Agreement
     * Credit Agreement
     * First A&R Certificate of Designation

(a) Third Amendment to Note Purchase Agreement

On April 17, 2023, the Company entered into a Note Purchase
Agreement, by and among the Company, Wilco Holdco, Inc., Wilco
Intermediate Holdings, Inc., ATI Holdings Acquisition, Inc., the
purchasers from time to time party thereto and Wilmington Savings
Fund Society, FSB, as purchaser representative, pursuant to which
the Company issued to certain Purchasers (a) second lien PIK
convertible notes in an aggregate principal amount of
$103,243,302.02 and (b) second lien delayed draw PIK notes in an
aggregate principal amount of $41,500,000.00.

On December 12, 2024, the Company, Wilco, Holdings, Opco, the
subsidiary guarantors party thereto, the Purchasers party thereto
and the other purchasers party thereto and the Purchaser
Representative, entered into the Third Amendment to Note Purchase
Agreement, pursuant to which, among other things, the Company
agreed to issue to the Third Amendment Purchasers new second lien
PIK notes in the aggregate principal amount of up to $6,000,000.

Pursuant to the terms of the Escrow Agreement, dated as of December
12, 2024, each Third Amendment Purchaser will fund into escrow an
amount up to such Third Amendment Purchaser's Third Amendment Notes
commitment to be held in escrow until the satisfaction or waiver of
the Tender Offer Conditions and the agreement by the Company or its
applicable affiliate to accept the Shares. If the Escrow Release
Conditions are not satisfied, the deposited funds held in escrow
will be returned to each Third Amendment Purchaser and the Company
will pay each Third Amendment Purchaser a termination fee equal to
the amount of accrued interest that would otherwise have been
payable on the Third Amendment Notes on such date.

If issued, the Third Amendment Notes will mature on August 24, 2028
and will bear interest (x) for the period commencing on the
Pre-Funding Date and ending on the date that is 180 days after the
Pre-Funding Date, at a rate per annum equal to 12% and (y) for the
period commencing after the date that is 180 days after the
Pre-Funding Date, at a rate per annum equal to 17%, payable
quarterly in-kind in the form of additional Third Amendment Notes
by capitalizing the amount of such interest on the outstanding
principal balance of the Third Amendment Notes in arrears on each
interest payment date. The Third Amendment Notes are not
convertible into the Company's Common Stock.

(b) Amendment No. 3 to Credit Agreement

On April 24, 2022, the Company entered into a Credit Agreement, by
and among Holdings, Opco, the lenders from time to time party
thereto, HPS Investment Partners, LLC, as lender representative and
Barclays Bank plc, as administrative agent, pursuant to which the
Lenders extended to Opco (a) senior secured term loans in an
aggregate principal amount of $500,000,000.00 and (b) revolving
credit commitments in an aggregate amount of $50,000,000.00.

On the Amendment Closing Date, the Company, Wilco, Holdings, Opco,
the subsidiary guarantors party thereto, the Lenders party thereto,
the Lender Representative and the Administrative Agent, entered
into the Amendment No. 3 to the Credit Agreement and Amendment No.
1 to Parent Loan Guaranty, pursuant to which the Lenders party
thereto and the Company agreed to make certain amendments to the
Credit Agreement to allow for, among other things, entry into the
Escrow Agreement and Note Purchase Agreement Amendment and to allow
for the issuance of a tender offer statement and the transactions
contemplated thereby.

(c) First Certificate of Amendment to First A&R Certificate of
Designation

On February 23, 2022, the Company adopted that certain Certificate
of Designation of Series A Senior Preferred Stock of the Company
filed in the office of the Secretary of State of Delaware on
February 24, 2022, for purposes of issuing shares of preferred
stock, with a par value of $0.0001 per share, designated as a
series known as "Series A Senior Preferred Stock," with each such
share having voting rights, if any, designations, powers,
preferences and relative, participating, optional, special and
other rights, if any, and the qualification, limitations and
restrictions, as set forth in the Certificate of Designation. On
April 16, 2023, the Company adopted that certain First Amended and
Restated Certificate of Designation of Series A Senior Preferred
Stock of the Company filed in the office of the Secretary of State
of Delaware on June 15, 2023.

On the Amendment Closing Date, the amendments to the First A&R
Certificate of Designation set forth in that certain First
Certificate of Amendment to First A&R Certificate of Designation
were adopted.  The Certificate of Designation Amendment, among
other things, allows for the issuance of a tender offer statement
and the transactions contemplated thereby.

                  About ATI Physical Therapy

Headquartered in Bolingbrook, Ill., ATI Physical Therapy, Inc.,
together with its subsidiaries, is a nationally recognized
healthcare company specializing in outpatient rehabilitation and
adjacent healthcare services. The Company provides outpatient
physical therapy services under the name ATI Physical Therapy and,
as of Dec. 31, 2023, had 896 clinics located in 24 states (as well
as 18 clinics under management service agreements).

Chicago, Ill.-based Deloitte and Touche LLP, the Company's auditor
since 2023, issued a "going concern" qualification in its report
dated Feb. 27, 2024, citing that the Company has experienced
recurring losses from operations and negative cash flows from
operations and requires operational improvement in order to meet
its obligations as they become due over the next 12 months and
maintain compliance with debt covenants, which raises substantial
doubt about its ability to continue as a going concern.

As of September 30, 2024, ATI Physical Therapy had $967.3 million
in total assets, $889.6 million in total liabilities, $238.9
million in mezzanine equity, and $161.1 million in total
stockholders' deficit.


ATLAS CC HOLDING: S&P Lowers Term Loan C Rating to 'B'
------------------------------------------------------
S&P Global Ratings corrected its issue-level rating on San Diego,
Calif.-based Atlas CC Holding LLC's (d/b/a Cubic Corp.) term loan C
by lowering it to 'B' from 'B+'. This change follows the correction
of an error in the associated recovery rating, which is revised to
'2' from '1'. The '2' recovery rating indicates its expectation for
substantial (70%-90%; rounded estimate 70%) recovery in the event
of a payment default.

The error relates to the recovery analysis underlying the ratings
S&P originally assigned to Cubic's $300 million term loan C on
April 16, 2021. The recovery analysis was based on an incorrect
assessment that the instrument enjoys a priority claim to
restricted cash collateralizing the company's letters of credit
(LOC) facility. Although the terms of the credit agreement do
provide for releases of cash collateral associated with reductions
in the LOC facility commitments to be used to prepay term loan C
borrowings, the terms do not provide a priority benefit to term
loan C lenders in the event of a default. Furthermore, the terms do
not mandate any reduction or elimination of the LOC facility
commitments in a default scenario that would benefit the term loan
C lenders. The term loan C in fact holds a pari passu claim to this
cash (along with the rest of the first-lien instruments) after
reimbursement of claims associated with collateralized LOC.

S&P said, "Our updated recovery analysis reflects the corrected
collateral waterfall. As a result, we revised the recovery rating
on Cubic's term loan C to '2' from '1' and the rounded estimate for
recovery to 70% from 90%. Consequently, the correct issue-level
rating is 'B' instead of 'B+'. Our ratings on the term loan C
facility are now aligned with our ratings on the rest of the
first-lien credit facilities."

All S&P's other ratings on Cubic, including the issuer credit
rating, are unchanged.

ISSUE RATINGS—RECOVERY ANALYSIS

Key analytical factors

-- In S&P's recovery analysis, it estimates the borrower and
guarantor entities of Atlas CC Acquisition Corp.'s secured debt
account for about 65% of our emergence enterprise value. Parent
guarantors include Cubic and Defense ParentCo Inc.

-- The first-lien lenders benefit from a first-priority lien on
substantially all the assets of the borrower and guarantor and a
65% stock pledge on the first-tier stock of foreign entities.
Collateral excludes, among other things, the company's equity
interest in the Boston AFC 2.0 OpCo LLC variable interest entity,
the assets of nonmaterial domestic subsidiaries, and foreign
entities.

-- S&P's simulated 2026 default scenario results from a confluence
of financial strain from its high debt service and operational
missteps that result in contract losses and lower win rates.

-- The company can issue up to $700 million of standby LOCs to
meet its performance obligation and self-insurance needs. LOCs can
be used to support general corporate obligations of the company and
the needs of its joint ventures.

-- S&P said, "In our default scenario, we assume 20% of the LOC
facilities are drawn with overall LOC utilization of about $175
million. We assume about $165 million of the total $300 million
restricted cash is utilized to collateralize letters of credit at
default and the remainder is released from restricted cash to
benefit first-lien recoveries."

-- Supporting the company's reorganization and lender recoveries
are its long-term contracts and revenue backlog; the integration of
Cubic's services and products into its client critical workflows;
its leading market position within transportation services; and the
value of its payment systems, communication networks, and software
assets.

-- S&P assumes a bankruptcy filing within the U.S. and that an
in-court reorganization timeline could be extended, given the
complexity of restructuring a multinational company with various
stakeholders (e.g., national security interests of U.S. and foreign
military organizations and U.S. and foreign state and city
government entities).

Simulated default assumptions

-- The revolving credit facility is 85% drawn at default.

-- The uncollateralized LOC facility is 20% drawn.

-- Release of $135 million cash collateral

-- Outstanding debt at default includes six months of prepetition
interest and fees.

-- Simulated year of default: 2026

-- EBITDA at emergence: about $242 million

-- Implied enterprise valuation multiple: 6.5x

-- Net recovery value (after administrative expenses): $1.62
billion

Simplified waterfall

-- First-lien facilities (including revolver, term loan B, term
loan C, and LOC facility): About $2.0 billion

    --Recovery expectations: 70%-90% (rounded estimate: 70%)

-- Second-lien term loan (not rated) outstanding: About $340
million



AVINGER INC: Execs Sign Waiver of Certain Benefits
--------------------------------------------------
Avinger, Inc., disclosed in a Form 8-K filing with the U.S.
Securities and Exchange Commission that on December 11, 2024, in
connection with a potential assignment for the benefit of
creditors, followed by a voluntary dissolution and liquidation, the
Company's named executive officers -- Jeffrey M. Soinski, Himanshu
Patel and Nabeel Subainati -- executed waivers.

These waivers relate to certain rights and benefits under their
change of control and severance agreements, retention bonus
agreements, and/or offer letter agreements, which might otherwise
be triggered by the Assignment and Dissolution or related
transactions.

Pursuant to the waivers:

     * The officers agreed that the transfer of the Company's
assets to a liquidating trust or assignee for the purpose of
liquidation and distribution shall not constitute a Change of
Control as defined in the applicable agreements.

     * The officers expressly waived the applicability of
provisions under their agreements that would otherwise provide for
severance payments, COBRA reimbursements, accelerated vesting of
unvested stock options and restricted stock, and extensions of the
post-termination exercise period for any options in connection with
the Transfer.

     * The officers waived any rights to retention bonus payments
under their applicable retention bonus agreements.

                        About Avinger Inc.

Headquartered in Redwood City, Calif., Avinger, Inc. --
http://www.avinger.com/-- is a commercial-stage medical device
company that designs and develops the first image-guided,
catheter-based system for the diagnosis and treatment of patients
with vascular disease in the peripheral and coronary arteries.
Avinger is dedicated to radically changing the way vascular
disease
is treated through its Lumivascular platform, which currently
consists of the Lightbox series of imaging consoles, the Ocelot
and
Tigereye family of chronic total occlusion (CTO) catheters, and
the
Pantheris family of atherectomy devices for the treatment of
peripheral artery disease (PAD), estimated to affect more than 200
million people worldwide. Avinger is developing its first product
application for the treatment of coronary artery disease (CAD), an
image-guided system for CTO-crossing in the coronary arteries,
which provides the opportunity to redefine a large and underserved
market.

As of September 30, 2024, Avinger had $13.6 million in total
assets, $9.7 million in total liabilities, and $3.9 million in
total stockholders' equity.

San Francisco, Calif.-based Moss Adams LLP, the Company's auditor
since 2017, issued a "going concern" qualification in its report
dated March 20, 2024, citing that the Company's recurring losses
from operations and its need for additional capital raise
substantial doubt about its ability to continue as a going concern.


AVINGER INC: Posts $4.06 Million Net Loss in Third Quarter
----------------------------------------------------------
Avinger, Inc., filed with the Securities and Exchange Commission
its Quarterly Report on Form 10-Q disclosing a net loss applicable
to common stockholders of $4.06 million on $1.65 million of
revenues for the three months ended Sept. 30, 2024, compared to a
net loss applicable to common stockholders of $2.04 million on
$1.82 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 applicable to common stockholders of $12.33 million on
$5.36 million of revenues compared to a net loss applicable to
common stockholders of $13.30 million on $5.75 million of revenues
for the same period a year ago.

As of Sept. 30, 2024, the Company had $13.60 million in total
assets, $9.73 million in total liabilities, and $3.88 million in
total stockholders' equity.

Avinger stated, "The Company can provide no assurance that it will
be successful in raising funds pursuant to additional equity or
debt financings or that such funds will be raised at prices that do
not create substantial dilution for its existing stockholders.
Given the volatility in the Company's stock price, any financing
that the Company may undertake in the next twelve months could
cause substantial dilution to its existing stockholders, and there
can be no assurance that the Company will be successful in
acquiring additional funding at levels sufficient to fund its
various endeavors.  These conditions raise substantial doubt about
the Company's ability to continue as a going concern.  In addition,
the macroeconomic environment has in the past resulted in and could
continue to result in reduced consumer and investor confidence,
instability in the credit and financial markets, volatile corporate
profits and reduced business and consumer spending, which could
increase the cost of capital and/or limit the availability of
capital to the Company.

"If the Company is unable to raise additional capital in sufficient
amounts or on terms acceptable to it, the Company may have to
significantly reduce its operations or delay, scale back or
discontinue the development and sale of one or more of its
products. The financial statements do not include any adjustments
that might result from the outcome of this uncertainty.  The
Company's ultimate success will largely depend on its continued
development of innovative medical technologies, its ability to
successfully commercialize its products and its ability to raise
significant additional funding."

A full-text copy of the Form 10-Q is available for free at:

https://www.sec.gov/ix?doc=/Archives/edgar/data/1506928/000143774924033979/avgr20240930_10q.htm

                        About Avinger Inc.

Headquartered in Redwood City, Calif., Avinger, Inc. --
http://www.avinger.com-- is a commercial-stage medical device
company that designs, manufactures, and sells real-time
high-definition image-guided, minimally invasive catheter-based
systems that are used by physicians to treat patients with
peripheral artery disease ("PAD").  Patients with PAD have a
build-up of plaque in the arteries that supply blood to areas away
from the heart, particularly the pelvis and legs.  The Company's
mission is to significantly improve the treatment of vascular
disease through the introduction of products based on its
Lumivascular platform, the only intravascular real-time
high-definition image-guided system available in this market.

San Francisco, Calif.-based Moss Adams LLP, the Company's auditor
since 2017, issued a "going concern" qualification in its report
dated March 20, 2024, citing that the Company's recurring losses
from operations and its need for additional capital raise
substantial doubt about its ability to continue as a going concern.


B. RILEY: Term Loan Maturity Date Extended to Feb. 3, 2026
----------------------------------------------------------
B. Riley Financial, Inc., disclosed in a Form 8-K filing with the
U.S. Securities and Exchange Commission that the Company and its
wholly owned subsidiary, BR Financial Holdings, LLC, a Delaware
limited liability company, entered into a credit agreement dated
August 21, 2023, by and among the Company, the Borrower, the
lenders party thereto, Nomura Corporate Funding Americas, LLC, as
administrative agent, and Computershare Trust Company, N.A., as
collateral agent, providing for a $500 million secured term loan
credit facility and a $100 million secured revolving loan credit
facility.

On December 9, 2024, the Company and the Borrower entered into
Amendment No. 5 to Credit Agreement with each of the lenders party
thereto and the Administrative Agent, pursuant to which the parties
agreed to (i) extend the springing maturity date of the term loans
if more than $25,000,000 aggregate principal amount of the March
2026 bonds is outstanding to February 3, 2026 and (ii) permit under
certain conditions an additional $10,000,000 of telecommunications
financing. There was no fee charged in connection with the Fifth
Amendment.

                   About B. Riley Financial

B. Riley Financial -- http://www.brileyfin.com/-- is a
diversified
financial services company that delivers tailored solutions to
meet
the strategic, operational, and capital needs of its clients and
partners.  B. Riley leverages cross-platform expertise to provide
clients with full service, collaborative solutions at every stage
of the business life cycle.  Through its affiliated subsidiaries,
B. Riley provides end-to-end financial services across investment
banking, institutional brokerage, private wealth and investment
management, financial consulting, corporate restructuring,
operations management, risk and compliance, due diligence,
forensic
accounting, litigation support, appraisal and valuation, auction,
and liquidation services.  B. Riley opportunistically invests to
benefit its shareholders, and certain affiliates originate and
underwrite senior secured loans for asset-rich companies.


BBQ 4 LIFE: Hires Zenith Tax & Accounting LLC as Accountant
-----------------------------------------------------------
BBQ 4 Life LLC seeks approval from the U.S. Bankruptcy Court for
the District of Idaho to employ Zenith Tax & Accounting, LLC as
accountant.

The firm will provide these services:

     a. provide as-needed financial accounting services, including
ongoing financial accounting entries, payroll services, reports,
and statements.

     b. prepare federal and state income tax returns with
supporting schedules and related tax report filings (income tax,
payroll, etc.), and perform related research as necessary; and

     c. consult and assist with tax liability projections;

The firm will be paid at these rates:

     Accounting and business consulting      $50 per hour
     Business tax preparation                $150 per hour

The firm will also be reimbursed for reasonable out-of-pocket
expenses incurred.

Jayson Arrington, a partner at Zenith Tax & Accounting, LLC,
disclosed in a court filing that the firm is a "disinterested
person" as the term is defined in Section 101(14) of the Bankruptcy
Code.

The firm can be reached at:

     Jayson Arrington
     Zenith Tax & Accounting, LLC
     4696 W Overland Rd # 212
     Boise, ID 83705
     Tel: (208) 205-9057

              About BBQ 4 Life LLC

BBQ 4 Life, LLC filed its voluntary petition for relief under
Chapter 11 of the Bankruptcy Code (Bankr. D. Idaho Case No.
24-00585) on August 30, 2024, listing up to $50,000 in assets and
$500,001 to $1 million in liabilities.

Judge Noah G Hillen presides over the case.

Matthew T. Christensen, Esq. at Johnson May, PLLC represents the
Debtor as counsel.


BEECH INTERNATIONAL: Gets Interim OK to Use Cash Collateral
-----------------------------------------------------------
Beech International, LLC received interim approval from the U.S.
Bankruptcy Court for the Eastern District of Pennsylvania to use
cash collateral for working capital and other purposes.

The interim order approved the use of cash collateral through the
earliest of Jan. 10, 2025; the entry of a subsequent interim cash
collateral order; the entry of a final order approving the use of
cash collateral; or the entry of an order appointing a Chapter 11
trustee or examiner or converting the case into one under Chapter
7.

UMB Bank, National Association and PIDC Local Development
Corporation assert an interest in the company's cash collateral.

As adequate protection for the use of cash collateral, both lenders
were granted replacement liens on all property of Beech
International acquired after the petition date.

UMB is the trustee under a Trust Indenture dated as of Sept. 1,
2010, between the Philadelphia Authority for Industrial Development
and TD Bank, N.A., as prior trustee. Pursuant to the Indenture,
among other things, PAID issued certain Revenue Bonds
(International Apartments at Temple University) Series 2010A,
2010B, and 2010C, in the aggregate principal amount of $17.280
million.

On Sept. 1, 2010, PAID loaned the proceeds of the bonds to Beech
International to acquire, construct, equip and install the student
housing facility with two commercial units adjacent to Temple
University.

Prior to the petition Date, PIDC Local Development Corporation made
(i) a loan in the amount of $600,000 to the company's sole member,
Beech Interplex, Inc.; and (ii) a loan in the amount of $1 million
to Beech Interplex.

The final hearing is scheduled for Jan. 13, 2025.

                     About Beech International

Beech International, LLC sought protection under Chapter 11 of the
U.S. Bankruptcy Code (Bankr. E.D. Pa. Case No. 24-14406) on
December 10, 2024, with $10 million to $50 million in both assets
and liabilities. Ken Scott, chief executive officer of Beech
International, signed the petition.

Judge Ashely M. Chan oversees the case.

Robert Lapowsky, Esq., at Stevens & Lee, P.C., represents the
Debtor as legal counsel.


BETTER CHOICE: Shareholders Vote to Elect 5 Directors
-----------------------------------------------------
Better Choice Company Inc. on December 18, 2024, held its 2024
Annual Meeting of Stockholders to consider and vote on three
proposals, each of which is described in greater detail in the
Company's definitive proxy statement filed with the Securities and
Exchange Commission on November 5, 2024.

Of the 1,825,139 shares of the Company's common stock outstanding
as of the record date, 1,108,008 shares, or 60.70%, were present
virtually or represented by proxy at the Annual Meeting. The final
voting results for each of the matters submitted to a Company
stockholder vote at the Annual Meeting are:

     1. Each Lionel F. Conacher, Kent Cunningham, Gil Fronzaglia,
John M. Word III, and Michael Young were duly elected to serve as a
director of the Company's board of directors for a term expiring at
the 2024 annual meeting of stockholders and until his or her
successor shall have been elected and qualified or until earlier
resignation, removal from office or death.

     2. The reaffirmation of Marcum LLP as the Company's
independent registered public accounting firm for the fiscal year
ending December 31, 2024, was ratified.

     3. The compensation of the Company's named executive officers
was approved, on an advisory (non-binding) basis.

                        About Better Choice

Better Choice Company Inc. is headquartered in Tampa, Florida, and
focuses on pet health and wellness. The company is known for its
premium pet products under the Halo brand, including Halo Holistic,
Halo Elevate, and the rebranded TruDog products.

BDO USA, P.C., based in Tampa, Florida, has been the company's
auditor since 2021. In its report dated April 12, 2024, BDO USA
issued a "going concern" qualification. The report highlighted that
the company has consistently incurred operating losses, had an
accumulated deficit, and failed to meet certain financial covenants
as of December 31, 2023. These factors raise substantial doubt
about Better Choice's ability to continue as a going concern for
the twelve months after the filing of the report.


BEYOND AIR: Appoints WithumSmith+Brown as New Auditors
------------------------------------------------------
Beyond Air, Inc. disclosed in a Form 8-K Report filed with the U.S.
Securities and Exchange Commission that on December 17, 2024, the
Audit Committee dismissed Marcum LLP as the Company's independent
registered public accounting firm, effective immediately.

The dismissal was not related to any disagreements with Marcum on
any matter of accounting principles or practices, financial
statement disclosure, or auditing scope or procedure. The reports
of Marcum on the consolidated financial statements of the Company
as of and for the fiscal years ended March 31, 2024 and 2023 did
not contain an adverse opinion or a disclaimer of opinion and were
not qualified or modified as to uncertainty, audit scope, or
accounting principles except for a paragraph in the report on the
consolidated financial statements of the Company as of and for the
fiscal year ended March 31, 2024 regarding substantial doubt about
the Company's ability to continue as a going concern.

During the fiscal years ended March 31, 2024 and 2023 and the
subsequent interim period through the date of this report, there
were no disagreements within the meaning of Item 304(a)(1)(iv) of
Regulation S-K between the Company and Marcum on any matter of
accounting principles or practices, financial statement disclosure,
or auditing scope or procedure, any of which, if not resolved to
Marcum's satisfaction, would have caused Marcum to make reference
thereto in their reports. During the fiscal years ended March 31,
2024 and 2023, there were no "reportable events."

Marcum has been authorized by the Company to respond fully to the
inquiries of WithumSmith+Brown, PC, the successor independent
registered public accounting firm. The Company provided Marcum with
a copy of the disclosures it is making in this Current Report on
Form 8-K and requested that Marcum furnish the Company with a
letter addressed to the SEC stating whether it agrees with the
statements made herein and, if not, stating the respects in which
it does not agree. A copy of such letter provided by Marcum, dated
December 20, 2024, is filed as Exhibit 16.1 to this Current Report
on Form 8- K.

On the same date, the Audit Committee approved the engagement of
WithumSmith+Brown, PC as the Company's independent registered
public accounting firm for the fiscal year ending March 31, 2025,
effective immediately. During the Company's two most recent fiscal
years ended March 31, 2024 and 2023 and the subsequent interim
periods, neither the Company nor anyone acting on its behalf
consulted with Withum regarding any of the matters described in
Items 304(a)(2)(i) and (ii) of Regulation S-K.

                       About Beyond Air

Headquartered in Garden City, N.Y., Beyond Air, Inc. --
www.beyondair.net -- is a commercial-stage medical device and
biopharmaceutical company developing a platform of nitric oxide
generators and delivery systems (the "LungFit platform") capable of
generating NO from ambient air. The Company's first device, LungFit
PH, received premarket approval from the FDA in June 2022. The NO
generated by the LungFit PH system is indicated to improve
oxygenation and reduce the need for extracorporeal membrane
oxygenation in term and near term (34 weeks gestation) neonates
with hypoxic respiratory failure associated with clinical or
echocardiographic evidence of pulmonary hypertension in conjunction
with ventilatory support and other appropriate agents.

East Hanover, New Jersey-based Marcum LLP, the Company's auditor
since 2019, issued a "going concern" qualification in its report
dated June 24, 2024, citing that the Company has incurred
significant losses and needs to raise additional funds to meet its
obligations and sustain its operations. These conditions raise
substantial doubt about the Company's ability to continue as a
going concern.


BF 121: Seeks Bankruptcy Protection in Texas
--------------------------------------------
On December 17, 2024, BF 121 LLC filed Chapter 11 protection in
the Eastern District of Texas. According to court filing, the
Debtor reports $2,696,507 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) meeting to be held on
January 22, 2025 at 02:30 PM via Telephonic Dial-In Information at
https://www.txeb.uscourts.gov/341info.

           About BF 121 LLC

BF 121 LLC owns and operates a Japanese restaurant business.

BF 121 LLC sought relief under Subchapter V of  Chapter 11 of the
U.S. Bankruptcy Code (Bankr. E.D. Tex. Case No. 24-43043) on
December 17, 2024. In the petition filed by Rebekah Kim as
managing member, the Debtor reports total assets as of September
30, 2024 of $2,638,488 and total liabilities as of September 30,
2024 of $2,696,507
.
Honorable Bankruptcy Judge Brenda T. Rhoades handles the case.

The Debtor is represented by:

     Mark Castillo, Esq.
     CARRINGTON, COLEMAN, SLOMAN & BLUMENTHAL, LLP
     901 Main St., Suite 5500
     Dallas TX 75202
     Tel: 214-855-3000
     Email: markcastillo@ccsb.com


BIG LOTS: Company Announces Closure After Nexus Deal Fails
----------------------------------------------------------
Reshmi Basu, Eliza Ronalds-Hannon and Steven Church of Bloomberg
News report that Big Lots Inc., currently in bankruptcy, has
disclosed that it no longer expects to finalize its asset sale to
Nexus Capital Management LP. Instead, the retailer plans to
initiate store sales in the coming days to safeguard the value of
its real estate assets, the report relates.

Employing more than 27,000 workers, the discount chain announced
that it is actively exploring other options to remain operational,
according to the report.  The company aims to close a new deal by
the end of January 2025 if viable terms can be reached, the report
states, the report adds.

               About Big Lots

Big Lots (NYSE: BIG) -- http://www.biglots.com/-- is one of the
nation's largest closeout retailers focused on extreme value,
delivering bargains on everything for the home, including
furniture, decor, pantry and more.

On Sept. 9, 2024, Big Lots, Inc. and each of its subsidiaries
initiated voluntary Chapter 11 proceedings (Bankr. D. Del. Lead
Case No. 24-11967). The case is being administered by the Honorable
J. Kate Stickles.

Davis Polk & Wardwell LLP is serving as legal counsel, Guggenheim
Securities, LLC is serving as financial advisor, AlixPartners LLP
is serving as restructuring advisor, and A&G Real Estate Partners
is serving as real estate advisor to the Company. Kroll is the
claims agent.

Kirkland & Ellis is serving as legal counsel to Nexus Capital
Management LP.

PNC Bank, National Association, the DIP ABL Agent and Prepetition
ABL Agent, is represented by Choate, Hall & Stewart, LLP; and Blank
Rome, LLP. 1903P Loan Agent, LLC, the DIP Term Agent, and the
Prepetition Term Loan Agent are represented by Otterbourg, P.C. and
Richards, Layton & Finger, P.A.


BIOMERICA INC: Registers 1.6MM Shares for 2024 Stock Incentive Plan
-------------------------------------------------------------------
Biomerica, Inc. filed a Registration Statement on Form S-8 with the
U.S. Securities and Exchange Commission to register 1,600,000
shares of the Registrant's common stock, par value $0.08 per share,
to be issued under the 2024 Stock Incentive Plan that was duly
adopted and approved by the
Company's stockholders on December 13, 2024.

A full-text copy of the Registration Statement is available at:

                  https://tinyurl.com/3k4s6bnx

                       About Biomerica, Inc.

Irvine, Calif.-based Biomerica, Inc. is a global biomedical
technology company that develops, patents, manufactures and markets
advanced diagnostic and therapeutic products. Its diagnostic test
kits are utilized in the analysis of blood, urine, nasal, or fecal
samples for the diagnosis of various diseases, food intolerances,
and other medical conditions.

Irvine, Calif.-based Haskell & White LLP, the Company's auditor
since 2022, issued a "going concern" qualification in its report
dated Aug. 28, 2024, citing that the Company has experienced
recurring losses and negative cash flows from operations and has an
accumulated deficit and limited liquid resources. These matters
raise substantial doubt about the Company's ability to continue as
a going concern.


BIOMERICA INC: Shareholders Elect 5 Directors
---------------------------------------------
Biomerica, Inc. held its 2024 Annual Meeting of Stockholders on
December 13, 2024, at its corporate headquarters in Irvine,
California. As of October 16, 2024, the record date for the 2024
Annual Meeting, the Company had 16,821,646 shares of common stock
outstanding and entitled to vote, of which 10,287,675 shares of
common stock were present in person or represented by proxy and
entitled to vote at the 2024 Annual Meeting.

During the 2024 Annual Meeting, stockholders:

     * Proposal No. 1:

The Company's stockholders elected each of the Zackary Irani, Allen
Barbieri, Jane Emerson, M.D., Ph.D., Catherine Coste, and David
Moatazedi to serve on the Company's Board of Directors until the
next annual meeting of stockholders of the Company and until his or
her successor has been elected and qualified or until his or her
earlier resignation, death or removal.

     * Proposal No. 2:

The Company's stockholders approved, on a non-binding advisory
basis, the compensation paid to our named executive officers.

     * Proposal No. 3:

The Company's stockholders ratified the selection of Haskell &
White LLP as the Company's independent registered public accounting
firm for the fiscal year ending May 31, 2025.

     * Proposal No. 4:

The Company's stockholders approved the 2024 Stock Incentive Plan.

     * Proposal No. 5:

The Company's stockholders approved the amendment to the Company's
First Amended and Restated Certificate of Incorporation to
authorize the Board, at their discretion, to effect a reverse stock
split of the Company's common stock.

     * Proposal No. 6:

The Company's stockholders approved the amendment to the Company's
First Amended and Restated Certificate of Incorporation to
authorize the Board, at their discretion, to effect an increase in
the number of authorized shares of the Company's common stock.

     * Proposal No. 7:

The Company's stockholders approved an adjournment of the Annual
Meeting, if necessary or appropriate, including to establish a
quorum.

                       About Biomerica, Inc.

Irvine, Calif.-based Biomerica, Inc. is a global biomedical
technology company that develops, patents, manufactures and markets
advanced diagnostic and therapeutic products. Its diagnostic test
kits are utilized in the analysis of blood, urine, nasal, or fecal
samples for the diagnosis of various diseases, food intolerances,
and other medical conditions.

Irvine, Calif.-based Haskell & White LLP, the Company's auditor
since 2022, issued a "going concern" qualification in its report
dated Aug. 28, 2024, citing that the Company has experienced
recurring losses and negative cash flows from operations and has an
accumulated deficit and limited liquid resources. These matters
raise substantial doubt about the Company's ability to continue as
a going concern.


BIT MINING: Discloses More than $50-Mil. in Equity
--------------------------------------------------
BIT Mining Ltd. disclosed in a Form 6-K Report filed with the U.S.
Securities and Exchange Commission that it believes that, as of
December 17, 2024, its stockholders' equity is greater than $50
million, primarily due to:

     (i) the completion of the first phase of previously announced
acquisition of crypto mining data centers and Bitcoin mining
machines in Ethiopia, and

    (ii) the issuance of American depositary shares in connection
with its at-the-market offering.

As a result, the Company believes that it is currently in
compliance with the continued listing criteria of the New York
Stock Exchange under Rule 802.01B of NYSE Listed Company Manual. If
the Company was to fall out of compliance with Rule 802.01B again,
it would be subject to immediate reevaluation by the NYSE.

The Company's determination of stockholders' equity is based on
estimates and information available to it as of the date hereof, is
not a comprehensive statement of its financial results or position
as of or for the quarter ending December 31, 2024, and has not been
audited, reviewed or compiled by its independent registered public
accounting firm. The Company's financial closing procedures for the
quarter ending December 31, 2024 are not yet completed and, as a
result, stockholders' equity upon completion of its closing
procedures may vary from this preliminary estimate.

                       About BIT Mining Ltd.

Akron, Ohio-based BIT Mining (NYSE: BTCM) --
https://www.btcm.group/ -- is a technology-driven cryptocurrency
mining company, with a long-term strategy to create value across
the cryptocurrency industry. Its business covers cryptocurrency
mining, mining pool, and data center operation.

Houston, Texas-based MaloneBailey, LLP, the Company's auditor since
2020, issued a "going concern" qualification in its report dated
May 15, 2024, citing that the Company has incurred recurring losses
and operating cash outflows that raises substantial doubt about its
ability to continue as a going concern.

As of June 30, 2024, BIT Mining had US$63.3 million in total
assets, US$17.4 million in total liabilities, and US$45.9 million
in total shareholders' equity.


BLUE LOBSTER: Cash Flow Issues Cue CCAA Proceedings
---------------------------------------------------
The Supreme Court of Nova Scotia ("Court") issued an order
("Initial Order") granting Blue Lobster Capital Limited and its
affiliates protection pursuant to the Companies' Creditors
Arrangement Act ("CCAA") and appointing KSV Restructuring Inc. as
the monitor ("Monitor").

According to Court Documents, the Company began experiencing cash
flow pressures in 2023.  This was attributable to a combination of
factors.  In addition to the growth pains associated with their
rapid expansion, associated capital injections, and difficulty
refinancing thereafter, the Company faced Covid-19 related impacts
on their supply chain, inflation conditions, and interest rate
increases.  The Company then also had their chief financial officer
suddenly go off on indefinite long-term leave due to injury in
November 2023.

Pursuant to the Initial Order, there is a stay of proceedings until
Dec. 23, 2024 which may be extended by the Court from time-to-time.
A motion "Comeback Motion") is scheduled to be heard on Dec. 20,
2024 to extend the stay of proceedings to March 8, 2025.  A copy of
all materials filed in these proceedings can be found on the
Monitor's website at:
https://www.ksvadvisory.com/experience/case/blue.

Blue Lobster is primarily a real estate investment company.


BLUE STAR: Shareholders Elect 5 Members as Directors
----------------------------------------------------
Blue Star Foods Corp. held its Annual Meeting of Stockholders on
December 16, 2024. There were represented at the Annual Meeting, by
proxy, 2,194,538 shares of the Company's common stock, par value
$0.0001 per share, out of a total number of 5,034,870 shares of
Common Stock outstanding and entitled to vote at the Annual
Meeting. The Company's stockholders voted on the following four
proposals at the Annual Meeting:

Proposal 1. John Keeler, Nubar Herian, Jeffrey Guzy, Timothy
McLellan, and Trond Ringstad, each of whom was named as a nominee
in the Company's definitive proxy statement relating to the Annual
Meeting, were elected by the Company's stockholders by a plurality
of votes cast to serve on the Company's Board of Directors until
the Company's annual meeting of stockholders for fiscal year 2026.

Proposal 2. Share Issuance Proposal was to approve the issuance of
shares in a non-public offering where the maximum number of shares
of Common Stock to be issued may exceed 20% of the Company's issued
and outstanding capital stock, as required by and in accordance
with Nasdaq Marketplace Rule 5635. The proposal was approved.

Proposal 3. Stock Split Proposal was to approve an amendment to the
Amended and Restated Certificate of Incorporation to effect a
reverse stock split of the Common Stock, by a ratio of no less than
1-for-2 and no more than 1-for-20, with the exact ratio to be
determined by the Company's Board of Directors in its sole
discretion. The proposal was approved.

Proposal 4. Ratification of Appointment of Auditors. was to ratify
the appointment of MaloneBailey, LLP as the Company's independent
registered public accounting firm for the fiscal year ending
December 31, 2024. The proposal was approved.

                   About Blue Star Foods Corp.

Blue Star Foods Corp., headquartered in Miami, Florida, is an
international seafood company that imports, packages, and sells
refrigerated pasteurized crab meat and other premium seafood
products. The Company's current source of revenue is from importing
blue and red swimming crab meat primarily from Indonesia, the
Philippines, and China, and distributing it in the United States
and Canada under several brand names such as Blue Star, Oceanica,
Pacifika, Crab & Go, First Choice, Good Stuff, and Coastal Pride
Fresh. The Company also distributes steelhead salmon and rainbow
trout fingerlings produced under the brand name Little Cedar Farms
for distribution in Canada. The Company sells primarily to food
service distributors, wholesalers, retail establishments, and
seafood distributors.

Houston, Texas-based MaloneBailey, LLP, the Company's auditor since
2014, issued a "going concern" qualification in its report dated
April 1, 2024, citing that the Company has suffered recurring
losses from operations and has a net capital deficiency that raises
substantial doubt about its ability to continue as a going concern.


CAPROCK MILLING: Seeks to Sell Equipment in Auction
---------------------------------------------------
CapRock Milling & Crushing, LLC, will seek permission from the U.S.
Bankruptcy Court for the Northern District of Texas, Amarillo
Division, at a hearing on January 15, 2024 at 1:30 p.m. to sell its
Property in an online auction.

The Debtor is a Texas limited liability company that was dealing
primarily in the processing and storage of agricultural
commodities. It has no longer operating and has vacated the
warehouse it previously leased. The equipment used by Debtor in its
processing business is now stored in an adjacent warehouse leased
by an affiliated company, High Caliber Transloading & Crushing, LLC
.

The Equipment to be sold includes 2019 Caterpillar Front-End Loader
Model No. 966M-JV, serial number OEJA03157.

The Debtor wants to sell the Equipment in an online public auction
conducted by Ritchie Bros. Auctioneers  (America), Inc. /
IronPlanet, Inc., free and clear of all liens and claims.

There is a dispute as to the ownership of the equipment to be sold
between Debtor and Laurie Dahl Rea, Chapter 7 Trustee for
bankruptcy estate of CapRock Land Company, LLC.

The Debtor and the Land Trustee have agreed to allow the equipment,
including the Caterpillar Front-End Loader, to be sold free and
clear of all liens and claims at public auction, provided that the
net sales proceeds shall be deposited into a trust account pending
resolution of the dispute over ownership of the equipment.

There is also a dispute with respect to the Caterpillar Front-End
Loader. The Caterpillar Front-End Loader is leased by the Debtor
from Alban Tractor, LLC.

The Debtor intends for the RB Group to be compensated through a 10%
commission on all sales, plus reimbursement of expenses and buyer's
fees of:

- 15% on all Lots selling for $5,000 or less, with a minimum fee of
$100 per Lot;

- 10% on all Lots selling for over $5,000 up to $12,000, with a
minimum fee of $750 per Lot;

- 4.85% on all Lots selling for over $12,000 up to $75,000, with a
minimum fee of $1,200 per Lot
  or;

- $3,638 on all Lots selling for over $75,000.

The Debtor has asked that RB Group be permitted to keep its 10%
commission, expenses, and buyer's fees pending a fee application.
RB Group will pay the net sales proceeds from the sale to Debtor's
undersigned counsel to be placed into counsel's IOLTA account
pending resolution of Adversary Proceeding No. 24-02004-rlj, and
pending determination of the amount, if any, owed to Alban Tractor,
LLC.

            About CapRock Milling & Crushing, LLC

CapRock Milling & Crushing, LLC is engaged in grain and oilseed
milling based in Amarillo, Texas.

Caprock filed Chapter 11 petition (Bankr. N.D. Texas Case No.
23-20251) on Nov. 3, 2023, with $10 million to $50 million in
assets and $1 million to $10 million in liabilities. Thomas
Bunkley, member of Caprock, signed the petition.

Judge Robert L. Jones oversees the case.

The Debtor tapped Mullin Hoard & Brown, LLP as bankruptcy counsel;
Charhon Callahan Robson & Garza, PLLC as special counsel; and
William Hood & Company as investment banker.


CAPSTONE GREEN: 2024 Annual Meeting Set for February 12
-------------------------------------------------------
Capstone Green Energy Holdings, Inc. disclosed in a Form 8-K Report
filed with the U.S. Securities and Exchange Commission that the
board of directors determined that the Company's 2024 annual
meeting of stockholders will be held on February 12, 2025.

Additional details regarding the Annual Meeting, including the time
and location, will be set forth in the Company's definitive proxy
statement for the Annual Meeting to be filed with the U.S.
Securities and Exchange Commission.

Because the Company did not hold an annual meeting in 2023, the
Company is providing the deadline regarding the submission of
stockholder proposals pursuant to Rule 14a-8 under the Securities
Exchange Act of 1934, as amended. In order for a stockholder
proposal submitted pursuant to Rule 14a-8 to be considered timely
for inclusion in the Company's proxy statement and form of proxy
for the Annual Meeting, such proposal must be received by the
Company at its principal executive offices located at Capstone
Green Energy Holdings, Inc., 16640 Stagg Street, Van Nuys, CA
91406, Attention: Secretary by the close of business on December
26, 2024, which the Company has determined is a reasonable time
before the Company expects to begin to print and distribute its
proxy materials for the Annual Meeting. In addition to complying
with this deadline, stockholder proposals intended to be included
in the Company's proxy materials for the Annual Meeting must also
comply with all applicable rules and regulations promulgated by the
SEC.

Because the date of the Annual Meeting will be more than 70 days
after the anniversary of the Company's last annual meeting of
stockholders, in order to be timely under the advance notice
provisions of the Company's bylaws, any notice submitted by a
stockholder who wishes to present a proposal or nomination for
director (other than through Rule 14a-8) must be received by the
Company at its principal executive offices located at Capstone
Green Energy Holdings, Inc., 16640 Stagg Street, Van Nuys, CA
91406, Attention: Secretary by the close of business on December
26, 2024. In addition to complying with this deadline, stockholder
proposals or nominations intended to be brought before the Annual
Meeting must also comply with all applicable rules and regulations
promulgated by the SEC, the Company's bylaws and applicable law.

To comply with the SEC's universal proxy rules, stockholders who
intend to solicit proxies in support of director nominees other
than the Company's nominees must provide notice that sets forth the
information required by Rule 14a-19 under the Exchange Act by
December 26, 2024, which is the 10th calendar day following the
date of this Current Report on Form 8-K announcing the date of the
Annual Meeting.

            About Capstone Green Energy Corporation

Capstone Green Energy Corporation builds microturbine energy
systems and battery storage systems that allow customers to produce
power on-site in parallel with the electric grid or stand-alone
when no utility grid is available. Capstone Green offers
microturbines designed for commercial, oil and gas, and other
industrial applications.

Los Angeles, Calif.-based Marcum LLP, the Company's auditor since
2017, issued a "going concern" qualification in its report dated
September 26, 2024, citing that the Company has a significant
working capital deficiency, has incurred significant operating
losses and needs to raise additional funds to meet its obligations
and sustain its operations. These conditions raise substantial
doubt about the Company's ability to continue as a going concern.


CAREVIEW COMMUNICATIONS: Credit Maturity Date Extended to March
---------------------------------------------------------------
CareView Communications, Inc. disclosed in a Form 8-K Report filed
with the U.S. Securities and Exchange Commission that on December
11, 2024, the Company, CareView Communications, Inc., a Texas
corporation and a wholly owned subsidiary of the Company, PDL
Investment Holdings, LLC (as assignee of PDL BioPharma, Inc.), in
its capacity as administrative agent and lender, Steven G. Johnson,
President and Chief Executive Officer of the Company, and Dr. James
R. Higgins, a director of the Company, entered into a Ninth
Amendment to Credit Agreement, pursuant to which the parties agreed
to amend the Credit Agreement to:

     (i) provide that the Maturity Date shall be extended to March
31, 2025.

As previously reported, the Company, the Borrower, and the Lender
entered into that certain Credit Agreement as of June 26, 2015,
which was subsequently amended by the First Amendment, the Second
Amendment, the Third Amendment, the Fourth Amendment, the Fifth
Amendment, the Sixth Amendment, the Seventh Amendment and the Eight
Amendment as of October 7, 2015, February 23, 2018, July 13, 2018,
April 9, 2019, May 15, 2019, February 6, 2020, May 31, 2023, and
September 30, 2023 respectively.

                   About CareView Communications

Headquartered in Lewisville, Texas, CareView Communications, Inc.
-- http://www.care-view.com-- is a provider of products and
on-demand application services for the healthcare industry,
specializing in bedside video monitoring, software tools to improve
hospital communications and operations, and patient education and
entertainment packages.

Somerset, New Jersey-based Rosenberg Rich Baker Berman & Co., the
Company's auditor since 2022, issued a "going concern"
qualification in its report dated March 27, 2024, citing that the
Company outlines the net losses, cash outflows, and working capital
deficit that raise substantial doubt about its ability to continue
as a going concern.


CARVANA CO: Ernest Garcia, ECG II Hold 26.1% Equity Stake
---------------------------------------------------------
Ernest C. Garcia II disclosed in a Schedule 13D/A Report filed with
the U.S. Securities and Exchange Commission that as of December 12,
2024, he and affiliated entity ECG II SPE, LLC, beneficially owned
shares of Carvana Co.'s Class A Common Stock.

Ernest C. Garcia II holds 45,442,317 shares, representing 26.1% of
the 128,510,301 Class A Shares outstanding as of October 28, 2024,
and assuming the conversion of all Class A Units of Carvana Group
held by Mr. Garcia into Class A Shares, in accordance with Rule
13d-3 of the Act.

This number is comprised of the Class A Shares held by:

      (i) Ernest C. Garcia II -- 37,442,317 shares on an
as-converted basis, and

     (ii) ECG II SPE, LLC -- 8,000,000 shares on an as-converted
basis, which Mr. Garcia wholly owns and controls, representing 5.9%
of the shares outstanding.

Beneficial ownership of the Class A Shares owned by E-SPE is also
attributable to Mr. Garcia, as the sole member of E-SPE, and is
therefore reported by more than one reporting person pursuant to
Rule 13d-3 under the Act.

Effective December 12, 2024, Mr. Garcia resigned from his position
as co-trustee of each of the Ernest Irrevocable 2004 Trust III and
the Ernest C. Garcia III Multi-Generational Trust III. As a result
of these resignations, Mr. Garcia no longer holds shared voting and
dispositive power over the Class A Shares held by those entities.

Ernest C. Garcia II may be reached at:

     c/o Verde Investments, Inc.
     5430 Lyndon B. Johnson Fwy, Tower 3, Suite 1250
     Dallas, Texas 75240
     Tel: (469) 564-4800

A full-text copy of Mr. Garcia's SEC Report is available at:

                  https://tinyurl.com/7hj323sv

                           About Carvana

Founded in 2012 and based in Tempe, Arizona, Carvana Co. --
http://www.carvana.com-- is an e-commerce platform for buying and
selling used cars. The Company is transforming the used car buying
and selling experience by giving consumers what they want, a wide
selection, great value and quality, transparent pricing, and a
simple, no pressure transaction. Each element of its business, from
inventory procurement to fulfillment and overall ease of the online
transaction, has been built for this singular purpose.

Carvana reported a net income of $150 million for the year ended
Dec. 31, 2023, compared to a net loss of $2.89 billion for the year
ended Dec. 31, 2022. As of June 30, 2024, Carvana had $7.17 billion
in total assets, $7.05 billion in total liabilities, and $115
million in total stockholders' equity.

                           *    *    *

Moody's Investors Service upgraded Carvana Co.'s corporate family
rating to Caa3 from Ca, the TCR reported on Sept. 22, 2023. Moody's
said the upgrade of Carvana's CFR to Caa3 reflects the completion
of its debt exchange that pushes out some near-term maturities,
reduces outstanding debt, and materially reduces cash interest
expense in the two years following the exchange.

In August 2024, S&P Global Ratings raised its issuer credit rating
on U.S.-based Carvana Co. to 'B-' from 'CCC+'. S&P said, "At the
same time, we raised our unsolicited issue-level rating on
Carvana's senior secured debt to 'B-' from 'CCC+' with a '4′
recovery rating (30%-50%; rounded estimate: 40%). We also raised
our issue-level rating on its senior unsecured debt to 'CCC' from
'CCC-' with a '6′ recovery rating (0%-10%; rounded estimate:
0%).

"The stable outlook reflects our view that Carvana will continue
increasing EBITDA, generating positive free cash flow, and
maintaining leverage of 6x-7x over the next 12 months.


CELULARITY INC: Shareholders Elect R. Hariri as Director
--------------------------------------------------------
Celularity Inc. on December 19, 2024, held its Annual Meeting of
Stockholders, or the Annual Meeting. At the Annual Meeting,
Celularity's stockholders voted on two proposals, each of which is
described in more detail in its definitive proxy statement on
Schedule 14A filed with the U.S. Securities and Exchange Commission
on November 19, 2024.

Proposal 1 -- Stockholders elected Robert J. Hariri, M.D., Ph.D. to
serve as the Class III Director on Celularity's Board of Directors
until its 2027 Annual Meeting of Stockholders or until his
respective successor has been duly elected and qualified or until
his earlier death, resignation or removal.

Proposal 2 -- Stockholders ratified the appointment of EisnerAmper
LLP as Celularity's independent registered public accounting firm
for the fiscal year ending December 31, 2024.

                     About Celularity Inc.

Headquartered in Florham Park, N.J., Celularity Inc. --
www.celularity.com -- is a cellular and regenerative medicine
company focused on improving health longevity, which the U.S.
National Academy of Medicine defines as the state in which a
person's number of years in good health approaches their biological
lifespan. The objective of extending health longevity is to
compress the period of time in which an individual experiences
aging-related degenerative diseases and disorders associated with
increased mortality towards the end of life. The Company is
developing off-the-shelf placental-derived allogeneic cellular
therapies and advanced biomaterial products for the treatment of
degenerative disorders and diseases including those associated with
aging.

Morristown, New Jersey-based Deloitte & Touche LLP, the Company's
auditor since 2018, issued a "going concern" qualification in its
report dated July 30, 2024, citing that the Company has suffered
recurring losses and net cash outflows from operations and has
outstanding debt that is currently due for which the Company does
not have sufficient liquidity to repay, which raises substantial
doubt about its ability to continue as a going concern.


CEMTREX INC: Registers $50MM in Securities for Offering
-------------------------------------------------------
Cemtrex, Inc. filed a prospectus on Form S-3 with the U.S.
Securities and Exchange Commission to provide a general description
of the securities it may offer from time to time and the general
manner in which they may be offered.

According to Cemtrex, "The aggregate initial offering price of all
securities we sell in the primary offering under this prospectus
will not exceed $50,000,000 but may be further limited in any
12-month period by the amount we are eligible to sell under General
Instruction I.B.6 of Form S-3, pertaining to primary offerings by
certain registrants, which includes our Company. As of December 18,
2024, the aggregate market value of our outstanding voting and
nonvoting common equity held by non-affiliates was $5,068,977,
based on 1,724,142 shares outstanding held by non-affiliates, and a
price per share of $2.94 based on the closing sale price of our
common stock on that date. Pursuant to General Instruction I.B.6 of
Form S-3, in no event will we sell the securities covered hereby in
a public primary offering with a value exceeding more than
one-third of our public float in any 12-month period so long as our
public float remains below $75 million. During the 12 calendar
months prior to and including the date of this prospectus, we have
not offered or sold any securities under this Registration
Statement pursuant to General Instruction I.B.6 of Form S-3. The
specific terms of any securities to be offered, and any other
information relating to a specific offering including the specific
manner in which the securities may be offered, will be set forth in
one or more supplements to this prospectus. You should read this
prospectus and the related prospectus supplement carefully before
you invest in our securities. No person may use this prospectus to
offer and sell our securities unless a prospectus supplement
accompanies this prospectus."

"Our common stock is listed on the Nasdaq Capital Market under the
symbol "CETX." On December 18, 2024, the last reported sale price
for our common stock on the Nasdaq Capital Market was $2.94 per
share. Our Series 1 Preferred Stock is quoted on the OTC Markets
under the symbol "CETXP." On December 18, 2024, the last reported
sales price for our Series 1 Preferred Stock was $0.11 per share."

"We will provide information in any applicable prospectus
supplement regarding any listing of securities other than shares of
our common stock on any securities exchange."

"We may offer and sell securities directly to investors, through
agents designated from time to time or to or through underwriters
or dealers. For additional information on the methods of sale, you
should refer to the section entitled "Plan of Distribution" in this
prospectus. If any underwriters are involved in the sale of any
securities with respect to which this prospectus is being
delivered, the names of the underwriters and any applicable
commissions or discounts will be set forth in a prospectus
supplement. The price to the public of the securities and the net
proceeds we expect to receive from the sale will also be set forth
in a prospectus supplement."

A full-text copy of the prospectus is available at:

                  https://tinyurl.com/2fh8nsjr

                          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.

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.


CHAMPIONS ONCOLOGY: Reports $728,000 Net Income at Oct. 31
----------------------------------------------------------
Champions Oncology, Inc., filed with the U.S. Securities and
Exchange Commission its Quarterly Report on Form 10-Q reporting a
net income of $728,000 on $13,489,000 of oncology services revenue
for the three months ended October 31, 2024, compared to a net loss
of $2.1 million on $11.6 million of oncology services revenue for
the three months ended October 31, 2023.

For the six months ended October 31, 2024, the Company reported a
net income of $2 million on $27.6 million of oncology services
revenue, compared to a net loss of $4.6 million on $24.1 million of
oncology services revenue for the same period in 2023.

As of October 31, 2024, the Company had $25.2 million in total
assets, $24.6 million in total liabilities, and $0.7 million in
total shareholders' equity.

A full-text copy of the Company's Form 10-Q is available at:

                   https://tinyurl.com/5ayry29s

                     About Champions Oncology

Hackensack, N.J.-based Champions Oncology, Inc. is a
technology-enabled research organization engaged in creating
technology solutions to be utilized in drug discovery and
development. Its research center operates in both regulatory and
non-regulatory environments and consists of a comprehensive set of
computational and experimental research platforms. Its
pharmacology, biomarker, and data platforms are designed to
facilitate drug discovery and development at lower costs and
increased speeds.

West Palm Beach, Fla.-based EisnerAmper LLP, the Company's auditor
since 2015, issued a "going concern" qualification in its report
dated July 16, 2024, citing that the Company has experienced net
losses and negative cash flows from operations that raise
substantial doubt about its ability to continue as a going
concern.

Champions Oncology reported a net loss of $7.3 million for the year
ending April 30, 2024. As of April 30, 2024, the Company had $26.1
million in total assets, $28 million in total liabilities, and $1.9
million in total stockholders' deficiency.


CIMG INC: Names Jinmei Hellstroem to Board, Chair of Compensation
-----------------------------------------------------------------
CIMG Inc. disclosed in a Form 8-K Report filed with the U.S.
Securities and Exchange Commission that effective as of December
19, 2024, Jinmei Guo Hellstroem was appointed by the board of
directors as independent member of the Board and the chairman of
the compensation committee.

Ms. Jinmei Guo Hellstrom, a resident of Sweden, graduated from
Bohai University in Liaoning in 1997. She has held senior
management positions at Dalian Tianfu Hotel and Shanghai Diweis
Enterprise Development Co., Ltd. Since 2014, she has been serving
as the CEO of Trend Interior Trading Co., Ltd. in Sweden.

Ms. Hellstrom is a senior manager with extensive theoretical
knowledge and practical experience. She has previously held senior
executive roles, including Marketing Director at a prominent large
hotel, Sales Director at a major import and export company, and
General Manager of a large group corporation. Ms. Hellstrom has
specialized expertise in business management, with a particular
focus on integrated marketing strategies and team development.

Neither Ms. Hellstroem, nor either of their immediate family
members (within the meaning of Item 404 of Regulation S-K), had or
will have a direct or indirect material interest in any transaction
required to be disclosed pursuant to Item 404(a) of Regulation S-K.
There are no arrangements or understanding between the new
directors and any other persons, naming such persons, pursuant to
which such directors were selected as a director.

                          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: Secures $10MM from Non-U.S. Investors via Notes, Warrants
-------------------------------------------------------------------
CIMG Inc. disclosed in a Form 8-K Report filed with the U.S.
Securities and Exchange Commission that on December 12, 2024, it
entered into a convertible note and warrant purchase agreement with
certain non U.S. investors, providing for the private placement of
convertible promissory notes in the aggregate principal amount of
$10,000,000 and warrants to purchase up to an aggregate of
19,230,767 shares of the Company's common stock, par value $0.00001
per share in reliance on the registration exemptions of Regulation
S.

The Notes bear interest at an annual rate of 7% and have a maturity
date of one year from the issuance date. The Notes shall not be
converted, and the Warrants shall not be exercised until the
Company obtains shareholder approval for the issuance of shares
underlying the Notes and the Warrants. Upon obtaining such
approval, the holder may convert the Notes into a number of shares
of Common Stock equal to (i) the outstanding principal amount of
the Notes, plus any accrued but unpaid interest, divided by (ii)
$0.52, the conversion price.

On the same date, in connection with the Purchase Agreement, the
Company entered into a Registration Rights Agreement with the
Investors. The Company shall prepare and, as soon as practicable,
but in no event later than 30 days subsequent to the filing of the
Form 10-K for its audited financial statements for the fiscal year
ended September 30, 2024, or five business days after the approval
by the Company's stockholders of the transactions contemplated in
the Purchase Agreement, whichever is later, file with the SEC an
initial Registration Statement on Form S-1 covering the resale of
all of the registrable securities, which includes all conversion
shares from the conversion of the Notes and warrant shares from the
exercise of the Warrants.

The sale and purchase of the Notes and Warrants shall take place at
a closing to be held at such place and time as the Company and the
Investors may determine following the satisfaction of all
conditions precedent. The Company may conduct Closings on a rolling
basis. The final Closing shall occur no later than the close of
business (U.S. Eastern Time) on January 14, 2025, unless the
Company, in its sole discretion, elects to extend or terminate the
offering period prior to such date.

                          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."


CITIUS PHARMACEUTICALS: Regains Nasdaq Bid Price Compliance
-----------------------------------------------------------
Citius Pharmaceuticals, Inc. disclosed in a Form 8-K Report filed
with the U.S. Securities and Exchange Commission that on December
18, 2024, it received written notice of compliance from the Listing
Qualifications Staff of The Nasdaq Stock Market LLC stating that
for 12 consecutive trading days, from November 26, 2024 to December
12, 2024, the closing bid price of the Company's common stock has
been at $1.00 per share or greater, and accordingly, the Company
regained compliance with Nasdaq Listing Rule 5550(a)(2).

Nasdaq informed the Company in the compliance notice that it now
considered this matter closed.

                   About Citius Pharmaceuticals Inc.

Headquartered in Cranford, N.J., Citius Pharmaceuticals, Inc. is a
late-stage pharmaceutical company dedicated to the development and
commercialization of first-in-class critical care products with a
focus on oncology, anti-infectives in adjunct cancer care, unique
prescription products, and stem cell therapy.

Boston, Massachusetts-based Wolf & Company, P.C., the company's
auditor since 2014, issued a "going concern" qualification in its
report dated December 29, 2023. The report cited that the company
has suffered recurring losses and negative cash flows from
operations, along with a significant accumulated deficit. These
conditions raise substantial doubt about the company's ability to
continue as a going concern.


CLEAN ENERGY: Issues $93,725 Convertible Note to Diagonal Lending
-----------------------------------------------------------------
Clean Energy Technologies, Inc. disclosed in a Form 8-K Report
filed with the U.S. Securities and Exchange Commission that on
December 12, 2024, it entered into a securities purchase agreement
with 1800 Diagonal Lending LLC, a Virginia limited liability
company, pursuant to which the Company agreed to issue and sell to
Diagonal a convertible promissory note of the Company in the
principal amount of $93,725 for a purchase price of $81,500 plus an
original issue discount in the amount of $12,225.

A one-time interest charge of 15% of the principal amount, equal to
$14,058, is applied to the principal amount on the issuance date of
the Note. The Company shall make six repayments to Diagonal
according to the payment schedule set forth in Section 1.2 of the
Note, with the last repayment due on September 15, 2025.

All or any part of the outstanding and unpaid amount under the Note
may be converted at any time following an event of default into
common stock of the Company, par value $0.001 per share, at the
conversion price of $1.00 per share, subject to anti-dilution
adjustments and a beneficial ownership limitation of 4.99% of
Diagonal and its affiliates. Events of Default include failure to
pay principal or interest, bankruptcy of the Company, delisting of
the Common Stocks, and other events as set forth in the Note.

     Amendment to the Promissory Note with Mast Hill Fund, L.P.

On December 11, 2024, the Company and Mast Hill Fund, L.P., a
Delaware limited partnership, entered into an amendment to that
certain promissory note originally issued by the Company to Mast on
September 10, 2024, in the original principal amount of
$612,000.00. Pursuant to the Amendment, Mast shall pay the purchase
price of an additional $50,000 on or before December 12, 2024, and
the principal balance of the Mast Note shall be increased by
$60,000 on the date that the Company received the funding from
Mast. The original issuance and sale of the Mast Note was disclosed
through the current report on Form 8-K that was filed with the SEC
on September 13, 2024.

The Company sold the securities referenced in the Issuance and Sale
of a Convertible Promissory Note to 1800 Diagonal Lending LLC in
reliance upon an exemption from registration contained in Section
4(a)(2) of the Securities Act of 1933, as amended, and Rule 506(b)
promulgated thereunder.

                         About Clean Energy

Headquartered in Costa Mesa, California, Clean Energy Technologies,
Inc. -- http://www.cetyinc.com/-- develops renewable energy
products and solutions and establishes partnerships in renewable
energy that make environmental and economic sense.  The Company's
mission is to be a segment leader in the Zero Emission Revolution
by offering eco-friendly energy solutions, clean energy fuels, and
alternative electric power for small and mid-sized projects in
North America, Europe, and Asia.  The Company targets sustainable
energy solutions that are profitable for it, profitable for its
customers, and represent the future of global energy production.

Diamond Bar, California-based TAAD, LLP, the Company's auditor
since 2023, issued a "going concern" qualification in its report
dated April 16, 2024, citing that the Company has an accumulated
deficit, a working capital deficit, and negative cash flows from
operations.  These factors, among others, raise substantial doubt
about the Company's ability to continue as a going concern.  

As of June 30, 2024, Clean Energy Technologies had $9,312,911 in
total assets, $4,733,185 in total liabilities, and $4,579,726 in
total stockholders' equity.


COASTAL GREEN: Starts Subchapter V Bankruptcy Process
-----------------------------------------------------
On December 17, 2024, Coastal Green Energy Solutions LLC filed
Chapter 11 protection in the Middle District of Florida. According
to court filing, the Debtor reports $2,107,420 in debt owed to 1
and 49 creditors. The petition states funds will be available to
unsecured creditors.

        About Coastal Green Energy Solutions LLC

Coastal Green Energy Solutions LLC is a privately held company that
specializes in replacing windows and doors.

Coastal Green Energy Solutions LLC sought relief under Subchapter V
of Chapter 11 of the U.S. Bankruptcy Code (Bankr. M.D. Fla. Case
No. 24-07416) on December 17, 2024. In the petition filed by Saesha
North, as manager, the Debtor reports total assets of $155,350 and
total liabilities of $2,107,420.

Honorable Bankruptcy Judge Roberta A. Colton handles the case.

The Debtor is represented by:

     Buddy D. Ford, Esq.
     BUDDY D. FORD, P.A.
     9301 West Hillsborough Avenue
     Tampa, FL 33615-3008
     Tel: (813) 877-4669
     Fax: (813) 877-5543
     E-mail: All@tampaesq.com


COCO SUSHI: Hires Herrington Tax Services as Tax Preparer
---------------------------------------------------------
COCO SUSHI, LLC seeks approval from the U.S. Bankruptcy Court for
the Southern District of Florida to employ Herrington Tax Services
as tax preparer.

The firm will provide these services:

     a. prepare, finalize and file federal form 1065 for the fiscal
years of 2022 and 2023; and

     b. review internal accounting and propose necessary
adjustments for tax return purposes for the years 2022 and 2023
(the "Tax Services").

The firm will be paid at $1,500 to $5,000.

The firm will also be reimbursed for reasonable out-of-pocket
expenses incurred.

Thomas Herrington, a partner at Herrington Tax Services, disclosed
in a court filing that the firm is a "disinterested person" as the
term is defined in Section 101(14) of the Bankruptcy Code.

The firm can be reached at:

     Thomas Herrington, Esq.
     Herrington Tax Services
     2104 N 14th Terrace
     Hollywood, FL 33020

              About Coco Sushi, LLC

Coco Sushi, LLC is a Japanese restaurant in Miami Fla., which
conducts business under the name Sushi Garage.

Coco Sushi filed a petition under Chapter 11, Subchapter V of the
Bankruptcy Code (Bankr. S.D. Fla. Case No. 24-13421) on April 9,
2024, with up to $50,000 in assets and up to $10 million in
liabilities. Aleida Martinez Molina, Esq., serves as Subchapter V
trustee.

Judge Laurel M. Isicoff oversees the case.

Jacqueline Calderin, Esq., at Agentis PLLC, represents the Debtor
as legal counsel.


COMMSCOPE HOLDING: Closes $4.15-Bil. Refinancing
------------------------------------------------
CommScope Holding Company, Inc. announced on December 17, 2024, the
closing of a comprehensive refinancing with its first-lien secured
lenders. The Transaction will enable CommScope to address its
upcoming 2025 and 2026 debt maturities and position the Company for
future success.

As part of the Transaction, CommScope entered into new agreements
with a group of its existing first-lien lenders, including funds
managed by Apollo and Monarch Alternative Capital, including a new
$3.15 billion first-lien term loan, maturing in 2029, and $1
billion in first-lien notes, maturing in 2031. Proceeds from the
New First-Lien Debt will enable the Company to fully repay its
senior unsecured notes due 2025 and its existing senior secured
term loan facility. Expected proceeds from the previously announced
sale of the Company's Outdoor Wireless Networks segment as well as
the Distributed Antenna Systems business units to Amphenol
Corporation for $2.1 billion, which is expected to close in Q1
2025, will be used to fully repay the Company's senior secured
notes due 2026, and provide a ratable redemption or other repayment
of a portion of the Company's senior secured notes due 2029.

"This transaction is a pivotal step forward in our ongoing process
to position CommScope for long-term growth," said Chuck Treadway,
President and Chief Executive Officer of CommScope. "By
successfully addressing our near-term maturities and greatly
improving our pro forma leverage ratio, we move forward with the
flexibility to focus on our core businesses and invest in the
technology, products, and personnel to better deliver for our
customers, and capitalize as the telecom industry recovers in the
coming quarters. We will continue to explore opportunities to
leverage the significant flexibility available under our credit
agreements to further reinforce our capital structure as market
conditions evolve."

"We are pleased to support CommScope in this strategic transaction,
working with the company and other lenders to provide a refinancing
solution that improves CommScope's financial position and provides
long-term capital to execute on its robust business plans," said
Apollo Partner Chris Lahoud and Monarch Portfolio Manager Adam
Sklar. "The significant size of this transaction reflects our
confidence in the CommScope leadership team and path forward."

Following the use of net proceeds from the closing of the OWN and
DAS asset sale, which is expected in Q1 2025, the Company
anticipates meeting the conditions for the first term loan rate
step down as part of the Transaction. The Transaction, the use of
net proceeds from the OWN and DAS business unit's sale, and the
Company's projected business performance is expected to drive the
Company's total debt to Adjusted EBITDA ratio below 6.00:1.00 by
the end of 2026.

          Advisors

Moelis & Company LLC is serving as financial advisor, Latham &
Watkins LLP is serving as legal counsel, and C Street Advisory
Group is serving as strategic communications advisor to CommScope.

PJT Partners is serving as financial advisor and Gibson Dunn &
Crutcher LLP is serving as legal counsel to the lenders.

A full-text copy of the Company's report filed on Form 8-K with the
Securities and Exchange Commission with further information is
available at:

                  https://tinyurl.com/3zh7uu6f

               About CommScope Holding

Headquartered in Hickory, North Carolina, CommScope Holding
Company, Inc. -- https://www.commscope.com/ -- is a global provider
of infrastructure solutions for communication, data center, and
entertainment networks. The Company's solutions for wired and
wireless networks enable service providers, including cable,
telephone, and digital broadcast satellite operators, as well as
media programmers, to deliver media, voice, Internet Protocol (IP)
data services, and Wi-Fi to their subscribers. This allows
enterprises to experience constant wireless and wired connectivity
across complex and varied networking environments.

CommScope reported a net loss of $1.45 billion in 2023, a net loss
of $1.28 billion in 2022, a net loss of $462.6 million in 2021, and
a net loss of $573.4 million in 2020.

                *    *    *

As reported by the TCR on Nov. 22, 2023, S&P Global Ratings lowered
its Company credit rating on CommScope to 'CCC' from 'B-' and
removed the ratings from CreditWatch with negative implications,
where they were placed on Oct. 31, 2023. S&P revised the outlook to
negative. The negative outlook reflects S&P's view that CommScope's
expected weak financial performance, with leverage above the 10x
area and low FOCF generation in 2023 and 2024, will increase the
risk of a distressed exchange or buyback within the next 12 months
to address upcoming maturities.

As reported by the TCR on March 15, 2024, Moody's Ratings
downgraded CommScope's ratings, including the corporate family
rating to Caa2 from B3. The ratings downgrade primarily reflects
the increasing risk of a capital restructuring, including a
distressed exchange of some or all of the company's debt, with
maturities approaching, including the company's senior notes in
June 2025 and secured debt in March and April of 2026.


COMPLETE HEALTH: Gets Interim OK to Use Cash Collateral
-------------------------------------------------------
Complete Health Dentistry of WNY, P.C. received interim approval
from the U.S. Bankruptcy Court for the Western District of New York
to use cash collateral.

The order signed by Judge Carl Bucki authorized Complete Health
Dentistry to use cash collateral to pay the portion of its budget,
which covers the period from Dec. 16 to 31.

Expenses for the period include payroll amounting to $16,000,
health insurance and loan payments.

Complete Health Dentistry was ordered to provide holders of
pre-bankruptcy liens with adequate protection in the form of
replacement liens. Additionally, the company must make monthly
payments of $3,061.05 to M&T Bank.

The next hearing is scheduled for Dec. 30.

              About Complete Health Dentistry of WNY

Complete Health Dentistry of WNY, P.C. is a licensed dentist
primarily engaged in the private or group practice of general or
specialized dentistry or dental surgery.

Complete Health Dentistry of WNY, P.C. filed Chapter 11 petition
(Bankr. W.D. N.Y. Case No. 24-11356) on November 26, 2024, with
$100,001 to $500,000 in assets and $1 million to $10 million in
liabilities.

Judge Carl L. Bucki handles the case.

The Debtor is represented by Arthur G. Baumeister, Jr., Esq., at
Baumeister Denz, LLP.


COMTECH TELECOMMUNICATIONS: Amends Insider Indemnification Pacts
----------------------------------------------------------------
Comtech Telecommunications Corp. disclosed in a Form 8-K filing
with the U.S. Securities and Exchange Commission that on December
9, 2024, the Company's Board of Directors approved a new form of
indemnification agreement.

The Company is entering into an Indemnification Agreement with each
of its current directors and certain officers, and expects to use
such form with future directors and officers. Under the terms of
the Indemnification Agreement, the Company is required to indemnify
each Indemnitee against expenses, judgments, fines and amounts paid
in settlement of specified proceedings to the fullest extent
permitted by the laws of the state of Delaware, if the basis of the
Indemnitee's involvement was by reason of the fact that the
Indemnitee is or was a director or officer or a director or officer
of any of the Company's subsidiaries or was serving at the
Company's request in an official capacity for another entity.

The Indemnification Agreement provides for the advancement of
expenses and also sets forth certain procedures, as well as
qualifications and limitations, that will apply in the event of a
claim for indemnification thereunder. Each Indemnification
Agreement with an Indemnitee will supersede and replace the
previously adopted form of indemnification agreement which was
filed on March 8, 2007.

A full-text copy of the Form of the Indemnification Agreement is
available at https://urlcurt.com/u?l=4HpJ74

                  About Comtech Telecommunications Corp.

Headquartered in Chandler, Arizona, Comtech Telecommunications
Corp. -- www.comtech.com -- is a global provider of
next-generation
911 emergency systems and secure wireless and satellite
communications technologies. This includes the critical
communications infrastructure that people, businesses, and
governments rely on when durable, trusted connectivity is
required,
no matter where they are – on land, at sea, or in the air
– and
no matter what the circumstances from armed conflict to a natural
disaster. The Company's solutions are designed to fulfill its
customers' needs for secure wireless communications in the most
demanding environments, including those where traditional
communications are unavailable or cost-prohibitive, and in
mission-critical and other scenarios where performance is crucial.

Jericho, New York-based Deloitte & Touche LLP, the Company's
auditor since 2015, issued a "going concern" qualification in its
report dated Oct. 30, 2024, citing that the Company has suffered
recurring losses and negative cash outflows from operations, and
may be unable to maintain compliance with financial covenants
required by its credit agreement that raise substantial doubt
about
its ability to continue as a going concern.

As of July 31, 2024, Comtech had $912.43 million in total assets,
$426.11 million in total liabilities, $180.08 million in
convertible preferred stock, and $306.25 million in total
stockholders' equity.


COMTECH TELECOMMUNICATIONS: Needham Investment Holds 6.11% Stake
----------------------------------------------------------------
Needham Investment Management LLC disclosed in a Schedule 13G/A
filed with the U.S. Securities and Exchange Commission that as of
December 17, 2024, the company and its affiliated entities --
Needham Asset Management, LLC, Needham Aggressive Growth Fund, and
George A. Needham -- beneficially owned 1,780,000 shares of Comtech
Telecommunications Corp.'s common stock, representing 6.11% of the
shares outstanding. The Needham Aggressive Growth Fund specifically
owned 1,480,000 shares, representing 5.08% of the Company's shares
outstanding.

Needham Investment may be reached at:

     George A. Needham
     c/o Needham Investment Management L.L.C.
     250 Park Avenue, 10th Floor
     New York, New York 10117-1099

A full-text copy of Needham's SEC Report is available at:

                  https://tinyurl.com/yvsxprbn

                  About Comtech Telecommunications Corp.

Headquartered in Chandler, Arizona, Comtech Telecommunications
Corp. -- www.comtech.com -- is a global provider of next-generation
911 emergency systems and secure wireless and satellite
communications technologies. This includes the critical
communications infrastructure that people, businesses, and
governments rely on when durable, trusted connectivity is required,
no matter where they are – on land, at sea, or in the air – and
no matter what the circumstances from armed conflict to a natural
disaster. The Company's solutions are designed to fulfill its
customers' needs for secure wireless communications in the most
demanding environments, including those where traditional
communications are unavailable or cost-prohibitive, and in
mission-critical and other scenarios where performance is crucial.

Jericho, New York-based Deloitte & Touche LLP, the Company's
auditor since 2015, issued a "going concern" qualification in its
report dated Oct. 30, 2024, citing that the Company has suffered
recurring losses and negative cash outflows from operations, and
may be unable to maintain compliance with financial covenants
required by its credit agreement that raise substantial doubt about
its ability to continue as a going concern.

As of July 31, 2024, Comtech had $912.43 million in total assets,
$426.11 million in total liabilities, $180.08 million in
convertible preferred stock, and $306.25 million in total
stockholders' equity.


CORUS ENTERTAINMENT: DBRS Confirms B(low) Issuer Rating
-------------------------------------------------------
DBRS Limited resolved the Under Review with Negative Implications
status of Corus Entertainment Inc. (Corus or the Company) by
confirming the Issuer Rating at B (low) and the credit rating on
its Senior Unsecured Notes at CCC (high) with a recovery rating of
RR5 and placing all trends as Negative. Morningstar DBRS initially
placed the Company's credit ratings Under Review With Negative
Implications on July 19, 2024.

KEY CREDIT RATING CONSIDERATIONS

The confirmations reflect Morningstar DBRS' expectation of a
stabilization in the outlook of Corus' earnings profile over the
near term. This is not to imply that earnings are expected to grow
in F2025 but rather that the pace of earnings decline is expected
to moderate in the F2025-F2026 period as there has become more
clarity in the Company's programming schedule, and aggressive cost
measures should help to support a return to EBITDA growth in the
medium term.

As outlined in Morningstar DBRS' press release dated September 13,
2024, Corus' credit ratings have been removed from Under Review
with Negative Implications owing to the renegotiation of the
Company's credit agreement that includes covenant relief from the
prior, more restrictive, regime. However, despite the additional
leverage cushion, which allows for total debt-to-cash flow to be
5.75 times (x) through December 31, 2024, and 7.25x from January 1,
2025, through to and including March 31, 2025, Morningstar DBRS has
placed the ratings on Negative trend owing in large part to the
relatively short period of relief provided by the renegotiated
credit agreement and ongoing earnings pressure.

Since Morningstar DBRS' most recent review on September 16, 2024,
Corus reported fiscal 2024 revenue of $1.27 billion, which was down
16% year over year (YOY) and EBITDA of $283 million, which was down
15% YOY, reflecting a continued weak television advertising
environment, partially offset by cost efficiency initiatives,
headcount reductions, and lower programming costs in early F2024
owing to strike activity in the U.S. Despite the challenging
operating environment, free cash flow after dividends, but before
changes in working capital, was $61 million, up 26% YOY, which
supported $39 million in debt reduction. At YE2024 gross debt was
$1.17 billion compared with $1.22 billion in the prior year period.
YE2024 leverage increased to 4.13x, up from 3.65x as the YOY
decline in EBITDA more than offset the marginal reduction in debt
balances.

CREDIT RATING DRIVERS

While the confirmation of the ratings reflects Morningstar DBRS'
view that Corus should be able to remain in compliance with the
leverage covenants in its renegotiated credit agreement, the
Negative trend reflects the uncertainty about Corus' ability to
secure a longer-term (i.e., ideally over 12 months) credit
agreement with covenant terms that reflect the reality of the
Company's operating environment and strategic priority of becoming
a smaller, but more profitable, broadcaster. As a result, if Corus
is unable to renegotiate its credit agreement with an appropriate
covenant regime, and/or the Company's operating results deteriorate
materially below current expectations such that a breach of an even
more lenient covenant package appears likely, or in the event of a
debt restructuring, a negative rating action would likely occur.

Conversely, a positive rating action, such as moving the trend to
Stable, may occur if the Company is able to execute on its strategy
to return to earnings growth and/or successfully negotiate a more
permanent amendment to its credit facility agreement that is
accepted by all stakeholders and enables Corus to remain in
compliance with all applicable covenants.

EARNINGS OUTLOOK

While a relative oversupply of advertising inventory, a late start
to the fall program, and the initial costs related to the launch of
two new lifestyle specialty channels (Flavor Network and Home
Network) brands on December 30, 2024, are expected to pressure
results in F2025, Morningstar DBRS anticipates the YOY decline in
earnings to slow in F2026 before resuming growth in F2027.
Reflecting a challenging revenue outlook, while acknowledging the
cost-cutting initiatives currently underway and the possibility of
additional cost-cutting measures, Morningstar DBRS expects F2025
EBITDA to be down in the 20% range and slow to a high double-digit
YOY decline in F2026.

FINANCIAL OUTLOOK

Looking at the financial profile, Morningstar DBRS estimates F2025
free cash flow (after dividends and before changes in working
capital) will be between $20 million to $25 million but expects the
net change in cash will be modestly negative in F2025 compared with
$26 million in F2024. Further, despite a modest YOY reduction in
debt and reflecting a material decline in EBITDA, gross leverage is
expected to be more than 5.00x at YE2025.

CREDIT RATING RATIONALE

Corus' credit ratings are supported by its ability to create unique
Canadian shows, its broad programming appeal across multiple
formats, and continued development of its streaming portfolio. The
credit ratings also acknowledge the structural shift in advertising
spend to digital channels from traditional media, persistent cord
cutting, and the increasing selection of media and entertainment
options for consumers.

Notes: All figures are in Canadian dollars unless otherwise noted.


CRYSTAL PACKAGING: Selling Assets to Elliott Auto for $1.3-Mil.
---------------------------------------------------------------
Crystal Packaging Inc. seeks approval from the U.S. Bankruptcy
Court for the District of Colorado, to sell business assets free
and clear of liens, claims, and other interests.

The Debtor's assets include inventory, equipment, supplies,
vehicles, non-factored accounts receivable, fixed assets,
machinery, equipment, furniture, warehouse racking, forklifts,
leasehold improvements, intellectual property, telephone numbers,
books and records, permits, contracts and unfulfilled purchase
orders.

The Assets are owned subject to a validly perfected, undisputed
priority liens held by Rocky Mountain Petroleum Corp. and Power
Assist Company.

The Debtor wants to sell the assets to Elliott Auto Supply Co.,
Inc. d/b/a Factory Motor Parts free and clear of liens, claims and
interests pursuant to the terms of the Asset Purchase Agreement.

The purchase price for the assets is  $1,330,000 in cash, payable
at closing.

The sale doe snot include excluded assets, which includes cash and
factored accounts receivable.

The sale also includes the assignment of liabilities of CPI under
contracts assigned to
Buyer, but no other liabilities.

The Debtor, Elliott Auto, and Boston Henderson LLC, owner of the
premises used by the Debtor shall have entered into a binding
agreement for the assumption and assignment of the leasehold
obligations with respect to the premises.

The Debtor asserts that the Purchase Price will be sufficient to
pay RMP’s undisputed secured claim in the amount of $356,423.23
in full, the payments needed to cure the lease defaults in the
approximate amount of $600,000, and administrative expenses,
including administrative tax
claims.

                About Crystal Packaging Inc.

Crystal Packaging Inc. is a family owned liquid blending company
offering a variety of contract and toll services for organizations
across the country.

Crystal Packaging Inc. sought relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. D. Col. Case No. 24-13093) on June 4, 2024.
In the petition signed by C. Scott Vincent, as president, the
Debtor reports estimated assets up to $50,000 and estimated
liabilities between $1 million and $10 million.

Honorable Bankruptcy Judge Thomas B. Mcnamara oversees the case.

The Debtor is represented by  David V. Wadsworth, Esq. at WADSWORTH
GARBER WARNER CONRARDY, P.C.


CYANOTECH CORP: Replaces Grant Thornton with BPM as New Auditors
----------------------------------------------------------------
Cyanotech Corporation disclosed in a Form 8-K Report filed with the
U.S. Securities and Exchange Commission that on following an
extensive evaluation process that included proposals from several
accounting firms, the Audit Committee of the Board of Directors
with the Board's approval decided to dismiss the Company's current
independent registered accountant and external auditor, Grant
Thornton LLP, and to engage BPM LLP as its new independent
registered public accounting firm for the fiscal year ending March
31, 2025.

On December 10, 2024, the Audit Committee dismissed Grant Thornton
as the Company's independent registered accounting firm.

The audit reports of Grant Thornton on the Company's consolidated
financial statements for each of the two most recent years ended
March 31, 2024 and 2023 did not contain an adverse opinion or a
disclaimer of opinion nor were they qualified or modified as to
uncertainty, audit scope, or accounting principles. During the
Company's most recent fiscal years ended March 31, 2024 and 2023,
and during subsequent interim period through December 10, 2024, (i)
there were no disagreements within the meaning of Item
304(a)(1)(iv) of Regulation S-K on any matter of accounting
principles or practices, financial statement disclosure, or
auditing scope and procedures, which disagreements, if not resolved
to Grant Thornton's satisfaction, would have caused Grant Thornton
to make reference to the matter in their reports, on the financial
statements for such years; and, (ii) there were no "reportable
events" as that term is defined in Item 304(a)(1)(v) of
Registration S-K.

On the same date, with the Audit Committee's approval, the Company
appointed BPM as the Company's independent registered public
accounting firm for the fiscal year ending March 31, 2025.

During the Company's most recent fiscal years ended March 31, 2024
and 2023, and during the subsequent interim period through December
9, 2024, neither the Company, nor anyone on its behalf, consulted
BPM regarding either (i) the application of accounting principles
to a specified transaction, either completed or proposed, or the
type of audit opinion that might be rendered on the Company's
consolidated financial statements, and neither a written report nor
oral advice was provided to the Company that BPM concluded was an
important factor considered by the Company in reaching a decision
as to any accounting, auditing, or financial reporting issue, or
(ii) any matter that was either the subject of a "disagreement" (as
defined in Regulation S-K Item 304(a)(1)(iv)) or a "reportable
event".

                       About Cyanotech Corp.

Cyanotech Corporation, located in Kailua-Kona, Hawaii, was
incorporated in the state of Nevada on March 3, 1983, and is listed
on the NASDAQ Capital Market under the symbol "CYAN." The Company
is engaged in the production of natural products derived from
microalgae for the nutritional supplements market.

Newport Beach, Calif.-based Grant Thornton LLP, the Company's
auditor since 2008, issued a "going concern" qualification in its
report dated June 26, 2024, citing that the Company sustained
operating losses and negative cash flows from operations for the
fiscal years ended March 31, 2024, and 2023. Further, the Company
was not in compliance with two debt covenant requirements at March
31, 2024, and one debt covenant requirement at March 31, 2023.
These conditions, along with other matters, raise substantial doubt
about the Company's ability to continue as a going concern.

Cyanotech reported a net loss of $5.3 million for the year ended
March 31, 2024, compared to a net loss of $3.4 million for the year
ended March 31, 2023.


DIGITAL ALLY: All Four Proposals Approved at Annual Meeting
-----------------------------------------------------------
Digital Ally, Inc. disclosed in a Form 8-K filed with the
Securities and Exchange Commission that on Dec. 17, 2024, it held
its annual meeting of stockholders at which the stockholders:

   (1) elected Stanton E. Ross, Leroy C. Richie, D. Duke Daughtery,
and Charles M. Anderson as directors;

   (2) ratified the appointment of RBSM LLP as the independent
registered public accounting firm of the Company for the year
ending Dec. 31, 2024;

   (3) approved the transactions contemplated by the securities
purchase agreement, entered into as of June 24, 2024, by and
between the Company and investors, including, the issuance of 20%
or more of the Company's outstanding shares of Common Stock upon
(i) exercise of Series A Common Stock Purchase Warrants, and (ii)
exercise of Series B Common Stock Purchase Warrants, each dated
June 25, 2024;

   (4) authorized the Board of Directors, in its sole and absolute
discretion, and without further action of the stockholders, to file
an amendment to the Company's articles of incorporation, to effect
a reverse stock split of the Company's issued and outstanding
Common Stock at a ratio to be determined by the Board of Directors,
ranging from one-for-five to 1:20, with such reverse stock split to
be effected at such time and date, if at all, as determined by the
Board of Directors in its sole discretion, but no later than
Dec. 16, 2025, when the authority granted in this proposal to
implement the reverse stock split would terminate.
   
The Board of Directors of the Company made appointments to its
various committees after the Annual Meeting.  The members of the
Company's Audit Committee are Messrs. Richie, Daughtery and
Anderson.  Mr. Daughtery is the chairman of the Audit Committee.
The members of the Compensation Committee are Messrs. Richie,
Daughtery and Anderson.  Mr. Richie is the chairman of the
Compensation Committee.  The members of the Nominating and
Governance Committee are Messrs.  Richie, Daughtery and Anderson.
Mr. Richie is the chairman of the Nominating and Governance
Committee.

                        About Digital Ally

Headquartered in , Lenexa, KS, Digital Ally (NASDAQ: DGLY) through
its subsidiaries, is engaged in video solution technology, human &
animal health protection products, healthcare revenue cycle
management, ticket brokering and marketing, event production and
jet chartering.  Digital Ally continues to add organizations that
demonstrate the common traits of positive earnings, growth
potential, innovation and organizational synergies.  For additional
news and information please visit www.digitalally.com

New York, NY-based RBSM LLP, the Company's auditor since 2019,
issued a "going concern" qualification in its report dated April 1,
2024, citing that the Company has incurred substantial operating
losses and will require additional capital to continue as a going
concern.  This raises substantial doubt about the Company's ability
to continue as a going concern.



DIGITAL MEDIA: Unsecureds Will Get 3.1% to 8.3% of Claims in Plan
-----------------------------------------------------------------
Digital Media Solutions, Inc. ("DMS Inc.") and its affiliates filed
with the U.S. Bankruptcy Court for the Southern District of Texas a
Disclosure Statement for Joint Chapter 11 Plan dated December 9,
2024.

DMS Inc. is a leading technology-enabled digital advertising
company that leverages its advanced technology and proprietary
customer data to efficiently and effectively connect its customers
with their target consumers.

The Company formally launched the process on April 23, 2024 (the
"Prepetition Sale Process"). With the assistance of Houlihan Lokey
Capital, Inc., the Company, contacted 118 potential investors,
including 76 financial parties and 42 strategic parties.

Shortly before the Prepetition Date, the Debtors and the DIP
Lenders agreed to the terms if DIP financing whereby the DIP
Lenders agree to provide an approximately $122 million DIP Facility
to fund these Chapter 11 Cases. The DIP Facility is comprised of
(i) a $30 million new money commitment, and (ii) a roll-up of the
following prepetition obligation under the Credit Agreement:
approximately $21.7 million under the Tranche A Bridge Term Loan,
approximately $61.3 million under the Tranche B Term Loan, and
approximately $8.9 million under the Initial Term Loan. The Debtors
and their advisors estimated that the proceeds of the DIP Facility,
together with the consensual use of cash collateral, would provide
sufficient liquidity to stabilize the Debtors' operations and fund
these Chapter 11 Cases.

On October 29, 2024, the Debtors held an auction in accordance with
the Bidding Procedures. As a result of the auction, Imon Media Ltd.
was selected as the Successful Bidder with respect to the
ClickDealer Assets, Creative Clicks B.V. was selected as the
back-up bidder with respect to the ClickDealer Assets, and the
Stalking Horse Bidder was selected as the Successful Bidder with
respect to substantially all of the Debtors' remaining assets,
other than certain excluded assets.

Accordingly, the Debtors sought entry of: (a) an order approving
the sale of the ClickDealer Assets to Imon for the consideration
set forth in the Imon APA, including $8,000,000 in cash
consideration; and (b) an order approving the sale of substantially
all of the Debtors' remaining assets to the Stalking Horse Bidder
for the consideration set forth in the Stalking Horse Agreement,
including a $95,000,000 credit bid. Imon's $8,000,000 cash bid
represented over 400 percent increase from the $1,500,000 bid floor
announced at the start of the auction, and the Stalking Horse
Bidder's $95,000,000 credit bid represented 100 percent of the
Stalking Horse Bidder's initial credit bid, despite the exclusion
of the ClickDealer Assets from the proposed sale.

The Bankruptcy Court approved both sales at a hearing held on
November 4, 2024, and the Debtors anticipate that both sales will
close within 30 to 60 days, but, in any event, will close prior to
the case milestone of January 3, 2025, as agreed to in the
Committee Settlement.

Class 4 consists of General Unsecured Claims. Each Holder of an
Allowed General Unsecured Claim shall receive its Pro Rata share of
the Distributable Proceeds, if any, pursuant to the Waterfall
Recovery; plus each Holder of an Allowed General Unsecured Claim
that is not a Holder of an Allowed Prepetition Loan Deficiency
Claim or an Allowed DIP Facility Deficiency Claim shall receive its
Pro Rata share of the Unsecured Claims Recovery Pool. The allowed
unsecured claims total $23.8 million. This Class will receive a
distribution of 3.1% to 8.3% of their allowed claims.

Cash on hand, the Sale Transaction Proceeds, the Wind-Down Amount,
the Debtors' rights under the Sale Transaction Documentation, the
Unsecured Claims Recovery Pool, and all Causes of Action not
previously settled, released, or exculpated under the Plan, if any,
shall be used to fund the distributions to Holders of Allowed
Claims in accordance with the treatment of such Claims and subject
to the terms provided in the Plan.

A full-text copy of the Disclosure Statement dated December 9, 2024
is available at https://urlcurt.com/u?l=3uw5Rm from Omni Agent
Solutions, claims agent.

Co-Counsel to the Debtors:            

            Joshua A. Sussberg, P.C.
            Elizabeth H. Jones, Esq.
            KIRKLAND & ELLIS LLP AND KIRKLAND & ELLIS INTERNATIONAL
LLP
            601 Lexington Avenue
            New York, New York 10022
            Telephone: (212) 446-4800
            Facsimile: (212) 446-4900
            E-mail: joshua.sussberg@kirkland.com
                    elizabeth.jones@kirkland.com

                      - and -

            Alexandra F. Schwarzman, P.C.
            333 West Wolf Point Plaza
            Chicago, Illinois 60654
            Tel: (312) 862-2000
            Fax: (312) 862-2200
            E-mail: alexandra.schwarzman@kirkland.com

Co-Counsel to the Debtors:            

            John F. Higgins, Esq.
            M. Shane Johnson, Esq.
            Megan Young-John, Esq.
            James A. Keefe
            PORTER HEDGES LLP
            1000 Main St., 36th Floor
            Houston, Texas 77002
            Tel: (713) 226-6000
            Fax: (713) 226-6248
            E-mail: jhiggins@porterhedges.com
                    sjohnson@porterhedges.com
                    myoung-john@porterhedges.com
                    jkeefe@porterhedges.com

                About Digital Media Solutions

Founded in 2012, Digital Media Solutions, Inc. is a
technology-enabled digital advertising company in Clearwater, Fla.,
that leverages its advanced technology and proprietary customer
data to efficiently and effectively connect its customers with
their target consumers. As of Sept. 11, 2024, DMS and its
affiliates operate in at least 15 countries and territories around
the world and employ 247 individuals in the United States and
Canada.

Digital Media Solutions and 36 affiliates commenced voluntary
Chapter 11 proceedings (Bankr. N.D. Tex. Lead Case No. 24-90468) on
Sept. 11, 2024. At the time of the filing, Digital Media Solutions
reported $100 million to $500 million in both assets and
liabilities.

Judge Alfredo R. Perez oversees the cases.

The Debtors tapped Kirkland & Ellis, LLP and Porter Hedges, LLP as
legal counsel; Portage Point Partners as restructuring advisor; and
Houlihan Lokey Capital, Inc. as investment banker. Omni Agent
Solutions is the claims agent.


DITECH HOLDING: $99,238 Bush Claim Disallowed
---------------------------------------------
The Honorable James L. Garrity, Jr. of the United States Bankruptcy
Court for Southern District of New York entered a Memorandum
Decision and Order sustaining the objection of the Plan
Administrator and the Consumer Claims Trustee in the bankruptcy
case of Ditech Holding Corporation with respect to the proof of
claim filed by Gregory Bush. The Court disallows Bush's Claim No.
24557.

Bush is acting pro se. He filed two proofs of claim in these
Chapter 11 Cases. On April 25, 2019, Claimant timely filed Proof of
Claim No. 1430, as a general unsecured claim against Ditech
Financial, LLC  in the sum of $47,168.41. On October 31, 2019,
Claimant filed Proof of Claim No. 24557 as an Administrative
Expense Claim in the amount of $99,238.01 against Ditech.

Claim No. 24557 alleges the Debtors owe Claimant $99,238.01 on the
basis of "insurance." Claimant attaches evidence of checks from the
New York Central Mutual Fire Insurance Company in the amounts of
$78,238.01 and $6,000.00, respectively, and a statement that the
additional $15,000 is for "temporary housing that his necessary
because [Claimant's] house is uninhabitable" and that the "house
would've been completed if [Debtors] had released the funds in a
reasonable time."

Claim No. 1430 is not before the Court. The Plan Administrator
previously objected to Claim No. 1430, and the Court disallowed and
expunged the claim. The matter before the Court is the Plan
Administrator's Twenty-Eighth Omnibus Objection seeking to disallow
and expunge Claim No. 24557 on the grounds that Claimant has not
provided sufficient support to establish the validity of the claim
in the amount and priority asserted. In substance, the Plan
Administrator and the Consumer Claims Trustee argue that the Court
should disallow and expunge Claim No. 24557 because it fails to
state a claim for relief against Ditech. Alternatively, they
contend that Claimant has not alleged facts demonstrating that
Claim No. 24557 is entitled to administrative priority status and
that, at best, the claim is a time-barred Consumer Creditor Claim.


The Court first considers whether Claimant has alleged facts
demonstrating grounds for according Claim No. 24457 Administrative
Expense Claim status. Thereafter, the Court will consider whether
Claimant has stated either a claim for breach of fiduciary duties
or breach of contract against Ditech.

The Court finds Claimant fails to state a claim for breach of
fiduciary duty against Ditech.  The Court also finds Claimant fails
to state a claim for breach of contract against Ditech.

Therefore, the Court sustains the Objection and disallows Claim No.
24557. The Court need not, and does not, address the remaining
points raised by the Plan Administrator and Consumer Claims Trustee
in support of the Objection.

A copy of the Court's decision dated December 5, 2024, is available
at https://urlcurt.com/u?l=3XR8Y6

Attorneys for the Plan Administrator on Behalf of the Wind Down
Estates:

Richard Slack, Esq.
WEIL, GOTSHAL & MANGES LLP
767 Fifth Avenue
New York, NY 10153
Richard Slack, Esq.
E-mail: richard.slack@weil.com

Attorneys for the Consumer Claims Trustee

Richard Levin, Esq.
JENNER & BLOCK, LLP
1155 Avenue of the Americas
New York, NY 10036
E-mail: rlevin@jenner.com

               About Ditech Holding Corporation

Fort Washington, Pennsylvania-based Ditech Holding Corporation and
its subsidiaries -- http://www.ditechholding.com/-- are
independent servicer and originator of mortgage loans.

Ditech Holding and certain of its subsidiaries, including Ditech
Financial LLC and Reverse Mortgage Solutions, Inc., filed voluntary
Chapter 11 petitions (Bankr. S.D.N.Y. Lead Case No. 19 10412) on
Feb. 11, 2019, after reaching terms with lenders of a Chapter 11
plan that will reduce debt by $800 million.

The Debtors tapped Weil, Gotshal & Manges LLP as legal counsel,
Houlihan Lokey as investment banker and AlixPartners LLP as
financial advisor.  Epiq Bankruptcy Solutions LLC served as claims
and noticing agent.

Kirkland & Ellis LLP and FTI Consulting Inc. served as the
consenting term lenders' legal counsel and financial advisor,
respectively.

The U.S. Trustee for Region 2 appointed an official committee of
unsecured creditors in the Debtors' cases on Feb. 27, 2019. The
creditors' committee tapped Pachulski Stang Ziehl & Jones LLP as
its legal counsel and Goldin Associates, LLC, as its financial
advisor.

On May 2, 2019, the U.S. trustee appointed an official committee of
consumer creditors.  The consumers committee tapped Quinn Emanuel
Urquhart & Sullivan, LLP, as counsel and TRS Advisors LLC, as
financial advisor.

On Sept. 26, 2019, the Bankruptcy Court confirmed Ditech's Chapter
11 bankruptcy plan, which became effective four days later. A
Consumer Claims Trustee has been appointed in the case and is
represented by Richard Levin, Esq., at Jenner & Block, LLP.



DREAM ASSOCIATES: Kicks Off Subchapter V Bankruptcy Process
-----------------------------------------------------------
On December 17, 2024, Dream Associates Inc. filed Chapter 11
protection in the Eastern District of Texas. According to court
filing, the Debtor reports $2,398,531 in debt owed to 1 and 49
creditors. The petition states funds will be available to unsecured
creditors.

           About Dream Associates Inc.

Dream Associates Inc. owns and operates a restaurant business.

Dream Associates Inc. sought relief under Subchapter V of Chapter
11 of the U.S. Bankruptcy Code (Bankr. E.D. Tex. Case No. 24-43044)
on December 17, 2024. In the petition filed by Rebekah Kim, as
president and secretary, the Debtor reports total assets as of
September 30, 2024 of $2,760,682 and total liabilities as of
September 30, 2024 of $2,398,531.


Honorable Bankruptcy Judge Brenda T. Rhoades handles the case.

The Debtor is represented by:

     Mark Castillo, Esq.
     CARRINGTON, COLEMAN, SLOMAN & BLUMENTAL, LLP
     901 Main St. Ste. 5500
     Dallas TX 75202
     Tel: 214-855-3000
     Email: markcastillo@ccsb.com


EDUCATIONAL DEVELOPMENT: 3Q Earnings Call Set for Jan. 13
---------------------------------------------------------
Educational Development Corporation disclosed in a Form 8-K filing
with the U.S. Securities and Exchange Commission that the third
quarter of fiscal 2025 earnings call will be held on Monday,
January 13, 2025, at 3:30 PM CT (4:30 PM ET).

               About Educational Development Corp

Tulsa, Okla.-based Educational Development Corp is the owner and
exclusive publisher of Kane Miller children's books; Learning
Wrap-Ups, maker of educational manipulatives; and SmartLab Toys,
maker of STEAM-based toys and games. It is also the exclusive
United States Multi-Level Marketing distributor of Usborne
Publishing Limited children's books. Significant portions of our
existing inventory volumes are concentrated with Usborne.
Educational Development Corp sells its products through two
separate divisions, PaperPie and Publishing.

As of August 31, 2024, the Company had $85,194,900 in total
assets,
$42,656,300 in total liabilities, and $42,538,600 in total
shareholders' equity.

According to the Company's Quarterly Report on Form 10-Q Report
for
the quarterly period ended August 31, 2024, the short-term
duration
of the Revolving Loan and uncertainty of the bank's ongoing
support
beyond January 4, 2025, along with recurring operating losses and
other items, raise substantial doubt over the Company's ability to
continue as a going concern. To address these concerns, the
Company
has taken steps in its plans to reduce debt by selling owned real
estate. The proceeds from the sale are expected to pay off the
Term
Loans and Revolving Loan. Following the loan payoff, management
plans to fund ongoing operations with limited borrowings through
local banks or other financing sources. In addition, management's
plans include reducing inventory which will generate free
cashflows
and building the active PaperPie Brand Partners to pre-pandemic
levels. Although there is no guarantee these plans will be
successful, management believes these plans, if achieved, will
alleviate the substantial doubt about continuing as a going
concern
and generate sufficient liquidity to meet the Company's
obligations
as they become due over the next 12 months.


EL CHILITO MEXICAN: Unsecureds Will Get 49.65% of Claims in Plan
----------------------------------------------------------------
El Chilito Mexican Food, Inc., filed with the U.S. Bankruptcy Court
for the Central District of California a Chapter 11 Plan of
Reorganization dated December 9, 2024.

The Debtor is a California corporation created on August 20, 2010.
Edgar R. Ramirez is the sole shareholder of the Debtor and serves
as its Chief Executive Officer.

The Debtor's business is the operation of its sole asset, a
restaurant located at 733 South Oxnard Boulevard in Oxnard,
California 93030 (the "Oxnard Restaurant"). Prior to the formation
of the Debtor, Ramirez operated the Oxnard Restaurant as a sole
proprietor.

Ramirez is the principal in three corporations that each own and
operate a Mexican food restaurant under the trade name "El
Chilito." In addition to the Debtor, which is located in Oxnard,
there is a restaurant located at 2179 Brundage Lange in
Bakersfield, California 93304 (the "Bakersfield Restaurant") and a
restaurant located at 9331 Slauson Avenue in Pico Rivera,
California 90660 (the "Pico Restaurant") (collectively, with the
Oxnard Restaurant and the Bakersfield Restaurant, the
"Restaurants", and each individually in the generic, a
"Restaurant").

The Debtor filed its bankruptcy case prior to a hearing on a motion
filed by the Debtor's workers' compensation insurance provider,
Technology Insurance Company ("TIC"), to appoint a receiver and
sell the Debtor's liquor license in satisfaction of a default
judgment obtained by TIC against the Debtor in relation to a
dispute over funds allegedly owed after coverage of a claim by TIC.


Class 3 consists of General Unsecured Claims. In the present case,
the Debtor estimates that general unsecured debts total
approximately $181,254.25 (excludes the IRS general unsecured
claims, but it is subject to change). The Debtor will pay general
unsecured, on a pro rata basis, as follows:

Months 1-24: $2,500 per quarter
Months 25-36: $3,000 per quarter
Months 37-59: $5,000 per quarter
Month 60: $23,000

This is estimated to pay approximately $90,000 in total or 49.65%
of each claim. Upon entry of the discharge, the remainder of the
Debtor's unsecured debts will be discharged.

Class 4 consists of Interest Holders. The Debtor's owners will
retain their ownership interest in the Debtor.

The Debtor will fund the Plan from the operation of its business,
and the funds that it has/will have accumulated in its DIP bank
accounts.

A full-text copy of the Plan of Reorganization dated December 9,
2024 is available at https://urlcurt.com/u?l=Qez9K2 from
PacerMonitor.com at no charge.

Counsel to the Debtor:

     Roksana D. Moradi-Brovia, Esq.
     RHM LAW LLP
     17609 Ventura Blvd., Suite 314
     Encino, CA 91316
     Tel: (818) 285-0100
     Fax: (818) 855-7013
     Email: roksana@RHMFirm.com

                About El Chilito Mexican Food

El Chilito Mexican Food, Inc. is a local taqueria serving a
delicious selection of Tex-Mex and interior Mexican style tacos,
coffee, frozen sangria/mimosas, and draft beer.

El Chilito sought relief under Chapter 11 of the Bankruptcy Code
(Bankr. C.D. Calif. Case No. 24-11032) on Sept. 11, 2024, with
$500,001 to $1 million in assets and $1 million to $10 million in
liabilities.

Judge Ronald A. Clifford III oversees the case.

The Debtor is represented by Matthew D. Resnik, Esq., at RMH Law,
LLP.


ELECTROCORE INC: Inks Definitive Agreement to Acquire NeuroMetrix
-----------------------------------------------------------------
electroCore, Inc. announced on December 17, 2024, that it has
entered into a definitive agreement to acquire NeuroMetrix, Inc.,
including its Quell platform, positioning itself as a diversified,
commercial-scale player in non-invasive health and wellness
treatments.

NURO is a commercial stage healthcare company that develops and
commercializes neurotechnology devices to address unmet needs in
the chronic pain and diabetes markets. It has two product
categories:

     * Quell: a wearable, app and cloud-enabled neuromodulation
platform that is indicated for the treatment of fibromyalgia
symptoms (Quell Fibromyalgia) and lower-extremity chronic pain
(Quell 2.0); and

     * DPNCheck: a point-of-care screening test for peripheral
neuropathy, which product line is expected to be divested by NURO
prior to consummation of the acquisition

The acquisition of NeuroMetrix will accelerate electroCore's
efforts to become a significant player in the bioelectronic health
and wellness sector by expanding its product portfolio of
non-invasive therapies for medical conditions and general wellness
product offerings, while expanding its technological capabilities
through the Quell mobile application and health cloud platform. The
transaction does not include the DPNCheck technology and business,
which is expected to be divested by NeuroMetrix prior to closing of
the transaction.

"We are confident we can leverage our established distribution
channels, especially the VA Hospital System, to accelerate adoption
of the Quell Fibromyalgia solution," stated Dan Goldberger, CEO of
electroCore, inc. "NeuroMetrix has spent many years developing the
Quell commercial asset, and electroCore has developed a strong
commercial organization for our own prescription and
direct-to-consumer nerve stimulation solutions. This acquisition
will immediately increase our addressable market, and diversify our
portfolio of non-pharmaceutical, non-invasive nerve stimulation
offerings. We are incredibly excited to add the Quell product lines
to our portfolio and we expect this acquisition to be accretive to
our top and bottom lines. Following the transaction, we expect ECOR
to be the leading publicly traded neuromodulation platform focused
on wellness and chronic pain."

U.S. consumers spend nearly $20 billion annually out-of-pocket for
chronic pain treatments. Approximately 6% of US adults suffer from
Fibromyalgia, with few treatment options. Quell Fibromyalgia is a
prescription, non-invasive, nerve stimulation device that is
FDA-authorized, covered by 27 issued U.S. patents, and is enabled
by a proprietary, custom designed microchip that provides flexible,
precise, high-power nerve stimulation in a form factor the size of
a credit card.

     NeuroMetrix Historical Financial Results

For the three months ended September 30, 2024, NURO reported:

     * Total revenue of $600,000
     * Quell revenue of $184,000, a 50% increase over the year ago
period in 2023
     * Operating expenses of $2.1 million
     * Net loss of $1.5 million

The transaction has been unanimously approved by the boards of
directors of both companies and is expected to close around the end
of the first quarter of 2025. Consummation of the transaction is
subject to approval by the shareholders of NURO, and the filing
with the Securities and Exchange Commission of NURO's Form 10-K
with respect to the fiscal year ended December 31, 2024, in
addition to certain customary closing conditions.

Additional information on the transaction filed on Form 8-K with
the Securities and Exchange Commission is available at:

                  https://tinyurl.com/4ymuhnmv

                         About electroCore, Inc.

electroCore, Inc. -- www.electrocore.com -- is a commercial-stage
bioelectronic medicine and wellness company dedicated to improving
health through its non-invasive vagus nerve stimulation technology
platform. The Company's focus is the commercialization of medical
devices for the management and treatment of certain medical
conditions and consumer product offerings utilizing nVNS to promote
general well-being and human performance in the United States and
select overseas markets.

New York, NY-based Marcum LLP, the Company's auditor since 2020,
issued a "going concern" qualification in its report dated March
13, 2024, citing that the Company has experienced significant
losses and cash used in operations and expects to continue to incur
net losses. These conditions raise substantial doubt about the
Company's ability to continue as a going concern.


ELIZABETH SUZANN: Gets Interim OK to Use Cash Collateral
--------------------------------------------------------
The U.S. Bankruptcy Court for the Middle District of Tennessee,
Nashville Division granted Elizabeth Suzann, LLC interim
authorization to use cash collateral.

The interim order approved the use of cash collateral to pay the
company's expenses set forth in its projected budget, with a 10%
variance. In addition to those expenses, the company was authorized
to use cash collateral to pay fees and disbursements to
professionals hired in connection with its Chapter 11 case,
including the Subchapter V trustee, and any fees payable to the
Clerk of the Bankruptcy Court.

As adequate protection, secured creditors were granted a
replacement security interest in the company's post-petition
property and proceeds thereof.

The replacement liens and security interests granted shall be
deemed perfected without the necessity of the secured creditors
taking possession of any collateral or filing financing statements
or other documents.

The final hearing is scheduled for Jan. 7, 2025.

                    About Elizabeth Suzann LLC

Elizabeth Suzann, LLC sought protection under Chapter 11 of the
U.S. Bankruptcy Code (Bankr. M.D. Tenn. Case No. 24-04703) on
December 5, 2024, with up to $100,000 in assets and up to $500,000
in liabilities. Elizabeth Martucci, chief executive officer of
Elizabeth Suzann, signed the petition.

Judge Nancy B. King oversees the case.

Michael G. Abelow, Esq., at Sherrard Roe Voigt & Harbison, PLC,
represents the Debtor as legal counsel.


ELIZABETH SUZANN: Hires Sherrard Roe Voigt & Harbison as Counsel
----------------------------------------------------------------
Elizabeth Suzann, LLC and its affiliates seek approval from the
U.S. Bankruptcy Court for the Middle District of Tennessee to
employ Sherrard Roe Voigt & Harbison, PLC as counsel.

The firm will provide these services:

     a. render legal advice with respect to the rights, powers and
duties of the Debtors in their management of their property;

     b. prepare all necessary pleadings, orders and reports with
respect to this proceeding and to render all other legal services
as may be necessary or proper herein;

     c. assist and counsel the Debtors in the preparation,
presentation and confirmation of their Plan of Reorganization;

     d. perform all other legal services that may be necessary and
appropriate in the general administration of this estate.

The firm will be paid at these rates:

     Michael G. Abelow              $610 per hour
     Brett Bauer                    $340 per hour
     New Associates                 $340 per hour
     Senior partners                $880 per hour
     Paralegals                     $250 to $330 per hour

The firm will also be reimbursed for reasonable out-of-pocket
expenses incurred.

Michael G. Abelow, Esq., a partner at Sherrard Roe Voigt &
Harbison, PLC, disclosed in a court filing that the firm is a
"disinterested person" as the term is defined in Section 101(14) of
the Bankruptcy Code.

The firm can be reached at:

     Michael G. Abelow, Esq.
     Brettson J. Bauer, Esq.
     Sherrard Roe Voigt & Harbison, PLC
     1600 West End Avenue, Suite 1750
     Nashville, TN 37203
     Telephone: (615) 742-4532
     Email: mabelow@srvhlaw.com
            bbauer@srvhlaw.com

              About Elizabeth Suzann, LLC

Elizabeth Suzann, LLC sought protection under Chapter 11 of the
U.S. Bankruptcy Code(Bankr. M.D. Tenn. Case No. 3:24-bk-04703) on
December 5, 2024. In the petition signed by Elizabeth Martucci,
chief executive officer, the Debtor disclosed up to $100,000 in
assets and up to $500,000 in liabilities.

Judge Nancy B. King oversees the case.

Michael G. Abelow, Esq., at Sherrard Roe Voigt & Harbison, PLC,
represents the Debtor as legal counsel.


ELLIE LANE CAPITAL: Seeks Cash Collateral Access Until June 2025
----------------------------------------------------------------
Ellie Lane Capital, LLC asked the U.S. Bankruptcy Court for the
Southern District of California, San Diego Division, for authority
to use cash collateral through June 30, 2025.

Ellie acts as a facilitator for companies in the renewable energy
industry, helping them streamline their operations and maximize
returns on their investments by navigating complex processes and
securing financial incentives for their customers.

The primary reason for filing the bankruptcy is due to
misrepresentations of the seller of assets to Ellie and the
company's inability to service the outstanding debt against it
resulting from decreased cash flow that resulted due to these
misrepresentations.

Ellie acquired the business assets of GCal Services, LLC in
February 2023, and has been operating since that time. Its purchase
of various assets and liabilities of GCal resulted in a number of
assignment agreements and an asset purchase agreement whereby
certain assets and liabilities were transferred to the company. To
fund the purchase, Ellie entered into a secured promissory note
with GCal and Greg and Joy Khatchatourian for $1.4 million. The
company also entered into a security agreement with the seller.
However, neither the seller nor Greg and Joy Khatchatourian filed a
UCC-1 financing statement with the California Secretary of State to
perfect the lien.

As part of the purchase of the assets of GCal, Ellie obtained a
secured loan from First Bank of the Lake. As of the petition date,
the loan had a balance of $4.8 million. The loan is secured by
Ellie's personal property.

Also as part of the purchase of the assets of GCal, Ellie obtained
a secured loan from Advantage Capital Investment Management, LLC.
As of the petition date, the loan had a balance of $651,365. The
loan is secured by Ellie's personal property23.

As part of the purchase, Ellie obtained a secured loan from GCal.
As of the petition date, the loan had a balance of $1.4 million and
it is disputed. However, since the filing of the bankruptcy, Ellie
became aware that seller filed a UCC financing statement in the
state of Delaware.

As adequate protection of First Bank of the Lake's first position
security interest, Ellie will pay the bank $2,500 for January 2025,
and a monthly payment of $2,000 for the period from February to
June 2025.

Further, the company will offer a post-petition replacement lien on
all of its post-petition personal property.

Ellie will not provide adequate protection payments to Advantage
Capital Investment Management, LLC for its second position security
interest because the company's cash flow is insufficient to do so,
with the adequate protection payment of $2,000 per month to First
Bank of the Lake.

                    About Ellie Lane Capital

Ellie Lane Capital LLC, doing business as Your SolarMate, offers
solar PV or energy storage system installers and contractors
services that simplify the representative/applicant interconnection
and rebate processes. The Debtor acts as in order to complete all
applications required by the utility companies in order to quickly
receive permission to operate (PTO) letters and rebate approvals.

Ellie Lane Capital LLC sought relief under Subchapter V of Chapter
11 of the U.S. Bankruptcy Code (Bankr. S.D. Cal. Case No. 24-02207)
on June 17, 2024. In the petition signed by Katherine Dextraze,
president and partner 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 Vanessa M. Haberbush, Esq., at
Haberbush, LLP.


EMERGENCY HOSPITAL: Moparty Loses Bid to Dismiss Bankruptcy Case
----------------------------------------------------------------
Chief Judge Eduardo V. Rodriguez of the United States Bankruptcy
Court for the Southern District of Texas denied the motion filed by
Moparty Family Limited Partnership and KARE Family Limited
Partnership LTD to dismiss Emergency Hospital Systems LLC's Chapter
11 case and a related adversary proceeding.

Moparty asserts that EHS's Operating Manager, Dr. Rafael
Delaflor-Weiss, lacked the corporate authority to file the
bankruptcy petition. Dr. Delaflor-Weiss takes the position EHS's
operating agreement empowered him with the authority to file a
bankruptcy petition without the prior consent of its board of
managers.

On October 24, 2024, the Court conducted an evidentiary hearing.
Based on a reading of the operating agreement and a review of
applicable law, the Court concludes that as the Operating Manager,
Dr. Delaflor-Weiss had full authority to file the petition. The
motion to dismiss is denied. Furthermore, because the only basis to
dismiss the adversary case was also on the basis of an unauthorized
bankruptcy, the motion to dismiss the related adversary case number
24-3206 is denied.

A copy of the Court's decision dated December 5, 2024, is available
at https://urlcurt.com/u?l=3Z4EO4

               About Emergency Hospital Systems

Emergency Hospital Systems LLC, doing business as Cleveland
Emergency Hospital, is a system of regional hospitals serving the
communities of The Woodlands, Porter, and Deerbrook, Cleveland.
These facilities support each other with respect to the services
they provide and are united under a common objective to provide
quality healthcare professionally and compassionately.

Emergency Hospital Systems sought relief under Chapter 11 of the
U.S. Bankruptcy Code (Bankr. S.D. Texas Case No. 24-34683) on
October 3, 2024, with $10 million to $50 million in both assets and
liabilities. Rafael Delaflor, operating officer, signed the
petition.

Judge Eduardo V. Rodriguez oversees the case.

Kean Miller LLP serves as the Debtor's counsel.



FACILITIES MANAGEMENT: Unsecureds Will Get 4.32% over 3 Years
-------------------------------------------------------------
Facilities Management Services of Pennsylvania, Inc., filed with
the U.S. Bankruptcy Court for the Eastern District of Pennsylvania
a Plan of Reorganization for Small Business dated December 9,
2024.

The Debtor is a management services corporation which provides
non-clinical facilities, equipment, administrative, management and
other services to healthcare providers for use in their
professional practices at various locations. The Debtor has been in
operation since 1986.

The Debtor presently provides management services for a single
healthcare provider, Medical Rehabilitation Centers of PA, P.C.
("MRCP"), which provides physical therapy and medical
rehabilitative services. MRCP operates out of seven locations in
Southeast Pennsylvania.

The Debtor filed the instant chapter 11 case on September 10, 2024.
At the time of filing, three of the Debtor's commercial landlords
had initiated eviction proceedings against the Debtor each
representing the Debtor's most expensive leaseholds. Accordingly,
through this chapter 11 case, the Debtor seeks to restructure its
operations, including the renegotiation or rejection of some of its
current commercial leaseholds and the payment of its creditors.

The Debtor has provided projected financial information as
attached. These projections consist of a three-year cash flow from
the anticipated Effective Date of the Plan (February 1, 2025)
through January 2028. The final Plan payment is expected to be paid
in February 2028.

This Plan under chapter 11 of the Bankruptcy Code proposes to pay
creditors of the Debtor from disposable income as more fully set
forth in this Plan.

Non-priority unsecured creditors holding allowed claims will
receive distributions, which the proponent of this Plan has valued
at approximately 4.32 cents on the dollar. This Plan also provides
for the payment in full of administrative and priority claims.

Class 3 consists of all non-priority, non-insider, unsecured
claims. Holders of allowed non-priority unsecured claims shall be
paid pro rata from the Debtor's disposable income during the Plan,
as set forth in the Projections. Based on the Projections and
payments that are made to all claims with a higher priority to that
of non-priority unsecured claims (including Administrative Expense
Claims and Priority Tax Claims), the first distribution to Class 3
claimants shall occur in February 2026, with subsequent
distributions to occur in February 2027 and upon the conclusion of
the Plan term in February 2028.

The payments to be made to Class 3 total $90,204.00, which is
equivalent to approximately 4.32% of each allowed Class 3 claim
based upon the scheduled and filed Class 3 claims in the aggregate
amount of $2,088,362.74. The treatment and consideration to be
received by holders of Class 3 claims shall be in full settlement,
satisfaction, release and discharge of their respective claims.

Class 4 consists of Equity security holder of the Debtor. Equity
interests in the Debtor will retain those interests.

The Plan sets forth a payment period that begins on the Effective
Date and concludes on January 31, 2028, which is a three-year
period (the "Plan Period"). Bankruptcy Code section 1191(c)(2)(A)
sets three years as the default plan period.

The Debtor will fund its payments under the Plan from its projected
disposable income received in the Plan Period. As shown by the
Projections, the Debtor anticipates having approximately $15,000 in
cash on the Effective Date, which will function as a liquidity
cushion during the case and is not included as disposable income
received in the Plan Period.

A full-text copy of the Plan of Reorganization dated Dec. 9, 2024
is available at https://urlcurt.com/u?l=zRkppE from
PacerMonitor.com at no charge.

Counsel to the Debtor:

     David B. Smith, Esq.
     Smith Kane Holman, LLC
     112 Moores Road Suite 300
     Malvern, PA 19355
     Tel: (610) 407-7215
     Fax: (610) 407-7218
     Email: dsmith@skhlaw.com

                About Facilities Management Services
                         of Pennsylvania

Facilities Management Services of Pennsylvania, Inc. is a
management services corporation which provides non-clinical
facilities, equipment, administrative, management and other
services to healthcare providers for use in their professional
practices at various locations.

The Debtor filed its voluntary petition for relief under Chapter 11
of the Bankruptcy Code (Bankr. E.D. Pa. Case No. 24-13194) on
September 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 as
legal counsel.


FAYESON INC: Unsecured Creditors to Split $624K over 3 Years
------------------------------------------------------------
Fayeson Inc. d/b/a Richey Inc. filed with the U.S. Bankruptcy Court
for the District of Colorado a Subchapter V Plan of Reorganization
dated December 9, 2024.

The Debtor is a full-service shop for trucks and trailers,
providing repair and maintenance services and new and used parts.
The Debtor primarily earns revenue by servicing trucks and
trailers.

Prior to this bankruptcy case, the Debtor generated between $50,000
and $60,000 a week in accounts receivable. As a result of the
merchant cash advance ("MCA") transactions, the MCA entities were
sweeping about $12,564.42 a week from the Debtor's deposit account,
which, when coupled with the Debtor's operational expenses, created
insurmountable cash flow problems.

As a result of cash flow problems, the Debtor struggled to make
payroll and pay critical vendors and its landlord, which was in the
process of evicting the Debtor from its shop. The Debtor filed for
bankruptcy to right-size its operations to a manageable level and
to redress the vicious financial cycle the Debtor has found itself
in on account of the MCA transactions.

Class 7 consists of Allowed General Unsecured Claims. Holders of
Allowed General Unsecured Claims shall receive, for three years
after the Effective Date or until such Claims are paid in full,
their Pro Rata share of the Debtor's Projected Disposable Income.
Based on the Debtor's projections, which are attached at Exhibit 2,
the holders of Allowed General Unsecured Claims shall receive, at a
minimum, $624,501.78 as follows:

Year 1: $126,672.72
Year 2: $189,854.31
Year 3: $307,974.75

In addition to the Debtor's Projected Disposable Income, holders of
Allowed General Unsecured Claims shall also receive the actual net
savings from the Debtor entering into a new lease for three years
after the Effective Date (the "Lease Savings"). The Lease Savings
is calculated by taking the amounts owed to the Landlord under the
existing lease and subtracting (i) the amounts owed to the new
landlord under the new lease plus (ii) the actual and necessary
costs incurred in moving to the new location. If the Debtor moves
to approve the new lease and reject the existing lease prior to the
Confirmation Date, the Debtor shall amend or supplement this Plan
with updated projections to account for the Lease Savings.

The Debtor shall pay holders of Allowed General Unsecured Claims in
quarterly installments beginning the first complete quarter after
the Effective Date. In connection with such payments, the Debtor
shall include a statement (i) identifying the amounts disbursed to
holders of Allowed General Unsecured Claims, and (ii) setting forth
the Lease Savings made available to such holders. The Debtor may
distribute the entirety of its Projected Disposable Income,
including Lease Savings, to holders of Allowed General Unsecured
Creditors at any time prior to three years after the Effective
Date.

All proceeds recovered by the Reorganized Debtor on account of any
Cause of Action obtained after the Effective Date shall be
distributed to holders of Allowed General Unsecured Claims on a Pro
Rata basis, net of attorneys' fees and costs. Class 7 is impaired
and entitled to vote to accept or reject the Plan.

Class 8 consists of the holders of Interests of the Debtor as of
the Petition Date. On the Effective Date, holders of Interests
shall retain such Interests. Class 8 is unimpaired.

The Debtor believes the Plan is feasible because it possesses the
ability to perform under the Plan and predicts it will have
sufficient cash over the life of the Plan to make the required Plan
payments and operate the business. The Debtor anticipates that its
income will be positive each year following the Effective Date and
that the Debtor will generate disposable income, as defined by
section 1191(d), for the period described in section 1191(c)(2)
sufficient to fund payments due under the Plan.

A full-text copy of the Plan of Reorganization dated December 9,
2024 is available at https://urlcurt.com/u?l=orbY7i from
PacerMonitor.com at no charge.

Counsel to the Debtor:

     Patrick R. Akers, Esq.
     Fennemore Craig, P.C.
     3615 Delgany St, Suite 1100
     Denver, CO 80216
     Telephone: (303) 291-3200  
     Facsimile: (303) 291-3201
     Email: pakers@fennemorelaw.com

                        About Fayeson Inc.

Fayeson Inc., doing business as Richey Inc., is a full-service shop
for trucks and trailers in Commerce City, Colo.

Fayeson filed Chapter 11 petition (Bankr. D. Colo. Case No.
24-15305) on Sept. 9, 2024, with up to $1 million in assets and up
to $10 million in liabilities. Fayeson President Dion M. Swenson
signed the petition.

Judge Kimberley H. Tyson presides over the case.

The Debtor hired Fennemore Craig, P.C., as legal counsel.


FCA CONSTRUCTION: Unsecureds Will Get 3.54% to 4.61% in Plan
------------------------------------------------------------
FCA Construction LLC submitted a Second Amended Subchapter V Plan
of Reorganization dated December 9, 2024.

The Debtor has determined that the highest and best return to
creditors will be through continuing operations and making
Distributions to creditors over the course of three-year plan
(equal to 36 months).

In particular, the Debtor believes it has the potential for a
bright future, particularly in light of its reputation in the
industry and inventory of contracts and projects. The Debtor's
bankruptcy and Plan will enable the Debtor to shed its economic
burdens so that it can pay creditors through the Plan and grow.

The Plan is to be funded through several sources, including: (i)
cash on hand; (ii) operating revenues; and, under certain
circumstances if certain Classes vote to accept the Plan (iii) Net
Litigation Recoveries.

Each Administrative Expense Claim, other than Administrative Tax
Claims, shall be paid in full, in equal monthly installments during
the first year of Plan, beginning on the first day of the first
full month after the Effective Date. Allowed Administrative Tax
Claims shall be paid in full on the Effective Date.

Each Priority Tax Claim will be paid in full over 15 equal
quarterly installments commencing on the last day after the first
full quarter after the Effective Date; notwithstanding the
foregoing, Priority Tax Claims shall be paid no later than April
10, 2029.

All Allowed General Unsecured Claims will be eligible for a pro
rata Distribution over three years from Projected Disposable Income
of the Debtor after payment of Administrative Expenses, Allowed
Priority Tax Claims, and Allowed Priority Unsecured Claims, as well
as after payments payment of expenditures necessary for
continuation, preservation, or operation of the business of the
Debtor.

Based on the Projected Disposable Income set forth in the Cash Flow
Projections and the size of the General Unsecured Claims pool
(i.e., all General Unsecured Claims to include the Newtek
Deficiency Claim), the Debtor proposes that Distributions will be
in the range of 3.54% to 4.61% of the amount Allowed General
Unsecured Claims, depending on whether contemplated objections to
certain Claims will be sustained.

In addition, if Class 6 (the General Unsecured Claims Class, which
does not include the Newtek Deficiency Claim) votes to accept the
Plan, holders of Class 6 Allowed Claims will entitled to receive,
pro rata based on the amount of the Claim within the Class and pari
passu with holders Claims in Class 7, 2 additional Distributions
equal to 25% of the Net Litigation Recoveries. If Class 6 accepts
the Plan and either of the Newtek Claims rejects the Plan, then the
foregoing Distributions will be pro rata within Class 6 only. If
the Newtek Claims vote to accept the Plan, Class 7 (the Newtek
Deficiency Class) will be entitled to share in the Distributions of
25% of the Net Litigation Proceeds pro rata and pari passu with
Class 6, unless Class 6 rejects the Plan, in which case Class 7
only would receive the aforementioned Distributions (again, if and
only if the Newtek Claims accept the Plan).

Class 6 consists of General Unsecured Claims. Allowed Claims in the
General Unsecured Claims Class will receive a pro rata portion of
the annual Debtor's Projected Disposable Income over a period of 12
quarters, pari passu with the Newtek Deficiency Class. These
payments will be made directly by the Debtor as the disbursement
agent (as opposed to the Subchapter V Trustee).

Total Amount of Claims (including Disputed Claims or Claims that
the Debtor has identified as objectionable): $3,124,630.01.
Estimated amount of Claims if all Disputed or objectionable Claims
are disallowed: $1,764,317.03. These payments will be made on a
quarterly basis, beginning on the last day of the first full
quarter following the Effective Date, and in an amount pursuant to
the Cash Flow Projections.

The Debtor will fund its plan payments from its disposable income
earned from the Debtor's operations. To date, the Debtor has filed
monthly operating reports for April and May of 2024.

Through the Debtor's already secured projects and its anticipated
projects, the Debtor's total anticipated gross revenue from
February 2025 through February 2028 is $15,900,000. After costs and
expenses of $14,970,544.14, Administrative Expense and Priority Tax
Claim payments, and payments in respect of Allowed Secured Claims,
the projected disposable income over three years is anticipated to
be $206,394.93.

A full-text copy of the Second Amended Plan dated December 9, 2024
is available at https://urlcurt.com/u?l=a7lEBn from
PacerMonitor.com at no charge.

Counsel to the Debtor:

     Tristan Manthey, Esq.
     Fishman Haygood, LLP
     201 St. Charles Avenue, Suite 4600
     New Orleans, LA 70170-4600
     Telephone: (504) 556-5525
     Facsimile: (504) 586-5250
     Email: tmanthey@fishmanhaygood.com

                  About FCA Construction LLC

FCA Construction LLC is a general contractor specializing in
residential construction and roofing, commercial construction and
roofing, disaster recovery, disaster roof replacement, and
electrical and mechanical services.

The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. E.D. La. Case No. 24-10702) on April 11,
2024. In the petition signed by Albert Courcelle, III, member, the
Debtor disclosed $3,417,686 in assets and $7,768,774 in
liabilities.

Judge Meredith S. Grabill oversees the case.

Tristan Manthey, Esq., at FISHMAN HAYGOOD, L.L.P., is the Debtor's
legal counsel.


FINGERMOTION INC: Terminates Sales Agreement with Univest
---------------------------------------------------------
FingerMotion, Inc. disclosed in a Form 8-K Report filed with the
U.S. Securities and Exchange Commission that on December 16, 2024,
the Company and Univest Securities, LLC mutually agreed to
terminate the At-the-Market Issuance Sales Agreement, dated
September 11, 2023, between the Company and Univest, effective
December 16, 2024.

                    About FingerMotion Inc.

FingerMotion Inc. is an evolving technology Company with a core
competency in mobile payment and recharge platform solutions in
China.

Hong Kong-based Centurion ZD CPA & Co., the Company's former
auditor, issued a "going concern" qualification in its report dated
May 29, 2024, citing that the Company has suffered recurring losses
from operations that raise substantial doubt about its ability to
continue as a going concern.

FingerMotion had a net loss of $3,812,017 and $7,538,837 for the
years ended February 29, 2024 and February 28, 2023, respectively.
As of August 31, 2024, FingerMotion had $30,188,875 in total
assets, $20,310,503 in total liabilities, and $9,878,372 in total
shareholders' equity.


FRANCHISE GROUP: S&P Assigns 'CCC+' Rating on $750MM DIP Facility
-----------------------------------------------------------------
S&P Global Ratings assigned a point-in-time 'CCC+' issue-level
rating to Franchise Group Inc.'s (FRG) $750 million
debtor-in-possession (DIP) facility, which consists of a $250
million new money term loan and $500 million roll-up term loan. The
company has been under Chapter 11 bankruptcy protection since its
filing on Nov. 3, 2024.

S&P's 'D' issuer credit rating on Franchise Group is unchanged.

The 'CCC+' issue-level rating reflects S&P's view of the credit
risk borne by DIP term loan lenders and does not indicate ratings
it may assign to exit facilities or the reorganized company after
it emerges from bankruptcy.

The DIP issue-level rating is a point-in-time rating effective only
as of the date of this report. S&P Global Ratings will not monitor,
review, or provide ongoing surveillance of this rating.

S&P said, "Our point-in-time 'CCC+' rating on FRG's $750 million
DIP term loan reflects our view of the credit risk borne by
lenders. Our view considers the company's ability to meet its
financial requirements during bankruptcy through our debtor credit
profile (DCP) assessment. This reflects prospects for full
repayment through reorganization and emergence from Chapter 11
using our capacity for repayment at emergence (CRE) assessment and
the prospects for full repayment in a liquidation scenario using
our additional protection in a liquidation scenario (APLS)
assessment. Our assessment of each of these factors is as follows,
reflecting our view of the company's vulnerable business risk
profile and highly leveraged financial risk profile, together with
our consideration of applicable rating modifiers in bankruptcy.

"We estimate weak coverage of the DIP debt in our CRE assessment,
with coverage of 100%-115%. This leads to a one-notch downward
adjustment for the DIP facilities from the DCP, reflecting risks
related to insufficient coverage of the DIP financing by our
estimated enterprise value of the restructured company. Our CRE
assessment is a measure of the likelihood that the company will be
in a position to attract exit financing to repay the DIP in full at
emergence. The assessment is independent from any mandatory
conversion to exit financing or other terms that may be
prenegotiated. We view repayment prospects for purposes of the CRE
assessment on the basis that all DIP facilities must be repaid in
full in cash at emergence, consistent with their super-priority
status under the U.S. Bankruptcy Code.

"Our APLS assessment indicates less than 125% total value coverage
and does not affect the DIP rating. Our DIP methodology also
considers the ability to fully repay debt, even if the debtor
cannot reorganize. We estimate a total liquidation value of $292
million, which does not pass the 125% threshold for an additional
notch of uplift.

"Our business risk assessment of vulnerable reflects our view that
FRG operates in highly fragmented and competitive specialty health
supplement retail, pet specialty retail, and home furnishing
sectors. Following the liquidation of American Freight, FRG will
operate three segments--Pet Supplies Plus, The Vitamin Shoppe, and
Buddy's Home Furnishings. In our view, FRG is a small player in
these sectors against larger peers and the competitive pressures
are a risk to its business.

"From a financial risk perspective, our DCP assessment reflects a
substantially reduced debt burden. The stay on prepetition debt
(approximately $2 billion at the time of filing) is compared to the
$750 million DIP debt. Still, the company has more than $600
million of lease liabilities that we include in our debt
calculation. This leads to a highly leveraged financial risk
profile.

"We attribute FRG's bankruptcy filing to persistently weak
operating performance and an overleveraged balance sheet." The
company's operating performance has deteriorated for several
quarters, with especially steep declines at its home furnishing
segments following peak demand during the COVID-19 pandemic.
Inflationary pressures and weak demand for discretionary products
further exacerbated performance. Additionally, the company's
acquisition of Badcock in November 2021 contributed to its
liquidity challenges. Although Franchise Group intended to
transition Badcock's consumer financing business to third parties
to reduce risk in its balance sheet, it struggled to find a buyer
and was forced to draw on its asset-based lending facility to fund
them.

The sale of Badcock to Conn's in December 2023 for 1 million
preferred shares did not yield the desired results. Conn's
subsequent bankruptcy weakened Franchise Group's share value and
left it with a thin EBITDA cushion relative to its leverage
covenant. These factors weakened FRG's operating performance,
leading to EBITDA contraction and an inability to generate positive
free operating cash flow (FOCF), making it difficult to
deleverage.



FREEDOM MORTGAGE: Moody's Affirms 'B1' CFR, Outlook Stable
----------------------------------------------------------
Moody's Ratings has affirmed Freedom Mortgage Holdings LLC's B1
corporate family rating and B2 backed senior unsecured debt rating.
Moody's have also affirmed the B2 issuer rating of Freedom Mortgage
Corporation, Freedom's primary operating company. Freedom's outlook
is stable.

RATINGS RATIONALE

Freedom's B1 CFR reflects the company's strong position in the US
residential mortgage origination and servicing market and its
strong capitalization, with tangible common equity to adjusted
tangible managed assets of 25.3% as of September 30, 2024. The
company is the sixth largest servicer of owned mortgage servicing,
which provides predictable and recurring servicing revenue.

Key credit challenges include the company's weaker-than-average
profitability and, like most rated non-bank mortgage company peers,
its high reliance on confidence-sensitive secured funding to
finance loan originations, resulting in elevated refinancing risk.
With modest levels of unencumbered assets, the company's
alternative financing options are limited, particularly during
times of stress. Furthermore, the yield on the company's unsecured
debt is high, both on an absolute basis and compared to peers; as a
result, the company's access to the unsecured debt markets is
relatively weak, a credit negative for the company's liquidity
profile.

Despite maintaining a strong capital ratio, the quality of
Freedom's capitalization is somewhat weaker than rated non-bank
mortgage company peers because the company has a higher proportion
of mortgage servicing rights (MSRs) to equity. Freedom has grown
its MSR portfolio rapidly in the past two years, from $452 billion
unpaid principal balances (UPB) as of December 31, 2022 to $607
billion as of September 30, 2024, mainly through bulk MSR
acquisitions. MSR assets exhibit a substantial level of volatility
because their values are highly sensitive to changes in interest
rates. Freedom does not hedge its MSRs, which has resulted in
profitability that is somewhat weaker than rated peers.

Freedom issued $3.2 billion of senior unsecured notes from
September 2023 to June 2024, the proceeds of which were used to pay
down secured corporate debt associated with MSRs. As a result, the
company's secured corporate debt to total corporate debt decreased
to 46% as of September 30, 2024 from 66% as of March 31, 2023.
Moody's view the company's efforts to lower its reliance on secured
funding to fund MSR portfolio growth as credit positive, and expect
the secured corporate debt to total corporate debt ratio will
remain below the company's policy target of 50%.

The B2 senior unsecured debt rating, which is one notch below the
company's B1 CFR, incorporates the debt's priority of claim and
strength of asset coverage, and is based on Moody's expectation
that the company's financial policy is to keep the ratio of secured
corporate debt to total corporate debt below 50%.

The stable outlook reflects Moody's expectation that over the next
12-18 months, the company's profitability will be modest,
capitalization strong, and its funding and liquidity profile will
be largely unchanged.

FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS

The ratings could be upgraded if Freedom strengthens its
profitability, such as by demonstrating a through-the-cycle net
income to assets (ROA) ratio of above 3.0%. In addition, the
company would need to maintain strong capital levels, such as
tangible common equity to adjusted tangible assets of around 25%.
An upgrade would also likely be contingent upon the company
exhibiting strengthened access to the unsecured debt markets that
results in improved funding costs in relation to earning-asset
yields.

The ratings could be downgraded if financial performance
deteriorates; for example if the company's tangible common equity
to adjusted tangible managed assets falls below and is expected to
remain below 20%, or profitability deteriorates such that
through-the-cycle average ROA is below 2.0%. The senior unsecured
bonds could be downgraded if secured corporate debt to total
corporate debt increases and is expected to remain above 60%.

Moody's have also corrected Moody's websites to reflect that all
senior unsecured notes for Freedom Mortgage Holdings LLC are
backed, benefiting from a guarantee provided by Freedom Mortgage
Corporation.

The principal methodology used in these ratings was Finance
Companies published in July 2024.


GALAXY NEXT: Jan. 8 Plan Confirmation Hearing Set
-------------------------------------------------
Galaxy Next Generation, Inc., disclosed in a Form 8-K filing with
the U.S. Securities and Exchange Commission that the hearing to
consider confirmation of its Chapter 11 plan of reorganization is
January 8, 2025, at 10:00 a.m. ET. December 31, 2024, is the
deadline for voting on the Plan and filing an objection to
confirmation of the Plan.

On May 9, 2024, Galaxy Next Generation, Inc. filed a voluntary
petition to commence proceedings under chapter 11 of title 11 of
the United States Code in the U.S. Bankruptcy Court for the
District of Northern Georgia, Case No. 24-20552-jrs.

The Chapter 11 filing was precipitated by a large judgment entered
against the Company on March 26, 2024, in the Superior Court of
Fulton County, Georgia, Case No. 2021CV352606 (the "Fulton County
Suit") by Bradley Ehlert. The Company filed a timely appeal with
respect to the judgment, and believes there are grounds supporting
its appeal. On April 22, 2024, the trial court entered an order
allowing the Company until May 9, 2024, to post a supersedeas bond
in the amount of $10,035,000 in order to stay collection efforts by
the judgment creditor pending resolution of the appeal. The Company
was unable to post a bond in that amount, and, as a result, was
forced to seek relief under Chapter 11 to reorganize its affairs
and preserve the value of its business and assets.

During Chapter 11 the Company has continued to operate its business
and manage its property as a "debtor in possession" under the
jurisdiction of the Bankruptcy Court and in accordance with the
applicable provisions of the Bankruptcy Code and Rules and orders
of the Bankruptcy Court.

On or about May 29, 2024, the U.S. Trustee pursuant to its
authority under Section 1102 of the Bankruptcy Code appointed an
Official Committee of Unsecured Creditors (the "Creditors
Committee") in the Chapter 11 Case to represent the interests of
general, unsecured creditors.

On November 22, 2024, the Company filed the Debtor's First Amended
Plan of Reorganization and the Disclosure Statement to Accompany
Debtor's First Amended Plan of Reorganization.  On November 25,
2024, the Bankruptcy Court entered an Order Approving Disclosure
Statement to Accompany Debtor's First Amended Plan of
Reorganization and Scheduling Hearing on Confirmation.  Copies of
the Plan, Disclosure Statement and Confirmation Hearing Order are
attached as Exhibits hereto.  All persons are urged to carefully
read these documents for information concerning the Company's
proposed reorganization plan.  In the event of any conflicts or
inconsistency between the language of this communication and the
Plan or Disclosure Statement, the language of the Plan and
Disclosure Statement shall control.

The terms of the Plan were negotiated with the  Creditors Committee
and Ehlert. Among other things, the Plan divides the creditors and
shareholders into 12 separate classes of secured claims, unsecured
claims and equity interests.  General, Unsecured Creditors are in
Class 10 and are to receive certain distributions under the Plan as
specified therein.  Allowed Equity Interests of shareholders of the
Company are placed in Class 12.  The Plan provides that Class 12
Allowed Equity Interests are to be canceled as of the Effective
Date of the Plan and shall receive no distributions under the Plan.
As a result of this treatment, Class 12 is deemed to reject the
Plan and is not entitled to vote on the Plan.  The Plan also
provides that following the Effective Date the Reorganized Debtor
will no longer be a public corporation whose stock is publicly
traded.

The Confirmation Hearing Order has scheduled the hearing for the
Bankruptcy Court to consider confirmation of the Plan for January
8, 2025, at 10:00 a.m. ET.  It also establishes December 31, 2024,
as the deadline for voting on the Plan and filing an objection to
confirmation of the Plan.

                 About Galaxy Next Generation

Galaxy Next manufactures and distributes interactive learning
technologies and enhanced audio solutions within commercial and
educational markets.

Galaxy Next Generation, Inc., in Toccoa, GA, filed its voluntary
petition for Chapter 11 protection (Bankr. N.D. Ga. Case No.
24-20552) on May 9, 2024, listing as much as $10 million to $50
million in both assets and liabilities. Magen McGahee as CFO,
signed the petition.

SCROGGINS & WILLIAMSON, P.C., serves as the Debtor's legal counsel.


GALAXY NEXT: Sets Reorganization Plan Hearing for January 8
-----------------------------------------------------------
Galaxy Next Generation, Inc. disclosed in a Form 8-K Report filed
with the U.S. Securities and Exchange Commission that on November
22, 2024, it filed the Debtor's First Amended Plan of
Reorganization and the Disclosure Statement to Accompany Debtor's
First Amended Plan of Reorganization.  On November 25, 2024, the
Bankruptcy Court entered an Order Approving Disclosure Statement to
Accompany Debtor's First Amended Plan of Reorganization and
Scheduling Hearing on Confirmation.

The Confirmation Hearing Order has scheduled the hearing for the
Bankruptcy Court to consider confirmation of the Plan for January
8, 2025, at 10:00 a.m. ET.  It also establishes December 31, 2024,
as the deadline for voting on the Plan and filing an objection to
confirmation of the Plan.

As previously disclosed, on May 9, 2024, the Company filed a
voluntary petition to commence proceedings under chapter 11 of
title 11 of the United States Code in the U.S. Bankruptcy Court for
the District of Northern Georgia, Case No. 24-20552-jrs.

The Chapter 11 filing was precipitated by a large judgment entered
against the Company on March 26, 2024, in the Superior Court of
Fulton County, Georgia, Case No. 2021CV352606 by Bradley Ehlert.
The Company filed a timely appeal with respect to the judgment, and
believes there are grounds supporting its appeal.  On April 22,
2024, the trial court entered an order allowing the Company until
May 9, 2024, to post a supersedeas bond in the amount of
$10,035,000 in order to stay collection efforts by the judgment
creditor pending resolution of the appeal.  The Company was unable
to post a bond in that amount, and, as a result, was forced to seek
relief under Chapter 11 to reorganize its affairs and preserve the
value of its business and assets.

During Chapter 11 the Company has continued to operate its business
and manage its property as a "debtor in possession" under the
jurisdiction of the Bankruptcy Court and in accordance with the
applicable provisions of the Bankruptcy Code and Rules and orders
of the Bankruptcy Court.

On or about May 29, 2024, the U.S. Trustee pursuant to its
authority under Section 1102 of the Bankruptcy Code appointed an
Official Committee of Unsecured Creditors in the Chapter 11 Case to
represent the interests of general, unsecured creditors.

The terms of the Plan were negotiated with the Creditors Committee
and Ehlert.  Among other things, the Plan divides the creditors and
shareholders into 12 separate classes of secured claims, unsecured
claims and equity interests.  General, Unsecured Creditors are in
Class 10 and are to receive certain distributions under the Plan as
specified therein.  Allowed Equity Interests of shareholders of the
Company are placed in Class 12.  The Plan provides that Class 12
Allowed Equity Interests are to be canceled as of the Effective
Date of the Plan and shall receive no distributions under the Plan.
As a result of this treatment, Class 12 is deemed to reject the
Plan and is not entitled to vote on the Plan.  The Plan also
provides that following the Effective Date the Reorganized Debtor
will no longer be a public corporation whose stock is publicly
traded.

                 About Galaxy Next Generation

Galaxy Next manufactures and distributes interactive learning
technologies and enhanced audio solutions within commercial and
educational markets.

Galaxy Next Generation, Inc., in Toccoa, GA, filed its voluntary
petition for Chapter 11 protection (Bankr. N.D. Ga. Case No.
24-20552) on May 9, 2024, listing as much as $10 million to $50
million in both assets and liabilities. Magen McGahee as CFO,
signed the petition.

SCROGGINS & WILLIAMSON, P.C., serves as the Debtor's legal counsel.


GBZ NORTHERN: Appeal of Chapter 11 Case Dismissal Deemed Moot
-------------------------------------------------------------
In the case captioned as GBZ NORTHERN REALTY LLC, Appellant, v.
JONIL LLC AND FREDA NORTHERN LLC, Appellees, Case No. 23-CV-08852
(HG) (E.D.N.Y.), Judge Hector Gonzalez of the United States
District Court for the Eastern District of New York declares as
moot the appeal taken by GBZ Northern Realty LLC from the order
issued by the Bankruptcy Court for the Eastern District of New York
dismissing its Chapter 11 bankruptcy case for cause under 11 U.S.C.
Sec. 1112(b).

Debtor explains in its appeal that it originally filed for
bankruptcy due to a dispute it had with Creditors over a contract
for the sale of commercial real estate. The dispute led Debtor to
"file for bankruptcy protection under Chapter 11 to obtain some
time pursuant to 11 U.S.C. Sec. 365 to get its affairs in order
given that the Debtor was a newly formed limited liability company
with its only asset [sic] the downpayment deposit on the contract
and with no creditors."

Jonil LLC and Freda Northern LLC, the Creditors, oppose and move to
dismiss the appeal as frivolous on the basis that Debtor consented
to the relief in the Bankruptcy Judge's dismissal order. Creditors
further move for sanctions against Debtor's counsel Victor Tsai,
arguing the appeal is "frivolous and presented for an improper
purpose, such as to harass or to cause unnecessary delay or
needless increase in cost of litigation."

Debtor requests "an order vacating the order of the [B]ankruptcy
[C]ourt which dismissed Debtor's Chapter 11 case for cause and
modifying it to voluntary dismissal" in order to "undo the
bankruptcy case, as practicable, and to restore all property rights
to the position in which they were found at the commence [sic] of
the case." The District Court finds Debtor's argument is flawed
because the relief he seeks has already been granted to it. Because
Debtor has already been granted the relief it seeks, the District
Court finds that Debtor's appeal is moot. In light of the District
Court's finding that Debtor's appeal is moot, it does not reach
Creditors' motion to dismiss and finds that motion to be
procedurally moot.

The District Court also denies the Creditors' motion for sanctions
against Debtor's counsel. It Court finds that although Debtor's
"arguments are not meritorious -- to the point of being nearly
frivolous -- they are not sufficiently egregious to merit
sanctions." The District Court, in its discretion, will not impose
Rule 11 sanctions.

A copy of the Court's decision dated December 10, 2024, is
available at https://urlcurt.com/u?l=2aNcRL

                  About GBZ Northern Realty

Flushing, New York-based GBZ Northern Realty LLC is engaged in
activities related to real estate.

GBZ Northern Realty LLC sought protection under Chapter 11 of the
U.S. Bankruptcy Code (Bankr. E.D.N.Y. Case No. 23-43119) on August
31, 2023.

Shi Yun Dan, its member, signed the petition.

Judge Nancy Hershey Lord presides over the case.

The Debtor is represented by Victor Tsai, Esq.



GEN DIGITAL: Fitch Puts 'BB+' LongTerm IDR on Watch Negative
------------------------------------------------------------
Fitch Ratings has placed Gen Digital Inc.'s ratings (fka
NortonLifeLock Inc.; NYSE: GEN), including its 'BB+' Long-Term
Issuer Default Rating (IDR), 'BBB-' with a Recovery Rating of 'RR1'
senior secured revolver and term loans, and 'BB+'/'RR4' senior
unsecured notes, on Rating Watch Negative (RWN).

The RWN follows GEN's announced acquisition of MoneyLion Inc., with
transaction details yet undisclosed. The RWN reflects uncertainty
regarding Gen Digital's capital structure post-transaction. Fitch
anticipates EBITDA leverage may increase post-transaction,
potentially remaining at or above Fitch's 3.5x negative sensitivity
threshold for FYE 2025 and FYE 2026, longer than prior
expectations. Gen Digital Inc.'s rating reflects significant FCF
and strong retention rates.

Fitch expects to resolve the RWN upon completion of the
acquisition, which could take over six months but is anticipated by
the first half of FYE 2026. Fitch may affirm Gen Digital's ratings
if there is clarity regarding the company's capital allocation
plan, including commitments to reduce leverage.

Key Rating Drivers

Potential Increase in Leverage: Fitch anticipates the transaction
to be funded using incremental debt, leading to higher EBITDA
leverage levels post-acquisition. This may sustain above Fitch's
3.5x negative sensitivity threshold in FYE 2025 and 2026, exceeding
prior expectations. GEN is expected to generate strong pre-dividend
FCF margins in the mid-20s range. While Fitch expects Gen Digital
to balance excess cash flows between dividends, share buybacks and
debt repayment, the extent of debt repayment remains uncertain.

Increased Product Diversification: The MoneyLion acquisition
expands Gen Digital's product portfolio beyond consumer security
solutions to digital banking, consumer lending, and marketplace
products. It also brings over 18 million new customers. The
combined company will benefit from an installed base of over 500
million users. This may provide cross-sell and upsell opportunities
and enhance monetization for enterprise partners. Fitch expects
MoneyLion's high double-digit growth rates to contribute to GEN's
overall revenue growth.

Potentially Limited Cost Synergies: The acquisition marks a
strategic shift for GEN, traditionally focused on cyber threat
protection. With MoneyLion, GEN's customer base and product
offerings will diversify. However, integrating these distinct
product lines presents potential challenges. As the acquisition is
still in its early stages, GEN has not yet identified potential
synergy benefits. Fitch believes GEN may opt to operate the
businesses separately, while maintaining independent management and
go-to-market strategies, which may result in limited cost
synergies.

Competitive End Markets: Gen Digital's end markets are fragmented.
While the company's Norton, LifeLock, and Avast consumer security
brands are among the top brands in the segment, they face
competition from other prominent brands such as McAfee,
Bitdefender, and Microsoft Defender. Additionally, MoneyLion faces
competition from both large banks and financial institutions, as
well as fintech companies offering consumer lending solutions, such
as PayPal and Block.

Credit cycles and Financing Risk: The acquisition increases Gen
Digital's exposure to consumer credit cycles, as interest rate and
economic fluctuations can impact loan demand and repayment,
increasing financing risk amid a challenging macroeconomic
environment. Additionally, macro headwinds could also affect
enterprise advertising budgets, impacting GEN's marketplace
revenues. However, the diversity of Gen Digital's product lines
should help mitigate some of these cyclical risks.

Derivation Summary

Gen Digital's 'BB+' rating reflects its significant size, strong
brand recognition, operating profile and EBITDA margins in the mid-
to upper-50% range. With a strong consumer market focus, the
company aims to grow, expand internationally, and diversify its
product offerings. The Avast and MoneyLion acquisitions support
these goals objectives.

Gen Digital's rating is the same as Open Text Corporation. Open
Text's Stable Outlook reflects its announced asset divestiture,
which accelerates the company's deleveraging plan. Open Text's
leverage at FYE 2025 and 2026 is forecast to be in the 3.2x-3.5x
range. Gen Digital has the cash capacity to reduce proforma
leverage to below 3.5x by FYE 2026, but only if FCF is directed
toward voluntary debt repayments. Open Text's revenue is higher
than Gen Digital's; however, Open Text's EBITDA margins are in the
mid-30s vs low to mid 50s for Gen Digital.

Gen Digital is rated below other technology peers, including
Constellation Software, Inc. (BBB+/Stable) and Cadence Design
Systems Inc. (A-/Stable). These companies are rated above Gen
Digital due to their stronger credit profiles. However, Gen Digital
has consistently had stronger EBITDA and FCF margins, which benefit
from its strong consumer market position.

Key Assumptions

- Revenue is projected to grow by double digits in fiscal 2026,
driven by the MoneyLion acquisition, followed by strong
single-digit growth in subsequent years. This growth is attributed
to low double-digit increases from MoneyLion's consumer finance and
marketplace products, as well as Fitch's assumptions regarding
consumer demand for cybersecurity software, privacy, and identity
protection;

- EBITDA margins are expected to be in the low- to mid-50% range,
influenced by the inclusion of MoneyLion, which operates with lower
EBITDA margins in the low teens, and Fitch's assumption of limited
synergistic benefits;

- FCF is directed toward debt repayment, dividend payments and
share repurchases.

RATING SENSITIVITIES

Factors that Could, Individually or Collectively, Lead to Negative
Rating Action/Downgrade

- CFO-capex/debt below 10% on a sustained basis;

- Fitch's expectation of leverage above 3.5x on a sustained basis;

- Evidence of negative organic revenue growth or erosion of EBITDA
and FCF margins;

- Significant debt-financed acquisitions or share repurchases that
significantly weaken the company's credit profile for a prolonged
period of time.

Factors that Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade

- CFO-capex/debt above 17.5% on a sustained basis;

- Fitch's expectation of leverage below 2.5x on a sustained basis.

Liquidity and Debt Structure

As of September 2024, Gen Digital had over $2 billion in liquidity,
including $737 million of cash on the balance sheet and a fully
undrawn, secured $1.5 billion revolving credit facility due 2027.

Gen Digital has approximately 69% of its debt as floating-rate
debt, and the remaining 30% is fixed-rate debt. Gen Digital's
term-loan A2 amortizes at 5% per year while term-loan B amortizes
at 1% per year. The nearest debt maturity is in 2025, when $1.1
billion of senior notes come due. Given the company's strong FCF,
Fitch expects liquidity to remain robust.

Issuer Profile

Gen Digital, Inc. (fka NortonLifeLock, Inc.; NYSE: GEN) is a global
provider of consumer cyber safety solutions, with more than 500
million users in over 150 countries. The company offers consumers
both premium and "freemium" software. Gen Digital provides
solutions for cybersecurity, privacy and identity protection.

MACROECONOMIC ASSUMPTIONS AND SECTOR FORECASTS

Fitch's latest quarterly Global Corporates Macro and Sector
Forecasts data file which aggregates key data points used in its
credit analysis. Fitch's macroeconomic forecasts, commodity price
assumptions, default rate forecasts, sector key performance
indicators and sector-level forecasts are among the data items
included.

ESG Considerations

The highest level of ESG credit relevance is a score of '3', unless
otherwise disclosed in this section. A score of '3' means ESG
issues are credit-neutral or have only a minimal credit impact on
the entity, either due to their nature or the way in which they are
being managed by the entity. Fitch's ESG Relevance Scores are not
inputs in the rating process; they are an observation on the
relevance and materiality of ESG factors in the rating decision.

   Entity/Debt            Rating                Recovery   Prior
   -----------            ------                --------   -----
Gen Digital Inc.    LT IDR BB+  Rating Watch On            BB+

   senior
   unsecured        LT     BB+  Rating Watch On   RR4      BB+

   senior secured   LT     BBB- Rating Watch On   RR1      BBB-


GLUCOTRACK INC: Inks $8.23 Million Sales Deal With Dawson James
---------------------------------------------------------------
GlucoTrack, Inc. disclosed in a Form 8-K filed with the Securities
and Exchange Commission that on Dec. 17, 2024, it entered into an
ATM sales agreement with Dawson James Securities, Inc., pursuant to
which the Company agreed to issue and sell shares of the Company's
common stock, $0.001 par value per share, having an aggregate
offering price of up to $8.23 million, from time to time, through
an "at-the-market" equity offering program under which Dawson James
will act as sales agent.

Under the Sales Agreement, the Company will set the parameters for
the sale of shares, including the number of shares to be sold or
the gross proceeds to be raised, the time period during which sales
are requested to be made, limitations on the number of shares that
may be sold in any one trading day and any minimum price below
which sales may not be made.  Subject to the terms and conditions
of the Sales Agreement, the Agent may sell the shares by methods
deemed to be an "at-the-market offering" as defined in Rule
415(a)(4) promulgated under the Securities Act of 1933, as amended,
including sales made through the Nasdaq Stock Market LLC or on any
other existing trading market for the Common Stock.  The Company
will pay the Agent a commission equal to three percent of the gross
sales proceeds of Common Stock sold through it under the Sales
Agreement, except where the Agent purchases Common Stock on a
principal basis and the Company and Agent agree on a price mutually
agreed upon at the relevant point of sale, and also has provided
customary indemnification rights and has agreed to reimburse the
Agent for certain specified expenses, including the fees and
disbursements of their legal counsel.  The Sales Agreement may be
terminated by the Company upon prior notice to the Agent or by the
Agent upon prior notice to the Company, or at any time under
certain circumstances, including, but not limited to, the
occurrence of a material adverse change in the Company.  The
Company is not obligated to sell any shares under the Sales
Agreement.

Any sales of shares under the Sales Agreement will be made pursuant
to the Company's effective shelf registration statement on Form S-3
(File No. 333-282297), including the related prospectus, that was
filed with the Securities and Exchange Commission on Sept. 23, 2024
and declared effective on Oct. 3, 2024, as supplemented by a
prospectus supplement dated Dec. 17, 2024.

                      About GlucoTrack Inc.

Rutherford, N.J.-based GlucoTrack, Inc. is focused on the design,
development, and commercialization of novel technologies for people
with diabetes.  The Company is currently developing an Implantable
CBGM for those with Type 1 diabetes and insulin-dependent Type 2
diabetes.

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.


GMB TRANSPORT: Gets Interim OK to Use Cash Collateral Until Jan. 24
-------------------------------------------------------------------
GMB Transport, LLC received third interim approval from the U.S.
Bankruptcy Court for the Northern District of New York to use the
cash collateral of its pre-bankruptcy secured creditors.

The interim order authorized GMB Transport to use cash collateral
to pay its operating and administrative expenses through Jan. 24,
2025, in accordance with its projected budget, with a 10%
variance.

GMB Transport has approximately $86,000 in accounts receivable due
and owing to it at the time of its Chapter 11 filing that can be
utilized, once collected, to pay ongoing, necessary expenses, as
well as provide adequate protection to secured creditors.

The secured creditors that have a purported interest in the cash
collateral are CFG Merchant Solutions, LLC, Everest Business
Funding, Prime Funding Direct, LLC and Panthers Capital. Adequate
protection, including liens was granted to these secured
creditors.

A copy of the court's order and the budget is available at
https://shorturl.at/iYg4V from PacerMonitor.com.

                      About GMB Transport LLC

GMB Transport, LLC sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. N.D. N.Y. Case No. 24-60857) on October 27,
2024, with up to $500,000 in assets and up to $1 million in
liabilities. Scott J. Bornt, chief executive officer of GMB
Transport, signed the petition.

Judge Patrick G. Radel oversees the case.

Michael Boyle, Esq., at Boyle Legal LLC, represents the Debtor as
bankruptcy counsel.


GRIT & GRAVEL: Sec. 341(a) Meeting of Creditors on January 15
-------------------------------------------------------------
On December 17, 2024, Grit & Gravel Inc. filed Chapter 11
protection in the Central District of California. According to
court documents, the Debtor reports between $1 million and $10
million in debt owed to 50 and 99 creditors. The petition states
funds will be available to unsecured creditors.

A meeting of creditors under Sec. 341(a) to be held on January 15,
2025 at 9:00 AM, TELEPHONIC MEETING at UST-LA3, TELEPHONIC MEETING.
CONFERENCE LINE:1-866-811-2961, PARTICIPANT CODE:9609127.

          About Grit & Gravel Inc.

Grit & Gravel Inc. is a certified Woman Business Enterprise that
crushes, recycles, stores, and sells concrete, stone and gravel at
its facility in South Central Los Angeles. These services
complement the trucking, earthwork, excavation shoring, and
demolition and disposal services provided by its affiliate Miranda
Logistics.

Grit & Gravel Inc. sought relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. C.D. Cal. Case No. 24-20278) on December
17, 2024. In the petition filed by Stephanie Miranda, as CEO,
secretary, and CFO, the Debtor reports estimated assets up to
$50,000 and estimated liabilities between $1 million and $10
million.

Honorable Bankruptcy Judge Julia W. Brand handles the case.

The Debtor is represented by:

     Sean A. O'Keefe, Esq.
     O'KEEFE & ASSOCIATES LAW CORPORATION, P.C.
     26 Executive Park
     Suite 250
     Irvine, CA 92614
     Tel: (949) 334-4135
     Email: sokeefe@okeefelawcorporation.com


HARVEST NUTRITION: Hires Hagerman & Colglazier LLC as Counsel
-------------------------------------------------------------
Harvest Nutrition, LLC seeks approval from the U.S. Bankruptcy
Court for the District of Kansas to employ Hagerman & Colglazier,
LLC as counsel to handle its Chapter 11 case.

The firm will be paid at the rate of $350 per hour.

In addition, the firm will seek reimbursement for its out-of-pocket
expenses.

Shaun Colglazier Huff, Esq., a partner at Hagerman & Colglazier,
LLC, disclosed in a court filing that the firm is a "disinterested
person" as the term is defined in Section 101(14) of the Bankruptcy
Code.

The firm can be reached at:

     Shaun Colglazier Huff, Esq.
     Hagerman & Colglazier, LLC
     PO Box 360
     102 W. 6 th Street
     Larned, KS 67550
     Tel: (620) 285-3157
     Email: shaun@hc-law.net

              About Harvest Nutrition, LLC

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. In the petition signed by Alexis Hernandez Dickens,
owner, the Debtor disclosed up to $50,000 in both assets and
liabilities.

Shaun Colglazier Huff, Esq., at Smith, Hagerman & Colglazier, LLC,
represents the Debtor as legal counsel.


HNO INTERNATIONAL: Promissory Notes Maturity Extended to Dec. 2025
------------------------------------------------------------------
HNO International, Inc. disclosed in a Form 8-K Report filed with
the U.S. Securities and Exchange Commission that on December 19,
2024, it entered into extensions for nine separate Promissory Notes
with HNO Green Fuels, Inc., each extending the Maturity Date from
December 31, 2024, to December 31, 2025. The details for each
extension are as follows:

     * 1st Extension: Amends the Promissory Note issued on December
1, 2021.
     * 2nd Extension: Amends the Promissory Note issued on
September 29, 2022.
     * 3rd Extension: Amends the Promissory Note issued on October
20, 2022.
     * 4th Extension: Amends the Promissory Note issued on March 1,
2023.
     * 5th Extension: Amends the Promissory Note issued on March 8,
2023.
     * 6th Extension: Amends the Promissory Note issued on March
23, 2023.
     * 7th Extension: Amends the Promissory Note issued on April 3,
2023.
     * 8th Extension: Amends the Promissory Note issued on April
13, 2023.
     * 9th Extension: Amends the Promissory Note issued on April
17, 2023.

Full-text copies of the extensions are available at:

                  https://tinyurl.com/3bn2wj42

                         About HNO International

Headquartered in Murrieta, California, HNO International, Inc., a
Nevada corporation, focuses on systems engineering design,
integration, and product development to generate green
hydrogen-based clean energy solutions to help businesses and
communities decarbonize in the near term.

Lakewood, CO-based BF Borgers CPA PC, the Company's former auditor,
issued a "going concern" qualification in its report dated Jan. 29,
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 7, 2024, it dismissed BF Borgers CPA, PC as its independent
accountant to audit the Company's financial statements, 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 the same date, the Company's Board of Directors approved the
engagement of Barton CPA, an independent registered public
accounting firm, as the Company's new independent accountant to
audit the Company's financial statements and to perform reviews of
interim financial statements.


HUB INTERNATIONAL: S&P Alters Outlook to Positive, Affirms 'B' ICR
------------------------------------------------------------------
S&P Global Ratings revised its outlook on Hub International (Hub)
to positive from stable and affirmed the 'B' long-term issuer
credit rating. S&P also affirmed its 'B' issue ratings on its
first-lien and senior secured debt, with recovery ratings of '3'
indicating its expectation of meaningful recovery (50%-70%; rounded
estimate: 50%). In addition, S&P affirmed its 'B-' issue rating on
the company's $550 million senior unsecured notes due 2029 and
maintained the recovery rating of '5' indicating its expectation of
modest recovery (10%-20%; rounded estimate:10%).

S&P said, "The affirmation and outlook revision to positive reflect
our acknowledgement of Hub's increasingly well-established market
presence in the U.S. (about 80% of revenue; No. 5 insurance broker)
and Canada (about 20% of revenue; No. 1 insurance broker). This is
supported by meaningful scale, scope, and diversity enhancements
across its retail - commercial/personal, and wholesale/specialty
segments via a combination of steady organic expansion and
acquisition activity, enabling profitable growth while positioning
Hub among the leaders in its category. The company has also
strengthened its industry verticals focus, expanding its specialty
capabilities via the greater use of MGA Resources to establish a
presence in the retirement/wealth segment. We believe these
developments at scale have positioned Hub above most of its direct
middle-market competitors."



HYPA LABS: Sells Series C Preferred Stock to CEO
------------------------------------------------
Hypha Labs, Inc. disclosed in a Form 8-K Report filed with the U.S.
Securities and Exchange Commission that on December 10, 2024, it
entered into a Securities Purchase Agreement with A. Stone
Douglass, the Company's Chairman, President, Chief Executive
Officer, Chief Financial Officer and Secretary, pursuant to which
Mr. Douglass purchased 1,000 shares of the Company's Series C
Preferred Stock for a purchase price of $0.10 per share of Series C
Preferred Stock.

The principal feature of the Series C Preferred Stock is that it
provides the holder thereof, so long as he or she is an executive
officer of the Company, with the ability to vote with the holders
of the Company's common stock on all matters presented to the
holders of common stock, whether at a special or annual meeting, by
written action in lieu of a meeting or otherwise, on the basis of
200,000 votes for each share of Series C Preferred Stock. The
shares of Series C Preferred Stock are not convertible into common
stock, are not entitled to dividends, are not subject to
redemption, and have a stated value of $0.10 per share payable on
any liquidation of the Company in preference to any payment payable
to the holders of common stock.

The board of directors of the Company desires to and believes it is
in the best interests of the Company to increase the authorized
shares of the Company's common stock and preferred stock in order
to provide for the Company's financing and capital-raising ability.
The Board believes that the increase in the authorized shares of
the Company's common stock is necessary and advisable to provide
for conversions of its outstanding convertible securities and to
provide for the grants of restricted stock and stock options. In
addition, the Board believes it is in the best interests of the
Company to have additional shares of common stock and preferred
stock authorized for general corporate purposes, including
acquisitions or other strategic transaction opportunities. In order
to eliminate the costs and management time involved in obtaining
proxies in order to obtain stockholder approval to amend the
Company's Articles of Incorporation, as amended, to increase:

     (1) the authorized shares of the Company's common stock from
250,000,000 shares to 880,000,000 shares.

     (2) the authorized shares of the Company's preferred stock
from 10,000,000 shares to 70,000,000 shares, the Board determined
that the sale of the Series C Preferred Stock to Mr. Douglass was
in the best interests of the Company, as it allowed Mr. Douglass to
vote a majority of the Company's voting stock in favor of the
Amendment, and will provide the Company with the ability to
effectuate the Amendment on an expedited basis.

By written consent, Mr. Douglass, being the sole holder of the
Series C Preferred Stock and the holder of a majority of the
Company's voting stock, approved the Amendment. The Amendment will
only take effect if and when the Company files the Amendment with
the Secretary of State of the State of Nevada.

A full-text copy of the Securities Purchase Agreement, dated
December 10, 2024, by and between Hypha Labs, Inc. and A. Stone
Douglass is available at:

                  https://tinyurl.com/k3pvmkvf

                          About Hypa Labs

Hypha Labs, Inc., formerly Digipath, Inc., cultivates, produces,
and sells psychedelic and functional mushroom in the United States.
It has developed technology that quickly cultivates the mycelium
root structures of psilocybin mushrooms and other functional
mushroom's mycelium into a natural product.  The company was
incorporated in 2010 and is headquartered in Las Vegas, Nevada.

Spokane, Washington-based Fruci & Associates II, PLLC, the
Company's auditor since 2023, issued a "going concern"
qualification in its report dated Jan. 16, 2024, citing that the
Company has an accumulated deficit, recurring losses from
operations and has cash on hand that may not be sufficient to
sustain its operations.  These factors, among others, raise
substantial doubt about the Company's ability to continue as a
going concern.


INSPIREMD INC: Craig Shore Retires as Chief Financial Officer
-------------------------------------------------------------
InspireMD, Inc., disclosed in a Form 8-K filing with the U.S.
Securities and Exchange Commission that Craig Shore has decided to
retire from his role as Chief Financial Officer of the Company,
effective upon the appointment of his successor. Mr. Shore will
continue to serve as the Company's Chief Financial Officer until a
successor is appointed, after which he will assist with the
transition to his successor to ensure a smooth handover of
responsibilities.

The Company has initiated a search to identify its next Chief
Financial Officer.

On December 10, 2024, the Company and Mr. Shore entered into the
ninth amendment (the "Shore Amendment") to that certain Amended and
Restated Employment Agreement dated as of May 5, 2014, as amended
on January 5, 2015, July 25, 2016, March 25, 2019, August 14, 2020,
November 4, 2021, January 17, 2022, January 18, 2023 and April 1,
2024 (as amended, the "Shore Agreement"), in order to amend certain
terms relating to the termination of Mr. Shore's employment in the
event of a termination without Cause.

As set forth in the Shore Amendment, in the event of a termination
without Cause, Mr. Shore shall be entitled to (i) payments related
to any and all social, pension, retirement, profit-sharing,
severance or similar compensatory benefits owed to and/or
previously deposited into the relevant accounts of or for the
benefit of, Mr. Shore as of the date of termination plus (ii) a
one-time lump sum severance payment that shall include an amount
equal to the sum of (A) 200% of Mr. Shore's annual base salary, (B)
two times the annual cost of providing an automobile to Mr. Shore
and (C) payments related to any and all social, pension,
retirement, profit-sharing, severance or similar compensatory
benefits that the Company would have been obligated to pay had Mr.
Shore remained employed in the same position and at the same base
salary for the 24 months immediately following the date of
termination, as were in effect for the 24 months immediately
preceding the date of termination. In addition, to the fullest
extent permitted by the Company's then-current benefit plans, Mr.
Shore shall be entitled to continuation of health, dental, vision
and life insurance coverage, (but not pension, retirement,
profit-sharing, severance or similar compensatory benefits), for
Mr. Shore and his eligible dependents substantially similar to
coverage they were receiving or which they were entitled to
immediately prior to the termination of Mr. Shore's employment for
the lesser of twenty four months after termination or until Mr.
Shore secures coverage from new employment.

Except as amended by the Shore Amendment, all other provisions of
the Shore Agreement remain in full force and effect.

A full-text copy of the Ninth Amendment to Employment Agreement is
available at https://urlcurt.com/u?l=nsSP9o

                       About InspireMD

Headquartered in Tel Aviv, Israel, InspireMD, Inc. --
http://www.inspiremd.com-- is a medical device company focusing
on
the development and commercialization of its proprietary MicroNet
stent platform technology for the treatment of complex vascular
and
coronary disease. A stent is an expandable "scaffold-like" device,
usually constructed of a metallic material, that is inserted into
an artery to expand the inside passage and improve blood flow. Its
MicroNet, a micron mesh sleeve, is wrapped over a stent to provide
embolic protection in stenting procedures.

InspireMD reported a net loss of $19.92 million in 2023, a net
loss
of $18.49 million in 2022, a net loss of $14.92 million in 2021, a
net loss of $10.54 million in 2020, and a net loss of $10.04
million in 2019. As of September 30, 2024, InspireMD had $50.5
million in total assets, $9.1 million in total liabilities, and
$41.4 million in total equity.

InspireMD said in its Quarterly Report for the period ended June
30, 2024, that as of Aug. 5, 2024 (the date of issuance of the
condensed consolidated financial statements), the Company has the
ability to fund its planned operations for at least the next 12
months. However, the Company expects to continue incurring losses
and negative cash flows from operations until its product, CGuard
Headquartered in Tel Aviv, Israel, InspireMD, Inc. -- PS, reaches
commercial profitability. Therefore, in order to fund the
Company's
operations until such time that the Company can generate
substantial revenues, the Company may need to raise additional
funds.

The Company said its plans include continued commercialization of
its products and raising capital through sale of additional equity
securities, debt or capital inflows from strategic partnerships.
There are no assurances, however, that the Company will be
successful in obtaining the level of financing needed for its
operations. If it is unsuccessful in commercializing its products
or raising capital, the Company may need to reduce activities,
curtail or cease operations.


INTERFREIGHT SYSTEMS: Seeks Chapter 11 Bankruptcy Protection
------------------------------------------------------------
On December 18, 2024, Interfreight Systems Inc. filed Chapter 11
protection in the Northern District of Illinois. According to
court filing, the Debtor reports $1,549,076 in debt owed to 1 and
49 creditors. The petition states funds will be available to
unsecured creditors.

           About Interfreight Systems Inc.

Interfreight Systems Inc. provides comprehensive logistics and
transportation services that connect businesses to markets
worldwide.

Interfreight Systems Inc. sought relief under Subchapter V
of Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Ill. Case
No. 24-18891) on December 18, 2024. In the petition filed
by Viktor Kotsev as president, the Debtor reports total assets of
$828,100 and total liabilities of $1,549,076.

The Debtor is represented by:

     David Freydin, Esq.
     LAW OFFICES OF DAVID FREYDIN
     8707 Skokie Blvd
     Suite 305
     Skokie, IL 60077
     Tel: 888-536-6607
     Fax: 866-575-3765
     E-mail: david.freydin@freydinlaw.com


INTRUM AB: US Judge Plans to Issue Chapter 11 Ruling on Dec. 27
---------------------------------------------------------------
Dorothy Ma of Bloomberg Law reports that U.S. Bankruptcy Judge
Christopher Lopez stated he will deliver a decision on Intrum AB's
Chapter 11 case after Christmas, following the December 19, 2024,
arguments between the company and a minority group of noteholders.

According to Bloomberg Law, negotiations between Intrum and the
opposing noteholders collapsed at the last minute, prompting a
hearing where the group sought dismissal of the Chapter 11 case,
according to the report.

"I have much to deliberate," Judge Lopez said, noting he plans to
provide an oral ruling to the parties by December 27, 2024.

            About Intrum AB

Intrum AB is a provider of credit management services with a
presence in 20 markets in Europe. By helping companies to get paid
and supporting people with their late payments, Intrum leads the
way to a sound economy and plays a critical role in society at
large. Intrum has circa 10,000 dedicated professionals who serve
around 80,000 companies across Europe. In 2023, income amounted to
SEK 20.0 billion. Intrum is headquartered in Stockholm, Sweden and
publicly listed on the Nasdaq Stockholm exchange.  On the Web:
http://www.intrum.com/   

On November 15, 2024, Intrum AB and U.S. affiliate Intrum AB of
Texas LLC each filed a voluntary petition for the relief under
Chapter 11 of the United States Bankruptcy Code in the United
States Bankruptcy Court for the Southern District of Texas (Bankr.
S.D. Tex. Lead Case No. 24-90575) to seek confirmation of their
Prepackaged Reorganization Plan.

The cases are pending before the Honorable Christopher M. Lopez.

Milbank LLP and Porter Hedges LLP are serving as counsel in the
U.S. restructuring.  Houlihan Lokey is the advisor to Intrum. Kroll
Issuer Services Limited is the information agent. Kroll
Restructuring Administration is the claims agent. Brunswick Group
is also serving as advisers to Intrum.

Latham & Watkins LLP and Latham & Watkins (London) LLP, and
Advokatfirmaet Schjodt AS, are advising a group of bondholders
holding widely across Intrum AB's notes issuances (the "Notes Ad
Hoc Group"). PJT Partners (UK) Limited is financial advisor to the
noteholder ad hoc group.

Weil Gotshal & Manges LLP is representing a group of short-dated
bondholders holding primarily 2024- and 2025-maturing notes
("Minority Ad Hoc Group").

Ropes & Gray LLP is representing another minority group of
bondholders.

Clifford Chance US LLP is counsel to the group that collectively
holds 76% of the total commitments under the RCF (the "RCF Steerco
Group").


INVINCIPLEX LLC: Hancock Whitney Wins Default Judgment in FLC Suit
------------------------------------------------------------------
In the case captioned as HANCOCK WHITNEY BANK, Plaintiff, vs. FLC
LIVING, LLC, et al., Defendants, CIVIL ACTION NO. 1:24-00143-KD-MU
(S.D. Ala.), Judge Kristi K. DuBose granted Hancock Whitney Bank's
motion for default judgment against Defendants FLC Living, LLC,
Invinci Corporation, and MJO Properties, LLC.

In December 2022, FLC Living and Invinciplex, LLC entered into a
United States Small Business Administration Note naming Hancock
Whitney as the lender. The principal balance of the Note was
$1,350,000.00 with a variable interest rate based on Wall Street
Journal Prime +2.50%, an initial rate of 9.50% adjusted every
calendar quarter.

Invinci Corporation, Michael A. Harry, and MJO signed unconditional
limited guarantees of that Note. FLC Living also pledged a First
Priority Mortgage,  Assignment of Rents, Security Agreement and
Fixture Filing as security for the Note.

Beginning in January 2024, Invinciplex and FLC Living failed to
make the monthly payments due under the Note. On February 9, 2024,
Hancock Whitney gave Invinciplex, LLC and FLC Living notice of
default and demanded payment for all past due months. On March 7,
2024, Hancock Whitney gave FLC Living, Invinciplex, MJO, Invinci,
and Harry notice that -- because of the defaults -- the loan had
been accelerated. Hancock Whitney also demanded payment of
principal, interest, and collection costs. On March 15, 2024,
Hancock Whitney again demanded payment in full. As of April
16, 2024, the Note's principal balance was $1,345,347.66 and
interest due was $58,082.75, exclusive of other fees and costs
associated with collection.

On August 29, 2024, Hancock Whitney filed a motion for default
judgment against FLC Living, MJO, and Invinci.

Hancock Whitney's complaint alleges breach of contract for FLC
Living's default under the Note and breach of contract for the
failures of Invinci, MJO, and Harry under the Guarantees.

The Court finds the complaint plausibly states a breach-of-contract
claim against the Defendants under Alabama law. Judge DuBose
explains, "Hancock Whitney alleges that it advanced a loan to FLC
Living; that FLC Living executed a Promissory Note in favor of
Hancock Whitney; and that Invinci, MJO, and Harry executed and
delivered to Hancock Whitney commercial guarantees securing payment
of the Note. Hancock Whitney alleges that FLC Living defaulted
under the Note by failing to make payments when due, and that
Invinci, MJO, and Harry failed to make the demanded payments under
the Guarantee. In sum, Hancock Whitney plausibly alleges that 'FLC
Living has breached the terms of the Note,' and that 'Invinci, MJO
Properties, and Harry have each individually breached the terms of
their Guarantees.' Therefore, Hancock Whitney is entitled to
default judgment against FLC Living, Invinci, and MJO."

Hancock Whitney also alleges that it is entitled to recovery of its
attorneys' fees, costs, and expenses pursuant to the terms of the
Note and Guarantees. In the Motion for Default Judgment, Hancock
Whitney asked for an award of attorney's fees and costs in the
amount of $30,568.43. However, in the Supplement to the Motion for
Summary Judgment, Hancock Whitney states that it reimbursed itself
for $30,188.93 of its attorney's fees and costs, from the August 7,
2024 foreclosure proceeds. A balance of $379.50 remains.

In the Supplement, Hancock Whitney explains the foreclosure price
was $1,070,000.00 and that after payment of collection costs,
accrued late fees, and accrued interest from the foreclosure sale
price, and applying the remainder of $925,687.98 to the principal
of $1,345,347.00, a balance of $419,659.68 remained. As of October
30, 2024, interest had accrued in the amount of $10,547.00, with a
per diem rate of $126.47 from August 7, 2024 to October 1, 2024 and
a per diem rate of $120.72 from October 1, 2024 to October 30,
2024; and late fees of $2,015.55 had accumulated The total balance
due, as of October 30, 2024, was $432,132.23 plus $379.50 of
unreimbursed legal fees, for a total of $432,411.73. Hancock
Whitney requests judgment in this amount and pre-judgment interest
in the amount of $120.72 per day from October 30, 2024, until the
date of this Order.

The Court finds Hancock Whitney has provided sufficient evidence to
determine the amount owed by Defendants under the Note and the
Guarantees, including late fees, accrued interest, and attorneys'
fees, expenses, and costs.

Hancock Whitney's complaint plausibly states a claim for breach of
contract, and attorneys' fees, costs, and expenses. Therefore,
Hancock Whitney's motion for default judgment is granted, the Court
concludes.

Default judgment shall be entered against FLC Living, Invinci, and
MJO, jointly and severally with Michael A. Harry, in the amount of
$432,411.73 plus $120.72 per day in prejudgment interest from
October 30, 2024, until the date of this Order.

A copy of the Court's decision dated December 6, 2024, is available
at https://urlcurt.com/u?l=yeIQWe

                    About Invinciplex, LLC

Invinciplex offers fully furnished and appointed corporate
apartments for short-term and medium-term rentals as an alternative
to staying in a hotel.

Invinciplex, LLC in Mobile, AL, filed its voluntary petition for
Chapter 11 protection (Bankr. S.D. Ala. Case No. 24-10939) on April
16, 2024, listing as much as $1 million to $10 million in both
assets and liabilities. Michael A. Harry as executive director,
signed the petition.

Galloway, Wettermark & Rutens, LLP serves as the Debtor's legal
counsel.



JACOBS ENTERTAINMENT: Moody's Cuts CFR & Sr. Unsecured Notes to B3
------------------------------------------------------------------
Moody's Ratings downgraded Jacobs Entertainment, Inc.'s Corporate
Family Rating to B3 from B2, Probability of Default Rating to B3-PD
from B2-PD, and its senior unsecured notes rating to B3 from B2.
The outlook is stable.

The downgrade of the CFR reflects the deterioration in Jacobs'
operating metrics and EBITDA generation, which has led to increased
leverage and reduced covenant cushion. Leverage has increased to
nearly 7 times on a Moody's adjusted basis. While the company has
received covenant relief, leverage remains close to the covenant
level and the company has reduced revolver availability and capital
expenditure outlay limits.

RATINGS RATIONALE

Jacobs' B3 CFR reflects its high leverage for the size of the
company, the company's small scale in terms of revenue relative to
peers, exposure to cyclical discretionary consumer spending, and
high earnings concentration with nearly 80% of EBITDA coming from
two markets, Colorado and Louisiana. The rating is supported by the
good market position of Jacobs' revenue generating assets within
its operating regions, certain barriers to entry in the Louisiana
market due to laws that limit the locations of new direct truck
stop operators, which provides Jacobs with a certain level of
earnings stability, and regional growth in the Reno, NV market
where the company owns two land-based casinos.

The stable outlook reflects Moody's expectation that revenues will
remain relatively robust as compared to pre-pandemic levels, while
margins normalize off of post-pandemic highs and leverage remains
higher. The stable outlook also incorporates the company's adequate
liquidity.

FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS

Ratings could be upgraded if the company generates consistent and
comfortably positive free cash flow, revenue grows, debt-to-EBITDA
is sustained well below 6.0x, and the company adheres to financial
policies that maintain low leverage.

Ratings could be downgraded if EBITDA declines further from factors
such as volume pressures or higher operating costs, liquidity
deteriorates, or debt-to-EBITDA is sustained over 7.5x.
Acquisitions or shareholder distributions that increase leverage
could also lead to a downgrade.

Jacobs Entertainment, Inc. ("Jacobs") is a privately held company
that owns and operates gaming facilities located in Colorado,
Nevada and Louisiana. The company owns six land-based casinos: The
Lodge Casino and the Gilpin Casino, both in Black Hawk, CO; the J
Resort and the Gold Dust West Casino in Reno, NV; the Gold Dust
West-Carson City in Carson City, NV and the Gold Dust West-Elko in
Elko, NV. Jacobs also owns and operates 26 video poker truck stop
facilities in Louisiana. Additionally, the company has operations
in Cleveland, Ohio that include an aquarium, parking, a 5,000 seat
covered outdoor amphitheater, and a dinner cruise and entertainment
ship. The company is a wholly-owned subsidiary of Jacobs
Investments, Inc. (JII). Jeffrey P. Jacobs, the Chief Executive
Officer and his family trusts own 100% of JII's outstanding Class A
and Class B shares. Revenue for the 12 months ended September 2024
was approximately $459 million.

The principal methodology used in these ratings was Gaming
published in June 2021


JDC RENTALS: Court Extends Use of Cash Collateral Until Feb. 28
---------------------------------------------------------------
The U.S. Bankruptcy Court for the District of Arizona approved JDC
Rentals, LLC's stipulation with First-Citizens Bank & Trust
Company, allowing the company to use the lender's case collateral
until Feb. 28, 2025.

The bankruptcy court previously granted JDC Rentals final approval
to use cash collateral until Dec. 16, subject to extension by
stipulation between the company and First-Citizens.

First-Citizens' loan to JDC Rentals is secured by the company's
real property in Snowflake, Ariz., and business assets previously
owned by Call's Community Pharmacy.

                      About JDC Rentals

JDC Rentals, LLC sought relief under Subchapter V of Chapter 11 of
the U.S. Bankruptcy Code (Bankr. D. Ariz. Case No. 24-07708) on
Sept. 16, 2024, with up to $500,000 in assets and up to $10 million
in liabilities. Jordan Dale Call, sole member and manager of JDC
Rentals, signed the petition.

Judge Daniel P. Collins oversees the case.

D. Lamar Hawkins, Esq., at Guidant Law PLC serves as the Debtor's
bankruptcy counsel.












JOP3 DEVELOPMENT: Hires Hayward PLLC as Bankruptcy Counsel
----------------------------------------------------------
JOP3 Development LLC and its affiliate seek approval from the U.S.
Bankruptcy Court for the Northern District of Texas to employ
Hayward PLLC as bankruptcy counsel to handle their Chapter 11
case.

The firm will be paid at these rates:

      John P. Lewis, Jr.              $450 per hour
      Other Attorneys                 $250 to $400 per hour
      Paralegal                       $215 per hour

The Debtor paid the firm a retainer of $30,000.

The firm will also be reimbursed for reasonable out-of-pocket
expenses incurred.

John P. Lewis, Jr., a partner at Hayward PLLC, disclosed in a court
filing that the firm is a "disinterested person" as the term is
defined in Section 101(14) of the Bankruptcy Code.

The firm can be reached at:

     John P. Lewis, Jr., Esq.
     Hayward PLLC
     10501 North Central Expy., Suite 106
     Dallas, TX 75231
     Tel: (972) 755-7100

              About JOP3 Development LLC

JOP3 Development is a Single Asset Real Estate debtor (as defined
in 11 U.S.C. Section 101(51B)).

JOP3 Development, LLC in Waxahachie, TX, sought relief under
Chapter 11 of the Bankruptcy Code filed its voluntary petition for
Chapter 11 protection (Bankr. 24-33644 Case No. N.D. Tex.) on Nov.
10, 2024, listing as much as $1 million to $10 million in both
assets and liabilities. Jon O. Pope, III, managing member, signed
the petition.

HAYWARD PLLC serve as the Debtor's legal counsel.


JRL COAL: Seeks Chapter 11 Bankruptcy in Kentucky
-------------------------------------------------
On December 17, 2024, JRL Coal Inc. filed Chapter 11 protection in
the  Eastern District of Kentucky. According to court filing, the
Debtor reports between $50 million and $100 million in debt owed to
100 and 199 creditors.

               About JRL Coal Inc.

JRL Coal Inc. operates in the coal mining industry.

JRL Coal Inc. sought relief under Chapter 11 of the U.S. Bankruptcy
Code (Bankr. E.D. Ky. Case No. 24-61172) on December 17, 2024. In
the petition filed by Tim B. Lusby, as CEO, the Debtor reports
estimated assets and liabilities between $50 million and $100
million each.

The Debtor is represented by:

     Laura Day DelCotto, Esq.
     DELCOTTO LAW GROUP PLLC
     200 North Upper St.
     Lexington, KY 40507
     Tel: (859) 231-5800
     Fax: (859) 281-1179
     E-mail: ldelcotto@dlgfirm.com


JRL ENERGY: Sec. 341(a) Meeting of Creditors on January 30
----------------------------------------------------------
On December 17, 2024, JRL Energy, Inc. filed Chapter 11 protection
in the Eastern District of Kentucky. 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) meeting to be held on
January 30, 2025 at 02:00 PM via teleconference.

           About JRL Energy, Inc.

JRL Energy, Inc. operates in the coal mining industry.

JRL Energy, Inc. sought relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. E.D. Ky. Case No. 24-61173) on December 17,
2024. In the petition filed by Tim B. Lusby as CEO, the Debtor
reports estimated assets up to $50,000 and estimated liabilities
between $10 million and $50 million.

Honorable Bankruptcy Judge handles the case.

The Debtor is represented by:

     Laura Day DelCotto, Esq.
     DELCOTTO LAW GROUP PLLC
     200 North Upper St.
     Lexington, KY 40507
     Tel: (859) 231-5800
     Fax: (859) 281-1179
     E-mail: ldelcotto@dlgfirm.com


JRL UNDERGROUND: Seeks Bankruptcy Protection in Kentucky
--------------------------------------------------------
On December 17, 2024, JRL Underground Inc. filed Chapter 11
protection in the Eastern 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 JRL Underground Inc.

JRL Underground Inc. operates in the coal mining industry.

JRL Underground Inc. sought relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. E.D. Ky. Case No. 24-61174) on December 17,
2024. In the petition filed by Tim B. Lusby, as CEO, the Debtor
reports estimated assets up to $50,000 and estimated liabilities
between $1 million and $10 million.

The Debtor is represented by:

     Laura Day DelCotto, Esq.
     DELCOTTO LAW GROUP PLLC
     200 North Upper St.
     Lexington, KY 40507
     Tel: (859) 231-5800
     Fax: (859) 281-1179
     E-mail: ldelcotto@dlgfirm.com


K&NN TRUCKING: Sec. 341(a) Meeting of Creditors on January 16
-------------------------------------------------------------
On December 16, 2024, K&NN Trucking LLC filed Chapter 11 protection
in the District of Nevada. According to court filing, the Debtor
reports $1,260,375 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 9:00 AM, TELEPHONIC MEETING.

              About K&NN Trucking LLC

K&NN Trucking LLC is part of the general freight trucking
industry.

K&NN Trucking LLC sought relief under Subchapter V of Chapter 11 of
the U.S. Bankruptcy Code (Bankr. D. Nev. Case No. 24-16543) on
December 16, 2024. In the petition filed by Nathan Nuesca, as
managing member, the Debtor reports total assets as of November 30,
2024 amounting to $809,191 and total liabilities as of November 30,
2024 of $1,260,375.

Honorable Bankruptcy Judge Mike K. Nakagawa handles the case.

The Debtor is represented by:

     Damon K. Dias, Esq.
     DIAS LAW GROUP, LTD
     725 S. 8th Street, Suite 100
     Las Vegas, NV 89101-7093
     Tel: 702-380-3011
     Fax: 702-366-1592
     Email: ddias@diaslawgroup.com


KARBONX CORP: Hummingbird STAR Trust Holds 5.2% Equity Stake
------------------------------------------------------------
Hummingbird STAR Trust and its Trust, JTC (Cayman) Limited.
Hummingbird STAR Trust disclosed in a Schedule 13D/A filed with the
U.S. Securities and Exchange Commission that as of July 9, 2024, it
beneficially owned 4,225,000 shares of Karbon-X Corp.'s common
stock, representing 5.2% of the share outstanding.

The reporting persons may be reached at:

     Michael Halsey, authorized signatory
     94 Solaris Avenue
     2nd Floor
     Camana Bay, Cayman Island KY1-1203
     Tel: 1-345-949-7212

The Trustee is JTC (Cayman) Limited and Michael Halsey is
authorized signatory, whose business addresss is the same as
Hummingbird STAR Trust. The Trust is an investor which is
controlled by the Trustee. The underlying beneficial owner of the
Trustee is Naro Zimmerman, whose business address is the same as
Hunningbird STAR Trust. The stated beneficiaries of the Trust are
Nikolas Drgon, Claudia Drgon, Emily Drgon, Scarlett McCarroll and
Jude McCarroll. During the last five years, neither the Trust or
Trustee, nor any Beneficiary has been convicted in a criminal
proceeding (excluding traffic violations or similar misdemeanors),
was not a party to a civil proceeding of a judicial or
administrative body of competent jurisdiction and as a result of
such proceeding was or is subject to a judgment, decree or final
order enjoining future violations of, or prohibiting or mandating
activities subject to, federal or state securities laws or finding
any violation with respect to such laws.

The Reporting Persons acquired its interest in the shares of common
stock as follows:

     a. On July 9, 2024 the Trust acquired 4,225,000 shares from
Jason McCarroll, who had acquired the shares from the Company as an
investment.

     b. During the past 60 days none of the Reporting Persons has
otherwise bought or sold any securities on the open market or
otherwise.

As a result of this transaction, the Reporting Persons currently
beneficially owns 4,225,000 shares. Such shares aggregate
approximately 5.2% of the issued and outstanding shares.

A full-text copy of Hummingbird STAR Trust's SEC Report is
available at:

                  https://tinyurl.com/ydrtr4s7

                           About Karbon-X

Calgary, Canada-based Karbon-X Corp. provides customized
transactional options, tailored insights, and scalable access to
the Verified Emissions Reduction markets.

As of August 31, 2024, Karbon-X had $3,288,372 in total assets,
$139,000 in total liabilities, and $3,149,372 in total
stockholders' equity.

                           Going Concern

To date, the Company has generated minimal revenues from its
business operations and has incurred operating losses since
inception of $5,742,108. The Company will require additional
funding to meet its ongoing obligations and to fund anticipated
operating losses. The ability of the Company to continue as a going
concern is dependent on raising capital to fund its initial
business plan and ultimately to attain profitable operations.
Accordingly, these factors raise substantial doubt as to the
Company's ability to continue as a going concern. The Company
intends to continue to fund its business by way of private
placements and advances from related parties as may be required.
These financial statements do not include any adjustments relating
to the recoverability and classification of recorded asset amounts
or amounts and classification of liabilities that might result from
this uncertainty.


KB DEVELOPMENT: Court Prohibits Cash Collateral Access
------------------------------------------------------
The U.S. Bankruptcy Court for the Southern District of Illinois
granted State Bank's motion prohibiting KB Development Group, LLC
from using cash collateral.

The motion was granted pursuant to the statements made in open
court on Dec. 19.

State Bank, formerly known as State Bank of Waterloo, holds two
judgment liens against the company's properties: the Waterloo
property (commercial building) and the Belleville property
(residential building).

The court has already issued orders assigning the rental income
from both properties to State Bank.

State Bank asserts that the company is in arrears on rental
payments from both properties. The rental income from these
properties constitutes "cash collateral" belonging to the bank
under bankruptcy law. Bankruptcy law generally prohibits a debtor
from using cash collateral without the creditor's consent or court
authorization. State Bank has not consented to KB's use of the cash
collateral.

State Bank argued that its interest in the cash collateral is not
adequately protected.

               About KB Development Group LLC

KB Development Group, LLC sought protection under Chapter 11 of the
U.S. Bankruptcy Code (Bankr. S.D. Ill. Case No. 24-30769-lkg) on
October 23, 2024.

In the petition signed by Mike Thomas, manager, the Debtor
disclosed up to $50,000 in assets and up to $1 million in
liabilities.

Steven M. Wallace, Esq., at Goldenberg Heller & Antognoli, P.C.,
represents the Debtor as legal counsel.


KBS REAL ESTATE: Approves Estimated Value Per Share of $3.89
------------------------------------------------------------
KBS Real Estate Investment Trust III, Inc., disclosed in a Form 8-K
Report filed with the U.S. Securities and Exchange Commission that
on December 12, 2024, the board of directors approved an estimated
value per share of the Company's common stock of $3.89 based on the
estimated value of the Company's assets less the estimated value of
the Company's liabilities, or net asset value, divided by the
number of shares outstanding, all as of September 30, 2024, with
the exception of adjustments to the Company's net asset value to
give effect to:

     (i) the change in the estimated value of the Company's
investment in units of Prime US REIT (SGX-ST Ticker: OXMU) as of
November 14, 2024,

    (ii) the contractual sales price, net of closing credits and
disposition costs, of one property that was sold on November 15,
2024 and

   (iii) estimated contractual loan financing fees and costs
incurred for the period from October 1, 2024 through December 20,
2024.

Other than these adjustments, there have been no material changes
between September 30, 2024 and the date of this filing to the net
values of the Company's assets and liabilities that impacted the
overall estimated value per share. The Company is providing this
estimated value per share to assist broker-dealers that
participated in the Company's now-terminated initial public
offering in meeting their customer account statement reporting
obligations under Financial Industry Regulatory Authority Rule
2231. This valuation was performed in accordance with the
provisions of and also to comply with Practice Guideline 2013-01,
Valuations of Publicly Registered, Non-Listed REITs, issued by the
Institute for Portfolio Alternatives in April 2013.

The Company's conflicts committee, composed solely of all of the
Company's independent directors, is responsible for the oversight
of the valuation process used to determine the estimated value per
share of the Company's common stock, including the review and
approval of the valuation and appraisal processes and methodologies
used to determine the Company's estimated value per share, the
consistency of the valuation and appraisal methodologies with real
estate industry standards and practices and the reasonableness of
the assumptions used in the valuations and appraisals. With the
approval of the conflicts committee, the Company engaged Kroll,
LLC, an independent third party real estate valuation firm, to
provide:

     (i) appraisals for 14 of the Company's consolidated real
estate properties owned as of September 30, 2024,

    (ii) an estimated value for the Company's investment in units
of Prime US REIT and

   (iii) a calculation of the range in estimated value per share of
the Company's common stock as of December 12, 2024. Kroll based
this range in estimated value per share upon:

          (i) its appraisals of the Appraised Properties,

         (ii) the contractual sales price, net of closing credits
and disposition costs, of one property that was sold on November
15, 2024,

        (iii) its estimated value for the Company's investment in
units of Prime US REIT,

         (iv) estimated contractual loan financing fees and costs
incurred for the period from October 1, 2024 through December 20,
2024 and

          (v) valuations performed by KBS Capital Advisors LLC, the
Company's external advisor, with respect to the Company's cash,
other assets, notes payable and other liabilities, which are
disclosed in the Company's Quarterly Report on Form 10-Q for the
period ended September 30, 2024. The appraisal reports Kroll
prepared summarized the key inputs and assumptions involved in the
appraisal of each of the Appraised Properties.

The conflicts committee reviewed Kroll's valuation report, which
included an appraised value for each of the Appraised Properties,
the contractual sales price, net of closing credits and disposition
costs, of one property that was sold on November 15, 2024, an
estimated value of the Company's investment in units of Prime US
REIT, estimated contractual loan financing fees and costs incurred
for the period from October 1, 2024 through December 20, 2024, and
a summary of the estimated value of each of the Company's other
assets and the Company's liabilities as determined by the Advisor
and reviewed by Kroll. In light of the valuation report and other
factors considered by the conflicts committee and the conflicts
committee's own extensive knowledge of the Company's assets and
liabilities, the conflicts committee:

     (i) concluded that the range in estimated value per share of
$3.38 to $4.43, with an approximate mid-range value of $3.89 per
share, as determined by Kroll and recommended by the Advisor, which
approximate mid-range value was based on Kroll's appraisals of the
Appraised Properties, the contractual sales price, net of closing
credits and disposition costs, of one property that was sold on
November 15, 2024, Kroll's valuation of the Company's investment in
units of Prime US REIT, estimated contractual loan financing fees
and costs incurred for the period from October 1, 2024 through
December 20, 2024, and valuations performed by the Advisor of the
Company's cash, other assets, notes payable and other liabilities,
was reasonable and

    (ii) recommended to the Company's board of directors that it
adopt $3.89 as the estimated value per share of the Company's
common stock, which estimated value per share is based on those
factors discussed in (i).  

The Company's board of directors unanimously agreed to accept the
recommendation of the conflicts committee and approved $3.89 as the
estimated value per share of the Company's common stock, which
determination is ultimately and solely the responsibility of the
board of directors.

A table below with the calculation of the Company's estimated value
per share as of December 12, 2024 as well as the calculation of the
Company's prior estimated value per share as of December 12, 2023,
as well as further details of the Estimated Value Per Share is
available at:

                  https://tinyurl.com/yc6hn6e4

                    About KBS Real Estate

KBS Real Estate Investment Trust III, Inc. is a Maryland
corporation that has elected to be taxed as a real estate
investment trust and it intends to continue to operate in such a
manner. The Company conducts its business primarily through its
Operating Partnership, of which the Company is the sole general
partner.

The Company has invested in a diverse portfolio of real estate
investments. As of Dec. 31, 2023, the Company owned 16 office
properties (of which one property was held for non-sale
disposition), one mixed-use office/retail property, and an
investment in the equity securities of a Singapore real estate
investment trust. On Dec. 29, 2023, the Company entered a
deed-in-lieu of foreclosure transaction with the 201 Spear Street
mortgage lender. On Jan. 9, 2024, the mortgage lender transferred
title to the 201 Spear Street property to a third-party buyer of
the mortgage loan. Additionally, on Feb. 21, 2024, the Company sold
the McEwen Building to a third-party buyer.

Irvine, California-based Ernst & Young LLP, the Company's auditor
since 2010, issued a "going concern" qualification in its report
dated March 18, 2024, citing that the Company has $1.2 billion of
loan principal maturing within one year from the date of issuance
of the consolidated financial statements, and has stated that
substantial doubt exists about the Company's ability to continue as
a going concern.


KESTRA ADVISOR: Moody's Affirms B3 CFR & Rates New Term Loan B3
---------------------------------------------------------------
Moody's Ratings has affirmed Kestra Advisor Services Holdings A,
Inc.'s B3 corporate family rating and downgraded its backed senior
secured first lien bank credit facility rating to B3 from B2.
Moody's also assigned a B3 rating to Kestra's new backed senior
secured first lien term loan. The outlook remains stable.

The rating action follow's Kestra's announcement that it will
reprice and upsize its existing first lien term loan and use the
incremental proceeds to pay off its existing second lien term loan.
Additionally, the company plans to increase the capacity on its
existing backed senior secured first lien revolving credit facility
by $27.5 million to $125 million.

RATINGS RATIONALE

The affirmation of Kestra's B3 CFR reflects the transaction's
leverage neutral impact and its effect in lowering the company's
cost of capital. The company expects the repricing to provide
incremental annual interest cost savings which should modestly
enhance Kestra's EBITDA/interest expense coverage ratio. As of the
last twelve months ending September 30, 2024, this ratio was 1.4x.

The downgrade of the first lien term loan is due solely to the
elimination of Kestra's second lien debt, which removes the
loss-absorbing buffer that previously boosted the first lien term
loan's rating. The downgrade reflects an increase in the expected
loss-given-default on the first lien debt and does not reflect a
change in Moody's assessment of the company's overall
creditworthiness.

Kestra's B3 CFR reflects its growing presence within the US wealth
management sector and its ability to attract highly productive
advisors to its multi-affiliation platform. However, the rating is
constrained by the company's high debt leverage and weak
profitability as measured by GAAP pretax income and margins. The
stable outlook on Kestra's rating is based on Moody's expectation
of improving credit metrics, such as interest coverage, driven by a
lower cost of capital and positive operating performance resulting
from organic growth, new recruitments, and small acquisitions.

FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS

Improving profitability, pretax margin and EBITDA growth that would
sustain debt leverage below 6.5x could lead to an upgrade.
Demonstration of a less aggressive financial policy evidenced by a
lower appetite for issuing debt or a commitment to leverage targets
could also lead to an upgrade.

A sustained decline in broad financial market levels leading to
weaker financial performance and a sustained debt leverage ratio
above 7.5x or interest coverage below 1x could lead to a downgrade.
A debt-funded shareholder dividend that would further weaken the
firm's debt leverage could lead to a downgrade. Deteriorating
liquidity resulting in increased reliance on its revolving credit
facility could result in a downgrade. A deterioration in advisor
productivity, significant worsening of advisor retention rates, or
the emergence of significant regulatory compliance issues could
also lead to a downgrade.

The principal methodology used in these ratings was Securities
Industry Service Providers published in February 2024.


KNIGHT HEALTH: S&P Lowers ICR to 'CCC+', Outlook Negative
---------------------------------------------------------
S&P Global Ratings lowered its issuer credit rating on Knight
Health Holdings (dba Scion Health) to 'CCC+' from 'B-'.

S&P said, "At the same time, we lowered our issue-level rating on
the company's senior secured debt to 'CCC+' from 'B-'. The '3'
recovery rating on the first-lien term debt indicates our
expectation for meaningful (50%-70%; rounded estimate: 60%)
recovery in the event of a payment default.

"The negative outlook reflects the chronically slower-than-expected
pace of operating improvement, and our view that the longer it
takes for the company to become cash flow positive the more
questionable becomes the sustainability of the capital structure.

"While Knight Health does have some upside, it continues to
underperform. Knight Health continues to underperform as it has
since 2022. While we think the company does have upside and is past
several of the factors that had adversely affected the company,
such as labor challenges and weak patient volume, Knight continues
to struggle, and we still have doubts about the pace of improvement
as well as the ultimate upside potential.

"We do expect margins and leverage to improve. We now expect S&P
Global Ratings-adjusted margin of about 4.4% in 2024, improving to
6%-6.5% in 2025. This results in S&P Global Ratings-adjusted debt
to EBITDA of 15.0x in 2024 and 9.8x in 2025. Our leverage
calculation includes the company's payment-in-kind preferred
equity, which we treat as debt. Both these estimates are worse than
our previous estimates were for these years. The potential for
improvement is largely due to opportunities for additional state
supplemental program revenue, renegotiated rent on many of its
locations, some likely patient volume improvement in both segments
due to the achievement of its LTACH reimbursement compliance
strategy, and better patient volume in its community acute care
hospital segment due to successful physician recruitment efforts.
The company also has an extensive cost-reduction program underway
that should increase efficiency.

"We expect cash flow to improve but don't yet see sustainable free
cash flow prospects. We expect Knight to finish 2024 with a small
reported discretionary cash flow deficit. However, 2024 cash flow
is misleading because of the disruption of accounts receivable from
the Change Healthcare cyber attack and loan proceeds received in
the first half of the year from Change, which are incorporated into
working capital. We expect a free operating cash deficit in 2025
(excluding repayments to Change) of about $50 million-$60 million.
We think it's possible that cash flow (excluding repayments to
Change) could be close to positive in 2026."

Liquidity should be sufficient to enable the company to cover cash
flow deficits for the next two years. With the just completed
revision of its asset-based lending (ABL) facility, Knight has $318
million of liquidity between its balance sheet cash and
availability on its ABL (pro forma as of Sept. 30, 2024). Knight
just used $120 million of balance sheet cash to repay part of the
ABL balance outstanding and extend the maturity by 18 months for
most of the ABL. For lenders of about $61 million of the ABL that
declined to participate in the revision, the maturity remains the
same in December 2026. The ability to use cash for this purpose was
made possible because the cash balance significantly increased
during 2024 due to the loan it received from Change as well as
total asset sales of more than $200 million. Given its cash flow
estimates, S&P believes Knight has more than two years to
demonstrate its multiple strategies and initiatives will result in
meaningful and sustainable improvement such that it can service its
capital structure.

S&P said, "Our negative outlook reflects Knight's continued
underperformance, which has caused us to lower our cash flow
expectations again, which, while improving, is still negative,
potentially into 2026, leading to increased uncertainty about the
company's ability to achieve the level of improvement necessary to
service its highly leveraged capital structure.

"We could lower the rating on Knight if the company did not
sufficiently realize its operating and cash flow improvements such
that the risk of a debt restructuring increased or liquidity
deteriorated such that if became insufficient to cover fixed
charges within the next 12 months.

"We could raise our rating on Knight if revenue and margins
increased enough such that we expected reported cash flow from
operations to cover maintenance capital expenditure, distributions
to minority interests, and mandatory amortization on a sustained
basis."



KNS HOLDCO: S&P Downgrades ICR to 'D' on Distressed Debt Exchange
-----------------------------------------------------------------
S&P Global Ratings lowered its issuer credit rating on U.S.-based
KNS Holdco LLC to 'D' from 'CCC' and its issue-level rating on its
first-lien secured debt to 'D' from 'CCC'.

Over the coming days, S&P will reassess its issuer credit rating on
KNS based on its new capital structure and pro forma business mix.

On Dec. 19, 2024, KNS Holdco acquired Ancient Nutrition--a vitamin,
minerals, and supplements company--which it funded with a
combination of equity from its sponsor owner, Kainos Capital, and
$120 million of super-senior financing provided by its existing
lenders.

The downgrade follows KNS' distressed debt exchange executed Dec.
19, 2024. The transaction materially changed the terms for
substantially all of the company's debt capital structure,
including permanently reducing all of its existing first- and
second-lien debt obligations by 18% on a weighted-average basis.
KNS' lenders have agreed to exchange their positions into various
new instruments as follows:

-- Participating first-lien lenders (97%) have rolled their
position into a combination of new priming term loans (first-out)
and bootstrapped term loans (second-out) at various levels of
discount. The 3% non-consenting lenders have agreed to cash out
their position at a more substantial discount;

-- The second-lien lender has agreed to exchange its second-lien
position into a new third-out term loan. A portion of the
first-lien term loans owned by the second-lien lender are being
exchanged into priming term loans at par;

-- An ad hoc group of lenders has agreed to put up $120 million of
new money as part of this transaction for priming term loans at
par. The company will use the proceeds (along with new equity
capital from Kainos) to partially fund its acquisition of Ancient
Nutrition and backstop a discounted debt buyback;

-- Prior to the transaction, KNS' had about $50 million of
borrowings outstanding on its existing revolving facility. The
revolving lenders have agreed to roll $25 million into the
second-out term loan (compromising its security position) at par,
while a significant portion of the remaining $25 million will be
repaid using the proceeds from this transaction; and

-- The company established a new $50 million revolving credit
facility; a modest amount will remain drawn at close.

S&P said, "In our view, KNS has breached its imputed promise across
all of the instruments from its previous capital structure because
its lenders agreed to discount their original obligations,
partially reduce their cash interest for an extended period, and
extend their maturities. Therefore, we view this distressed
exchange as a general default.

"Over the coming days we expect to reassess our issuer credit
rating and issue-level ratings on KNS. Our assessment will reflect
the company's revised capital structure and our forward-looking
opinion of its creditworthiness."



KOHL'S CORP: S&P Downgrades ICR to 'BB-', Outlook Negative
----------------------------------------------------------
S&P Global Ratings lowered its ratings by one notch, including the
issuer credit rating on Kohl's Corp., to 'BB-' from 'BB'. S&P also
lowered its rating on Kohl's unsecured debt to 'BB-' from 'BB' and
maintained a '3' recovery rating, which indicates its expectations
for meaningful recovery of 50%-70% (rounded estimate: 65%) in the
event of default.

The negative outlook reflects S&P's view that sales, operating
margin, and free operating cash flow (FOCF) will remain pressured
through the holiday season.

S&P said, "The downgrade reflects our expectation that S&P Global
Ratings-adjusted leverage will remain in the mid-4x area over the
next 12 months. Kohl's Corp.'s leverage was elevated at 4.5x as of
the trailing 12 month period ended Nov. 2, 2024 (the company's
third quarter). We previously expected leverage to decline below 4x
in fiscal 2024. We also note the company's weakening free cash flow
generation amid ongoing earnings pressures and increased borrowings
on the revolving credit facility (RCF).

"To preserve liquidity, Kohl's has reduced its capital expenditures
(capex) to around $500 million in 2024 from the year ago period.
However, we believe this reduction in capex will be insufficient to
fully mitigate ongoing challenges. Consequently, we project Kohl's
will report approximately $200 million in free cash flow by the end
of the year, significantly lower than the $591 million generated in
fiscal 2023. Additionally, while Kohl's plans to maintain its cash
dividend payouts of approximately $220 million in 2024, we expect
the company will keep share buybacks limited in 2024 and 2025.

"The recent downward revision of fiscal 2024 guidance highlights
operating performance weakness, which we expect to modestly
alleviate over the coming years. We anticipate Kohl's revenue will
decline by approximately 8% in 2024 due to setbacks in the
company's private-label segment and declining traffic.
Additionally, weak performance during the back-to-school
season--particularly in children's apparel--contributed to a
reduction in transactions during the third quarter, which further
dampened results. Despite investments in growth areas such as
Sephora, Home Decor, and Baby Care, these efforts have yet to fully
offset the losses in Kohl's core apparel business. However, we
expect a slight reversal of these trends in 2025--through
aggressive inventory optimization, targeted marketing, and
initiatives to boost store traffic next year.

"Furthermore, we expect S&P Global Ratings-adjusted EBITDA margin
will be in the mid-9% range for 2024--compared with 10.2% in
2023--improving to the high-9% range in 2025. Despite a 5.1%
reduction in selling, general, & administrative expenses (SG&A) in
the third quarter, persistent sales pressure has weakened leverage.
While we expect gross margin expansion in 2024 due to fewer
clearance markdowns, the overall profitability outlook remains
cautious due to the promotional environment anticipated in the
fourth quarter.

"Despite recent missteps, we anticipate that Kohl's will maintain
its emphasis on stringent inventory management. This is illustrated
by a 3% reduction in third quarter inventory and a 7% decline in
on-hand inventory. This disciplined approach, coupled with modest
gains in earnings, leads us to expect an increase in free cash flow
generation in 2025.

"We note inventory for private brands has declined compared to the
previous year, particularly impacting the women's segment where
private-brand penetration is substantial. In response to these
challenges, Kohl's is recalibrating its purchasing strategy to
ensure adequate inventory for its key private brands. Despite
facing short-term inventory hurdles, we believe Kohl's remains
steadfast in its commitment to its market brand strategy. We expect
the company will effectively balance inventory levels, facilitating
increased investments in pivotal growth categories such as Sephora,
Home Decor, Gifting, and Impulse.

"The negative outlook reflects our view that Kohl's sales and
profitability will likely stay pressured over the next year amid
the challenging operating environment for apparel retailers.
Nevertheless, we believe the company will continue to balance
shareholder returns with executing operational improvements under
new leadership."

S&P could lower its rating on Kohl's over the next 12 months if:

-- S&P expects the company's leverage to rise and remain above 5x
in the coming year.

-- S&P could also lower the rating if operational missteps or a
worsening macroeconomic environment weaken performance compared
with its base case, making the company unable to sustain its market
position in the department store sector. Under this scenario, we
could view the business risk profile as incrementally
deteriorating.

S&P could revise the outlook to stable if:

-- Kohl's reduces leverage toward 4x on a sustained basis.

-- This would occur if it successfully executes its merchandise
and other operational initiatives, leading to sustainable
profitability improvements.

ESG factors are an overall moderately negative consideration in
S&P's credit rating analysis of Kohl's. The announcement of CEO
Thomas Kingsbury's impending departure has contributed to concerns
about leadership stability and strategic direction during a
critical time for the company. This transition may affect
operational execution as new leadership takes over. The company
announced the Board of Directors appointed J. Ashley Buchanan to
serve as Chief Executive Officer effective Jan. 15, 2025.



LAVIE CARE: Court Says Opt-Out Third Party Release Consensual
-------------------------------------------------------------
Judge Paul Baisier of the United States Bankruptcy Court for the
Northern District of Georgia overruled the United States Trustee's
objection to the opt-out third-party release included in LaVie Care
Centers, LLC and its affiliates' Joint Second Amended Plan of
Reorganization.

The Plan's third-party Release provides broad releases of all
creditors' claims related to the Debtors against certain
non-debtors. The Plan, however, provides any creditor or
interest-holder with the opportunity to opt out of the Release if
they do not vote for the Plan and instead take affirmative action
to either file an objection to the Release or check the opt-out box
on their voting ballots or opt out form and timely returned the
ballot or form to the claims' agent. Any creditor or
interest-holder that either votes in favor of the Plan or fails to
affirmatively opt out is deemed to be a "Releasing Party" under the
Plan, and thus grants the Release.

The remaining dispute, and the subject of this Memorandum Decision,
is the propriety of the "opt out third party release" in the Plan.
The U.S. Trustee objects to the Release. More specifically, the
U.S. Trustee argues the Plan's mechanism allowing creditors and
interest-holders to opt-out of the Release does not make the
Release consensual, and thus it is a nonconsensual release that is
impermissible pursuant to the recent decision of the United States
Supreme Court in Harrington v. Purdue Pharma L.P., 603 U.S. ___,
144 S.Ct. 2071, 2024 WL 3187799 (June 27, 2024).

The question before the Court is whether this opt-out mechanism
creates a consensual release, as the Debtors contend, or a
nonconsensual release that is foreclosed by Purdue, supra, as the
U.S. Trustee asserts.

The Debtors assert the Release is consensual based on the opt-out
process and should be approved as a matter of federal, rather than
state, law. The Debtors explain that federal law, rather than state
contract law, controls the issue of consent. The Debtors also
assert that the form of "opt out" utilized in this case results in
adequate consent to satisfy the federal law.

No one has cited, nor has the Court found, any circuit level
decisions addressing the issue of whether an opt-out mechanism
renders a third-party release consensual, but many cases at the
bankruptcy court level address the issue. Together with Purdue they
confirm that consensual releases are permitted in bankruptcy plans.
And, contrary to the few cases cited by the U.S. Trustee, an
overwhelming majority of cases find that a creditor's vote to
accept a plan containing a third-party release (like the Plan)
makes the release consensual, and the Court agrees.

The Court finds that the opt out Release is clear and conspicuous,
properly noticed, justified under the facts, and provided a
consensual third-party release, subject to the right of those who
failed to respond to prove that the facts and circumstances that
would rebut the presumption of consent.

Judge Baisier concludes, "The Plan and the solicitation procedures
approved in connection with that Plan provided a simple and
conspicuously disclosed mechanism for creditors to opt out of the
third-party Release in this case. Over 400 creditors and
interest-holders followed the simple procedures and opted out of
the Release and will not be bound by it. For those that voted for
the Plan, and for those who voted against the Plan or submitted a
ballot abstaining from voting on the Plan (or a ballot that was not
counted) and did not opt out, and for those who did not vote,
object or otherwise respond to the solicitation, the Court finds
they have consented to the Release by their vote in favor of the
Plan or their failure to timely opt out and will be bound by it,
subject to the individual ability of those that did not vote,
object or otherwise respond to the solicitation to vote to
establish that their failure to opt out should not under their
individual circumstances be considered consent."

A copy of the Court's decision dated December 5, 2024, is available
at https://urlcurt.com/u?l=aII0vS

                  About Lavie Care Centers

LaVie Care Centers, LLC, is the parent company of skilled nursing
facility operators and providers, with facilities primarily located
in Mississippi, North Carolina, Pennsylvania and Virginia. The
company operates 43 licensed facilities, with 4,300 beds, providing
short-term rehabilitation, comprehensive post-acute care, and
long-term care to its residents.

On June 2 and 3, 2024, LaVie Care Centers and 281 affiliates filed
voluntary petitions for relief under Chapter 11 of the Bankruptcy
Code (Bankr. N.D. Ga. Lead Case No. 24-55507), before Judge Paul
Baisier in Atlanta.

The Debtors tapped McDermott Will & Emery, LLP as legal counsel;
Stout Capital, LLC as investment banker; and Ankura Consulting as
financial advisor. M. Benjamin Jones, senior managing director at
Ankura, serves as the Debtors' chief restructuring officer.
Kurtzman Carson Consultants, LLC is the claims agent, and maintains
the page http://www.kccllc.com/LaVie        

The U.S. Trustee for Region 21 appointed an official committee to
represent unsecured creditors in the Debtors' Chapter 11 cases.
Troutman Pepper Hamilton Sanders, LLP and FTI Consulting, Inc.
serve as the committee's legal counsel and financial advisor,
respectively.

Joani Latimer is the patient care ombudsman appointed in the
cases.



LIFESTYLE BRANDS: Files Bare-Bones Bankruptcy Protection
--------------------------------------------------------
On December 18, 2024, Lifestyle Brands Inc. filed Chapter 11
protection in the Eastern District of Michigan. 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 creditor.         

           About Lifestyle Brands Inc.

Lifestyle Brands Inc. is a tattoo and piercing studio proudly
serving the Metro Detroit area.

Lifestyle Brands Inc. sought relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. E.D. Mich. Case No. 24-51881) on December
18, 2024. In the petition filed by Alexander Maritczak, as
president, the Debtor reports
total assets of $89,657 and total liabilities of $2,178,249.

Honorable Bankruptcy Judge Mark A. Randon handles the case.

The Debtor is represented by:

     Mark H. Shapiro, Esq.
     STEINBERG SHAPIRO & CLARK
     25925 Telegraph Road Ste 203
     Southfield MI 48033
     Tel: (248) 352-4700
     E-mail: shapiro@ssc-law.com


LION ELECTRIC: Applies for CCAA Protection, Eyes Sale Process
-------------------------------------------------------------
The Lion Electric Company, a leading manufacturer of all-electric
medium and heavy-duty urban vehicles, announced on Dec. 18, 2024,
that the Company and its subsidiaries have applied to the Superior
Court of Quebec for an initial order to seek protection from their
creditors under the Companies' Creditors Arrangement Act. The
Company and its subsidiaries also intend to seek recognition of the
CCAA proceedings in the United States under Chapter 15 of the
Bankruptcy Code.

In its application for an initial order, the Company seeks the
approval of a formal sale and investment solicitation process in
order to provide interested parties with the opportunity to submit
proposals with a view to enabling the Company and its senior
lenders to determine the highest and best available transaction for
the Company and its stakeholders.

The initial order application seeks, among other things, a stay of
proceedings in favor of the Company and its subsidiaries, including
a stay of creditor claims and exercise of contractual rights, and
the authorization of an interim debtor-in-possession (DIP)
financing to be provided by the lenders under the Company's senior
revolving credit agreement in order to fund the SISP and the
Company's operations during the restructuring process. Approval is
also being sought for the appointment of Deloitte Restructuring
Inc. as monitor to oversee the CCAA proceedings and report to the
Court. While under CCAA protection, management of the Company will
remain responsible for the day-to-day operations of the Company
under the oversight of the monitor.

This announcement follows the press release issued by the Company
on December 17, 2024 announcing the expiry of the covenant relief
period under the Company's senior revolving credit agreement and
maturity of the Company's loan agreement with Finalta Capital and
Caisse de depot et placement du Quebec.

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. The TSX has also put the Company under
delisting review under its expedited review process. It is
anticipated that trading in the Company's listed securities will
continue to be halted until completion of the review 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.


LION ELECTRIC: NYSE Moves to Delist Following CCAA Action
---------------------------------------------------------
The New York Stock Exchange announced on December 18, 2024, that
the staff of NYSE Regulation has determined to commence proceedings
to delist the two securities of The Lion Electric Company from the
Exchange. Trading in the Company's Securities will be suspended
immediately.


  Symbol      Description:

* LEV         Common Shares
* LEV.WS.A    Common Share Purchase Warrant

NYSE Regulation 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 December 18, 2024 press release that
the Company and its subsidiaries have applied to the Superior Court
of Quebec (Commercial Division) for an initial order to seek
protection from their creditors under the Companies' Creditors
Arrangement Act. The Company and its subsidiaries also intend to
seek recognition of the CCAA proceedings in the United States under
Chapter 15 of the Bankruptcy Code. In reaching its delisting
determination, NYSE Regulation notes the uncertainty as to the
ultimate effect of this process on the value of the Company's
common shares.

The Company has a right to a review of this determination by a
Committee of the Board of Directors of the Exchange. The NYSE will
apply to the Securities and Exchange Commission to delist the
common shares upon completion of all applicable procedures,
including any appeal by the Company of the NYSE Regulation staff's
decision.

          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.


LION ELECTRIC: Restructures Under CCAA Amid Bankruptcy
------------------------------------------------------
The Lion Electric Company, a leading manufacturer of all-electric
medium and heavy-duty urban vehicles, announced on Dec. 19, 2024,
that the Superior Court of Quebec (Commercial Division) has issued
an initial order granting the Company and its subsidiaries
protection under the Companies' Creditors Arrangement Act. Deloitte
Restructuring Inc. has been appointed pursuant to the initial CCAA
order as monitor of the Company in order to assist the Company with
its restructuring efforts and to report to the Court. The Company
and its subsidiaries also intend to seek recognition of the CCAA
proceedings in the United States under Chapter 15 of the Bankruptcy
Code.

The Court also issued an order approving a sale and investment
solicitation process in respect of the Company's business or assets
in order to provide interested parties with the opportunity to
submit proposals, with a view to enable the Company and its senior
lenders to determine the highest and best available transaction for
the Company and its stakeholders. In addition, the Initial Order
provides for, among other things, a stay of proceedings in favor of
the Company and its subsidiaries, including a stay of creditor
claims and exercise of contractual rights, and the approval of
debtor-in-possession financing (the "DIP Financing") provided by
the lenders under the Company's syndicated senior revolving credit
agreement in order to fund the SISP and the Company's operations
during the restructuring process. The continued availability of the
DIP Financing is dependent upon certain conditions being satisfied,
including Court approval.

While under CCAA protection, management of the Company will remain
responsible for the day-to-day operations of the Company under the
oversight of the Monitor. Lion intends to continue assisting its
customers with the maintenance and servicing of school buses and
trucks.

A copy of the initial order granted by the Court will be available,
along with additional information respecting the CCAA proceedings,
on the Monitor's website. Readers are urged to consult the full
text of all of these documents for further, more detailed,
information. Further news releases will be provided during the CCAA
proceedings as required by law or otherwise as may be determined
necessary by the Company or the Court. Documents relating to the
restructuring process such as the initial order, the Monitor's
reports to the Court as well as other Court orders and documents
shall also be published and made available on the Monitor's website
at
https://www.insolvencies.deloitte.ca/en-ca/pages/Lion-Electric-Company.aspx.

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 suspended. The TSX has put the Company under
delisting review under its expedited review process and the NYSE
has commenced delisting proceedings against the Company. It is
anticipated that trading in the Company's listed securities will
continue to be suspended until completion of the review and
proceedings undertaken by 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.


LION MANUFACTURING: Seeks Chapter 15 Bankruptcy in Illinois
-----------------------------------------------------------
Janine Phakdeetham of Bloomberg News reports that Lion Electric
Manufacturing USA, Inc. has filed for Chapter 15 bankruptcy
protection in Illinois, according to court documents. Chapter 15
bankruptcy protects a company's U.S. assets while it works on
restructuring in another country.  According to Bloomberg, the
company is also involved in a provisional liquidation process in
Canada.

           About Lion Manufacturing USA Inc.

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.

Lion Manufacturing USA Inc. sought relief under Chapter 15 of the
U.S. Bankruptcy Code (Bankr. N. D. Ill. Lead Case No. 24-18897) on
December 18, 2024.

Honorable Bankruptcy Judge David D. Cleary handles the case.

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

The Foreign Representative is The Lion Electric Company, 921 chemin
de la Riviere-du-Nord, Saint-Jerome, Quebec J7Y 5G2, in Canada.

The Foreign Representative's Counsel is Jonathan E. Aberman, Esq.,
at LOCKE LORD LLP, in Chicago, Illinois.


LODGING ENTERPRISES: Seeks to Sell 3 Hotels for $4.3-Mil.
---------------------------------------------------------
Lodging Enterprises LLC seeks permission from the U.S. Bankruptcy
Court for the District of Kansas to sell the Hotel Group free and
clear of any liens, claims, and encumbrances.

The Debtor seeks to sell three underperforming hotels located at
1706 North Park Drive, Winslow, AZ 86047, the 3431 14th Avenue S,
Fargo, ND 58103, and 1710 Jefferson St., Jefferson City, MO 65109,
collectively known as the Hotel Group.

The Hotel Group is currently operating at a loss or requires
substantial additional investment and the Debtor believes that
selling the Hotel Group as soon as is reasonably practicable is in
the best interest of the Debtor, its estate, and all stakeholders.


The Debtor employs CBRE, Inc. and Ten-X, LLC to market and conduct
auctions for the Hotel Group.

The CBRE marketed the Hotel Group and the Ten-X auction platform
was used to conduct auctions for the Hotel Group.

The auction for the Hotel Group was concluded on December 18. 2024.


As of the conclusion of the auction, the highest bidders of the
Hotel Group includes Vishnu Patel or his permitted assigns with the
purchase price of $710,000 for the Arizona Property, Jay Patel or
his permitted assigns for the purchase price of $2,350,000 for the
North Dakota Property, and Al Nathu or his permitted assigns for
the purchase price of $1,275,000 for the Missouri Property.

The Debtor asserts that selling the Hotel Group to the Purchasers
on the terms set forth in the Purchase Agreements is  a proper
exercise of the Debtor’s good faith business judgment and is in
the best interests of the Debtor’s estate and creditors.

The Debtor also seeks to sell each property included in the Hotel
Group free and clear of all liens, claims, encumbrances, and other
interests.

            About Lodging Enterprises LLC

Founded in 1984, Lodging Enterprises, LLC, a company in Wichita,
Kansas, offers a full suite of crew accommodations, specializing in
24-hour food, lodging and hospitality services. A large segment of
the company's clientele are composed of railroad, and other
transportation-industry workers for whom it is essential that
lodging is available. The company owns and operates 44
Wyndham-branded hotels and 27 restaurants located in 23 states
across the country.

Lodging Enterprises filed Chapter 11 petition (Bankr. D. Kan. Case
No. 24-40423) on June 26, 2024, with $100 million to $500 million
in both assets and liabilities.

Judge Dale L. Somers presides over the case.

Jonathan Margolies, Esq., at SEIGFREID & BINGHAM, P.C., is the
Debtor's counsel.


LONESTAR FIBERGLASS: Case Summary & 20 Top Unsecured Creditors
--------------------------------------------------------------
Debtor: LoneStar Fiberglass Components of Texas LLC
           f/d/b/a Lonestar Fiberglass Pools
           f/d/b/a Wicked Pool Guys
           f/d/b/a Lonestar Pools of TX
        7570 N IH35
        New Braunfels, TX 78130

Business Description: The Debtor manufactures fiberglass swimming
                      pools and spas that are installed inground
                      with lifetime warranties.

Chapter 11 Petition Date: December 19, 2024

Court: United States Bankruptcy Court
       Western District of Texas

Case No.: 24-52593

Judge: Hon. Michael M Parker

Debtor's Counsel: Morris Eugene 'Trey' White III, Esq.
                  VILLA & WHITE LLP
                  100 NE Interstate 410 Loop #615
                  San Antonio, TX 78216
                  Tel: 210-225-4500
                  Email: treywhite@villawhite.com       

Total Assets: $1,411,586

Total Liabilities: $3,431,884

The petition was signed by Chris Owens as managing member.

A full-text copy of the petition containing, among other items, a
list of the Debtor's 20 largest unsecured creditors is available
for free at PacerMonitor.com at:

https://www.pacermonitor.com/view/KOUNUHI/LoneStar_Fiberglass_Components__txwbke-24-52593__0001.0.pdf?mcid=tGE4TAMA


M DESIGN: Court Stays Interglobo Case Due to Bankruptcy
-------------------------------------------------------
Judge Jed S. Rakoff of the United States District Court for the
Southern District of New York stayed the case captioned as
INTERGLOBO FAR BEAST, LTD., Plaintiff, -v- M DESIGN VILLAGE, LLC,
Defendant, Case No. 24-cv-8213 (JSR) (S.D.N.Y.).

Based on the letter submitted by plaintiff's counsel on December 9,
2024, which advises the Court that defendant filed a Chapter 11
bankruptcy petition in the United States Bankruptcy Court for the
District of New Jersey, this matter is stayed. Plaintiff's counsel
should submit a letter to the Court every six months, beginning on
July 1, 2025, that updates the Court on the status of the
bankruptcy proceeding.

A copy of the Court's decision dated December 10, 2024, is
available at https://urlcurt.com/u?l=Wl2PQG

Based in Somerset, New Jersey, M Design Village, LLC is a
manufacturer and distributor of baby furniture.  M Design Village
filed for Chapter 11 bankruptcy (Bankr. D.N.J. Case No. 24-21406)
on Nov. 18, 2024, before the Hon. Mark Edward Hall, listing between
$10 million to $50 million in estimated assets and liabilities.
Anthony Sodono, III, Esq., at McManimon, Scotland & Baumann, LLC,
serves as the Debtor's counsel.


MARAVAI TOPCO: S&P Affirms 'B' ICR on Debt Paydown, Outlook Stable
------------------------------------------------------------------
S&P Global Ratings affirmed its ratings on Maravai Topco Holdings
LLC, including its 'B' issuer credit rating on the company and its
'B' issue-level rating on its senior secured debt. The recovery
rating remains '3', with a modest increase in the rounded estimate
of 55% from 50%, due to the debt paydown.

The stable outlook reflects S&P's expectation that Maravai's
leverage will decline to below 8x, its S&P Global Ratings-adjusted
FOCF to debt will improve to above 3% in 2025, and its operating
performance will gradually improve over the next couple of years as
research spending recovers.

Maravai's announced partial debt paydown of its first-lien term
loan with cash from the balance sheet will reduce its S&P Global
Ratings-adjusted leverage to about 8x by the end of 2024 despite
weaker-than-expected operating performance. Maravai reported
weaker-than-expected results in the first nine months of 2024,
driven by a continuous reduction in research and development (R&D)
activity by its pharmaceutical and life-science customers due to
macroeconomic pressures, especially in China. This comes on the
heels of a significant drop in coronavirus vaccine-related sales in
2023, which reduced the company's revenue to $289 million in 2023
from $883 million in 2022. S&P now expects approximately $260
million in revenue in 2024, with only modest improvement in 2025 to
$265 million-$270 million.

S&P believes cautious R&D spending in the industry will continue
into 2025 as macroeconomic, geopolitical, and regulatory
uncertainty remain elevated. The U.S. Inflation Reduction Act
introduced price negotiation provisions for Medicare, which could
significantly reduce future revenues for certain high-cost drugs.
This has made biotech and pharma companies more hesitant to invest
in high-risk drug development projects. In addition, the trend
toward globalization appears to be waning, and while the U.S. and
China share ties in biotech R&D, the Committee on Foreign
Investment in the United States is increasing scrutiny of Chinese
investments in the U.S. biotech industry. In China, the government
has launched an anticorruption campaign, introducing stricter
controls over government subsidies for some development projects.
In addition, since the introduction of its "Made in China 2025"
strategic program in 2015, China has increasingly prioritized local
manufacturers in biopharma and medical device markets.

S&P said, "We believe this environment has caused pharmaceutical
and life-sciences companies to pull back on R&D spending. Although
we do not believe the total number of development projects has
declined materially, we believe the pace of spending has slowed,
resulting in lower revenues for Maravai. As a result, the company
lowered its revenue guidance for 2024 by about $15 million at the
mid-point of the guidance, to $255 million-$265 million from $265
million-$285 million, and its EBITDA margin guidance to 16%-18%
from 23%-25% at the beginning of the year. The material EBITDA
decline also partly reflects Maravai's high-fixed cost base
including ongoing investments in the company's manufacturing
facilities.

"We also believe heightened uncertainty with respect to potential
reintroduction of U.S.-China tariffs is likely to persist into
2025, weakening R&D spending in the coming year. Given the
lower-than-anticipated demand for Maravai's products in 2024 and
likely into the first half of 2025, we expect the company's S&P
Global Ratings-adjusted EBITDA margin will be suppressed at about
18% in 2024, improving only modestly to 20% in 2025 as research
spending improves.

"To offset the decline in earnings, the company announced it used
some of its large cash balance to voluntarily pay down $228 million
of its first-lien term loan, such that the outstanding debt balance
by the end of 2024 will be approximately $300 million. As a result,
we expect S&P Global Ratings-adjusted leverage will improve to 8x,
from about 10x as of Sept. 30, 2024. We expect leverage to decline
further in 2025 to about 7x on modest EBITDA growth. We also expect
lower interest expenses and capital expenditure will improve
Maravai's S&P Global Ratings-adjusted FOCF to debt to over 3% in
2025, with further expansion to about 7% in 2026.

"Longer-term growth prospects remain favorable based on the diverse
application of Maravai's products and expected gradual recovery in
R&D spending. The pandemic accelerated the development and
application of mRNA technologies, and we believe Maravai's mRNA
products are well positioned to expand into other therapeutic and
vaccine development programs longer term. We also view the soft
demand in China as somewhat temporary and not a reflection of a
weakening in the company's competitive position. We expect the
recent approval of a large 10 trillion Yuan (approx. $1.4 trillion)
government stimulus package in China will trickle down into the
health care market, leading to a gradual recovery in R&D activity
later in 2025 and 2026.

"Beside our expectations for gradual recovery in the R&D spending,
we also expect broader adoption of the company's mRNA products,
including within the fast-growing cell and gene therapy and
biologics markets. We also expect solid organic growth in Maravai's
biologics safety testing business based on the broad application of
the company's assays across biologic manufacturing. "We project
Maravai's revenue will increase in the mid- to high-single-digit
percent area starting 2026.

"We expect Maravai's expanded manufacturing capabilities and
production capacity will support its future growth prospects. The
company has been actively investing in its facilities and recently
completed its Flanders 2 building, with the first customer order
project commenced in this facility in the third quarter of 2024. We
believe this expanded capacity, combined with the opportunities to
apply its CleanCap products to other programs beyond coronavirus
vaccines, position it to serve the longer-term needs of its
customers and will support the company's revenue in its nucleic
acid production segment in the coming years.

"Maravai's remaining sizable cash balance provides it with a
cushion for underperformance. After the announced debt paydown, we
expect its cash balance to be about $330 million by the end of
2024, resulting in a net cash position. We believe while the most
likely use of cash would be for tuck-in acquisitions to complement
its existing portfolio, we also believe the cash balance provides
the company with a cushion for underperformance.

"Maravai no longer expects to use its tax benefits in the coming
years, and our credit metrics no longer include the liability
associated with these benefits. The company received tax benefits
when its pre-IPO owners exchanged their partnership interests for
publicly traded shares. Its tax receivable agreement (TRA) requires
the company to share 85% of these accumulated tax savings with
pre-IPO owners (primarily GTCR and founders), when they are
realized. However, due to the significant reduction in the
company's earnings, as of Dec. 30, 2023, the company had
derecognized the remaining $665.3 million noncurrent liability
under the TRA after concluding it was not probable it would realize
the remaining tax benefits based on estimates of future taxable
income. Thus, in our adjusted leverage calculation, we no longer
include the liability.

"At the same time, we note that if Maravai's operating performance
improves such that it would be in a position to utilize the tax
benefits, it would also become liable for the TRA payments in the
future.

"The stable outlook reflects our expectation that Maravai's
leverage will decline to below 8x, its S&P Global Ratings-adjusted
FOCF to debt will improve to above 3% in 2025, and its operating
performance will gradually improve over the next couple of years as
research spending recovers.

"We could consider downgrading Maravai if the company's
discretionary cash flow to debt ratio falls below 3% with limited
prospects for improvement. This could materialize if revenue growth
is slower than expected and its EBITDA margin remains suppressed,
or if the company issues new debt to fund large merger and
acquisition activity or shareholder returns.

"Although unlikely over the next 12 months, we could consider
upgrading Maravai if it continues to expand in scale with
consistent organic growth, increases its S&P Global
Ratings-adjusted EBITDA, and generates consistent cash flows such
that its S&P Global Ratings-adjusted leverage will be below 5x and
its FOCF to debt will be at least 7% through business cycles. This
will also be predicated on the company's public commitment to
maintaining leverage below 5x longer term."



MERRILL SERVICES: Gets OK to Use Cash Collateral Until Jan. 7
-------------------------------------------------------------
Merrill Services, Inc. received interim approval from the U.S.
Bankruptcy Court for the Central District of Illinois, Urbana
Division, to use cash collateral until Jan. 7 next year.

The interim order authorized the company to use the cash collateral
of PNC Bank National
Association and any other secured creditors including, but not
limited to, accounts
receivable and deposit accounts.

The company's use of cash collateral is conditioned on the company
maintaining a balance of no less than $30,000 in its
debtor-in-possession account at PNC.

PNC was granted a post-petition lien on the company's
debtor-in-possession deposit
accounts and the funds therein to replace the loss of any
pre-bankruptcy deposit accounts. To the extent there is any
diminution in the amount in the deposit accounts, PNC will be
granted an additional priority replacement lien in the accounts
receivable of the company.

Meanwhile, any secured creditor other than PNC was granted an
interim post-petition lien against the company's account
receivables and other cash collateral other than the deposit
accounts to replace the loss of any pre-bankruptcy liens in the
same priority and to the same extent as its pre-bankruptcy liens.

The next hearing is scheduled for Jan. 7.

                  About Merrill Services, Inc.

Merrill Services, Inc. provides professional lawn care,
landscaping, fertilization, and snow removal to Champaign, Illinois
and surrounding areas.

The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. C.D. Ill. Case No. 24-90597) on December
11, 2024, with up to $500,000 in assets and up to $10 million in
liabilities. Marcus R. Merrill, president of Merrill Services,
signed the petition.

Judge Mary P. Gorman oversees the case.

Sumner A. Bourne, Esq., at Rafool & Bourne, P.C., represents the
Debtor as legal counsel.


MIRANDA LOGISTICS: Files Chapter 11 Bankruptcy Protection
---------------------------------------------------------
On December 17, 2024, Miranda Logistics Enterprise Inc. 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 50 and 99 creditors. The petition
states funds will be available to unsecured creditors.

        About Miranda Logistics Enterprise Inc.

Miranda Logistics Enterprise Inc., doing business as A Three-Way
Hauling LLC and Miranda Logistics Enterprise LLC, provides
trucking, earthwork, excavation shoring, and demolition and
disposal services.

Miranda Logistics Enterprise Inc. sought relief under Chapter 11 of
the U.S. Bankruptcy Code (Bankr. C.D. Cal. Case No. 24-20277) on
December 17, 2024. In the petition filed by Marco Miranda, as CEO,
secretary, and CFO, the Debtor reports estimated assets up to
$50,000 and estimated liabilities between $1 million and $10
million.

Honorable Bankruptcy Judge Vincent P. Zurzolo handles the case.

The Debtor is represented by:

     Sean A. O'Keefe, Esq.
     O'KEEFE & ASSOCIATES LAW CORPORATION, P.C.
     26 Executive Park
     Suite 250
     Irvine, CA 92614
     Tel: (949) 334-4135
     E-mail: sokeefe@okeefelawcorporation.com


MMEX RESOURCES: Reports $471K Net Loss at Oct. 2024
---------------------------------------------------
MMEX Resources Corporation filed with the U.S. Securities and
Exchange Commission its Quarterly Report on Form 10-Q reporting a
net loss of $471,447 for the three months ended October 31, 2024,
compared to a net loss of $434,561 for the three months ended
October 31, 2023.

For the six months ended October 31, 2024, the Company reported a
net loss of $926,669, compared to a net loss of $1,620,133 for the
same period in 2023.

The Company have not yet begun to generate revenues.

As of October 31, 2024, the Company had $1,033,625 in total assets,
$5,699,716 in total liabilities, and $4,666,091 in total
shareholders' deficit.

A full-text copy of the Company's Form 10-Q is available at:

                   https://tinyurl.com/5n7cwfxu

                About MMEX Resources Corporation

Since 2016, the focus of MMEX Resources Corporation's business has
been to build crude oil distillation units and refining facilities
(CDUs) in the Permian Basin in West Texas.  The Company revised its
business plan in 2021 to move MMEX to clean energy production,
leveraging its history, management and business relationships from
the traditional energy sector.  Since 2021 MMEX has expanded its
focus to the development, financing, construction and operation of
clean fuels infrastructure projects powered by renewable energy.
The Company has formed three special purpose entities of the
Company - one to transition from legacy refining transportation
fuels by producing them as ultra clean fuels with carbon capture, a
second which plans to produce blue hydrogen from natural gas and
utilize the hydrogen to produce electric power and a third which
plans to produce green hydrogen converted to green ammonia in the
United States and internationally.  These three sub-divisions will
be operating respectively as Pecos Clean Fuels & Transport, LLC,
Trans Permian H2Hub, LLC and Hydrogen Global, LLC.  The planned
projects are designed to be powered by solar and wind renewable
energy. Through April 30, 2024, the Company has had no revenues and
has reported continuing losses from operations.

Houston, Texas-based M&K CPAS, PLLC, the Company's auditor since
2013, issued a "going concern" qualification in its report dated
July 29, 2024, citing that the Company has recurring net losses,
working capital deficit, and stockholders' deficit as of April 30,
2024, which raises substantial doubt about its ability to continue
as a going concern.


MOHAWK DRIVE: MIM Must Pay Rent Under Lease, Court Rules
--------------------------------------------------------
Judge Christopher J. Panos of the United States Bankruptcy Court
for the District of Massachusetts granted in part Mohawk Drive
Corp.'s:

     -- Motion for Determination of Statutory Setoff Claims
Pursuant to 11 U.S.C. Section 365(h)(1)(B); and

     -- Motion for Escrow Order as a Condition of Election by
Tenant Under 11 U.S.C. Section 365(h)(1),

in a lease dispute with Middlesex Integrative Medicine, Inc.

On March 15, 2024, the Debtor filed a voluntary Chapter 11
bankruptcy petition with this Court. The Debtor owns
non-residential real property located at 25 Mohawk Drive,
Leominster, Massachusetts. The Debtor remains in possession of its
assets and continues to operate its business as debtor in
possession pursuant to Sec. 1107.

On June 15, 2016, the Debtor, as lessor, entered a commercial lease
with MIM for a portion of the Property. As amended, the Lease
provides for MIM to occupy 80,705 square feet of the Debtor's
Property for monthly rent of $38,016.63. The parties to the Lease
agreed that MIM would use the Leased Premises for a registered
marijuana dispensary grow facility, including cultivation and
processing of marijuana and marijuana-infused products.

The Debtor commenced eviction proceedings against MIM prepetition
in Leominster District Court (Case No. 2361SU000008), obtaining a
judgment of possession and rent. The Receiver sought relief from
the State Court Eviction Judgment and filed his own prepetition
action in Suffolk Superior Court against the Debtor with respect to
the roof repair allegations, Civil Action No. 2384CV0227, seeking a
declaratory judgment and asserting claims for breach of contract,
breach of the implied covenant of good faith and fair dealing, and
a violation of Mass. Gen. Laws ch. 93A. Through these actions, MIM
and the Debtor had been actively engaged 1n prepetition litigation
where the Debtor asserted that MIM defaulted under the Lease by its
failure to pay rent and MIM asserted that the Debtor failed to
maintain the roof of the Leased Premises in good repair as required
by the Lease "'entitling it to terminate the lease under the
mutually dependent covenants" doctrine and that the Debtor's
alleged breaches of the Lease's implied covenant of quiet enjoyment
resulted in MIM's constructive eviction, among other things. The
parties maintain those positions 1n this case, although MIM seeks
to recoup post-rejection damages.

MIM has filed Claim No. 2 in the amount of at least $5 million
incorporating the State Court Complaint, and the Debtor has
objected to Claim No. 2. The Debtor has also commenced Adversary
Proceeding No. 24-4012 seeking turnover of the Leased Premises and
injunctive relief. The Debtor filed an Amended Verified Complaint
for Turnover consisting of the following counts: Count I for a
declaratory judgment that the Lease has been terminated) and Counts
II and III for turnover of the Leased Premises.

The Debtor alleges MIM 1s delinquent in rental payments for the
period of July 2023 to March 2024 in the amount of $363,138.83.
Pursuant to the Turnover Complaint, the Debtor asserts that it
issued a termination notice on May 28, 2024 to MIM and the Receiver
asserting certain defaults that were not capable of cure. The
Receiver has filed an answer denying the allegations 1n the
Turnover Complaint.

On the Petition Date, the Debtor filed a Motion for Authority to
Reject Lease of Non-Residential Real Property to reject the Lease
with MIM. On June 17, 2024, after multiple hearings and further
briefing by the parties, the Court granted the Debtor's Rejection
Motion, permitting the rejection of the Lease as of the filing date
of the Rejection Motion "[t]o the extent the Lease was not
terminated prepetition . . . ." Proceeding Memorandum and Order.
Pursuant to the Rejection Order, on July 16, 2024, the Receiver
filed the Election of MIM to remain in possession of the Leased
Premises pursuant to Sec. 365(h)(1)(A)(11), and pay post-rejection
rent that is owed.

The parties disagree as to whether MIM may recoup its alleged
prepetition, pre-rejection damages against post-rejection rent that
becomes due under the Lease. Pursuant to the Setoff Motion, the
Debtor asks the Court to "reject any offset by [the Receiver]
pursuant to 11 U.S.C. Section 365(h)(1)(B), or any offset or
recoupment whatsoever," because the Receiver "has paid no
post-petition rent, nor has [the Receiver] set forth the amounts or
itemization of any amounts that he claims to be properly offset as
being the value of any damage caused by non-performance of the
Debtor."

In its Escrow Motion, the Debtor seeks the establishment and
funding of an escrow account as a condition of the election under
11 U.S.C.  Sec. 365(h)(1)(B). The Receiver responded to the Setoff
Motion that the establishment of damages and itemization at this
stage of the proceedings is premature, but noted that MIM has
asserted the right to recoup the value of cannabis crops lost
because of alleged contamination resulting from failure to keep the
roof and an exterior wall in good repair and additional "costs."
MIM has not fixed the roof and exterior wall that it asserts the
Debtor has failed to fix. The Receiver "estimates the cost of MIM
repairing the roof and wall itself will be in the range of $40,000
to $50,000."

The parties do not appear to dispute that, if MIM suffers damages
because of the failure of the Debtor to perform an obligation under
the Lease that arises post-rejection, MIM's sole recourse would be
to offset those damages from rent reserved (post-rejection rent to
be paid) under the Lease. For example, if the Receiver were to
effect repairs to the roof for which the Debtor would have been
responsible under the Lease, the Receiver could offset the cost of
those repairs against rent as it became due.

The Debtor asserts that MIM has not repaired the roof and merely
claims that it continues to be damaged by the alleged prepetition,
pre-rejection failure of the Debtor to maintain the roof in good
working order. MIM asserts that it may recoup damages that it
suffered prepetition, pre-rejection from rent that may become due
under the Lease and appears to assert that 1t may recoup
consequential damages that have accrued because of post-rejection
failures of the Debtor to repair.

The Debtor disputes that it failed to maintain the roof in good
working order and states that MIM has not paid rent and has not
proven any damages. The Debtor also asserts that recoupment 1s not
a remedy available to MIM where it is asserting consequential
damages arising from an alleged pre-rejection breach of the Lease
and where the Debtor asserts that it has insurance coverage that
would provide indemnification for any such damages.

In determining the Motions, Judge Panos must decide whether (1) MIM
may have any rights of offset or recoupment under Sec.
365(h)(1)(B), or otherwise, that excuse its obligation to pay
post-rejection rent under the Lease, and (2) if MIM may have any
such rights, it should be required to pay post-petition rent into
escrow until it has proven damages under the Lease.

Judge Panos holds, "I grant the Motions 1n part as follows. MIM may
have the right to equitably recoup against post-rejection rent
reserved under the Lease, but may only do so once that right is
established upon determination of the Claim Objection that has been
consolidated with the Adversary Proceeding. In the interim, MIM 1s
obligated to pay rent as required by the Lease. This means that MIM
shall pay into an escrow account with its counsel rent going
forward as required by the Lease and shall propose a schedule to
pay rent that was due post-rejection, commencing April 1, 2024."

A copy of the Court's decision dated December 6, 2024, is available
at https://urlcurt.com/u?l=mF4q8l

                   About Mohawk Drive Corp.

Mohawk Drive Corp. owns the real property located at 25 Mohawk
Drive, Leominster, MA having a current value of $6 million.

The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. D. Mass. Case No. 24-40250) on
March 15, 2024. In the petition signed by Kevin Crowley, treasurer,
the Debtor disclosed $6,522,513 in assets and $1,664,799 in
liabilities.

Michael B. Feinman, Esq., at Feinman Law Office, represents the
Debtor as bankruptcy counsel.


MOMENTUM CONSULTING: Hires Boyle Legal LLC as Legal Counsel
-----------------------------------------------------------
Momentum Consulting LLC seeks approval from the U.S. Bankruptcy
Court for the Northern District of New York to employ Boyle Legal,
LLC as legal counsel.

The firm will render these services:

     (a) advise the Debtor with respect to its powers and duties in
the continued operation of its business and in its management of
its property;

     (b) take necessary actions to avoid liens against the Debtor's
property, remove restraints against its property and such other
actions to remove any encumbrances and liens which are avoidable;

     (c) take necessary action to enjoin and stay until final
decree herein any attempts by secured creditors to enforce liens
upon property of the Debtor in which property of it has substantial
equity;

     (d) represent the Debtor in any proceedings which may be
instituted in this court by it, creditors, or other
parties-in-interest during the course of this proceeding;

     (e) prepare necessary legal papers; and

     (f) perform all other bankruptcy legal services for the Debtor
or to employ attorneys, or other professionals, for such other
non-bankruptcy legal services during the pendency of this case.

The firm will be paid at these rates:

     Michael L. Boyle, Esq., Partner  $375 per hour
     Paralegals                       $100 to $150 per hour

The firm also received an initial retainer of $12,000 from the
Debtor.

Mr. Boyle disclosed in a court filing that the firm is a
"disinterested person" as the term is defined in Section 101(14) of
the Bankruptcy Code.

The firm can be reached through:

     Michael L. Boyle, Esq.
     Boyle Legal, LLC
     64 2nd Street
     Troy, NY 12180
     Telephone: (518) 407-3121
     Email: mike@boylebankruptcy.com

              About Momentum Consulting LLC

Momentum Consulting, LLC sought protection under Chapter 11 of the
U.S. Bankruptcy Code (Bankr. N.D. N.Y. Case No. 24-11236) on
November 5, 2024, with up to $1 million in both assets and
liabilities. Benjamin McLellan, managing member, signed the
petition.

Michael Boyle, Esq., at Boyle Legal LLC, represents the Debtor as
bankruptcy counsel.


MONTEREY CAPITOLA: Commences Subchapter V Bankruptcy Proceeding
---------------------------------------------------------------
On December 17, 2024, Monterey Capitola LLC filed Chapter 11
protection in the Northern 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 that funds
will be available to unsecured creditors.

A meeting of creditors under Sec. 341(a) to be held on January 21,
2025 at 10:00 AM via UST Teleconference, Call in number/URL:
1-877-991-8832 Passcode: 4101242.

          About Monterey Capitola LLC

Monterey Capitola LLC is primarily engaged in renting and leasing
real estate properties.

Monterey Capitola LLC sought relief under Subchapter V of Chapter
11 of the U.S. Bankruptcy Code (Bankr. N.D. Calif. Case No.
24-51916) on December 17, 2024. In the petition filed by Steven M
Davis, as sole member, the Debtor reports estimated assets and
liabilities between $1 million and $10 million each.

Honorable Bankruptcy Judge M Elaine Hammond handles the case.

The Debtor is represented by:

     Joan M Chipser, Esq.
     JOAN M. CHIPSER, ATTORNEY-AT-LAW
     1 Green Hills Court
     Millbrae CA 94030
     Tel: (650) 697-1564
     E-mail: joanchipser@sbcglobal.net


MUELLER WATER: S&P Alters Outlook to Positive, Affirms 'BB' ICR
---------------------------------------------------------------
S&P Global Ratings affirmed its ratings on Mueller Water Products
Inc., including the 'BB' issuer credit rating.

The positive outlook reflects S&P's view that it could raise its
ratings on Mueller over the next 12 months if operating performance
remains solid and the company continues to build upon its track
record of operating with a conservative financial policy, such that
S&P Global Ratings-adjusted debt leverage remains below 2.5x,
inclusive of potential acquisitions, dividends, and share
buybacks.

The positive outlook reflects Mueller's improved credit metrics.
Its operational improvements, the completion of the new brass
foundry, and the wind-down of the old foundry, has contributed to
robust margin expansion to the 21% area. This has led to low
leverage of 1.0x as of fiscal 2024 and strong free operating cash
flow (FOCF) generation. S&P believes that continued solid
end-market demand and ongoing strategic initiatives will result in
further margin expansion and keep leverage below 2.5x on a
sustained basis.

S&P said, "We expect a modest increase in revenue in fiscal 2025.
In 2024, Mueller grew its top-line roughly 3% as lower overall
volumes were more than offset by higher pricing across most product
lines. Volumes in the Water Management Solutions (WMS) segment were
constrained by the continued channel destocking actions from
customers as well as the impact from the ongoing Israel-Hamas war.
On the other hand, volumes in the Water Flow Solutions (WFS)
segment improved, led by the normalization of manufacturing lead
times and healthy levels of new orders. For 2025, we expect solid
municipal repair and replacement demand, coupled with some
carryover price, to result in low-single digit revenue growth, with
potential upside from inorganic growth. With backlogs mostly worked
down, we expect to see seasonality more in-line with historical
trends. However, the Krausz segment could see a slight increase in
backlog, which has historically been a short-cycle business, as the
company deals with labor constraints and supply chain issues, amid
the ongoing Israel-Hamas war. While we are not incorporating it
into our forecast for 2025, tailwinds from moderating interest
rates and the release of funds from the Infrastructure Investment
and Jobs Act (IIJA) could boost revenue beyond our current
expectations. Additionally, the company lost some market share
while the new brass foundry issues persisted. While it has gained
some share back, there is still work to be done, which provides
additional upside to volumes.

"Mueller's S&P Global Ratings-adjusted EBITDA margin has further
room for growth. We expect the company to see some benefit in 2025
from pricing actions initiated in 2024 across most of its product
lines. More importantly, savings from improvements in supply chain
conditions, favorable manufacturing performance related to labor,
overhead, and logistics, and fewer delays and production
inefficiencies associated with the company's new foundry and
subsequent closure of the old foundry, as well as benefits from
various other cost-saving and productivity initiatives, will help
Mueller's S&P Global Ratings-adjusted EBITDA margin improve to the
21%-22% area in fiscal 2025. We expect the ongoing Israel-Hamas war
and labor inflation to partially offset these gains."

FOCF should remain solid in 2025. In fiscal 2024, higher earnings
and an improvement in working capital management because of
inventory unwinding, led to materially higher FOCF generation
compared to 2023; which was hindered by supply chain disruptions,
the new brass foundry ramp-up issues and costs, and working capital
usage. S&P said, "While the ramp-up of the new brass foundry and
subsequent closure of the old foundry was a slower process than we
anticipated, 2024 FOCF came in at $196 million, nearly three times
the 2023 figure. We expect FOCF in 2025 to remain solid in the $160
million to $190 million range as increased earnings and relatively
similar levels of capex compared with 2024 are offset by working
capital headwinds."

S&P said, "Credit metrics will trend higher over the next couple of
years, in our view. While Mueller ended 2024 with debt to EBITDA of
1.0x, down from 1.8x and 2.1x in 2023 and 2022, respectively, we
anticipate that the company will maintain leverage over the
long-term in the high-1x to low-2x range, in-line with the
company's stated net-leverage target of below 2x. We believe that
with the foundry project largely in the rear-view, the company will
look to do M&A, potentially debt-funded, or utilize its FOCF for
dividends or share buybacks. Nonetheless, we expect the company to
operate in the high-1x to low-2x range; likely at the low end.

"The positive outlook reflects our view that we could raise our
ratings on Mueller over the next 12 months if operating performance
remains solid and the company continues to build upon its track
record of operating with a conservative financial policy, such that
we would expect S&P Global Ratings-adjusted debt leverage remains
below 2.5x, inclusive of potential acquisitions, dividends, and
share buybacks.

"We could revise our rating outlook to stable if a deterioration in
operating performance and/or financial policy decisions lead us to
believe the company would maintain S&P Global Ratings-adjusted debt
leverage above 2.5x on a sustained basis. This would most likely be
caused by a combination of debt-funded acquisitions and earnings
decline due to weakness in its end markets or operational miscues.

"We could raise our ratings on Mueller over the next 12 months if
we believe S&P Global Ratings-adjusted debt-to-EBITDA will remain
below 2.5x on a sustainable basis, inclusive of acquisitions,
dividends, and share buybacks."



NANO MAGIC: Raymond Gunn Steps Down as Director
-----------------------------------------------
Nano Magic Inc. disclosed in a Form 8-K filing with the U.S.
Securities and Exchange Commission that Raymond Gunn submitted his
resignation as a director stating that his resignation was for
personal reasons, and because he did not have time to serve
effectively. Mr. Gunn was the chair of the audit committee.

                          About Nano Magic

Headquartered in Madison Heights, Michigan, Nano Magic Inc. --
https://nanomagic.com/ -- develops, commercializes, and markets
nanotechnology-powered consumer and industrial cleaners and
coatings to clean, protect, and enhance products for peak
performance.  Consumer products include lens and screen cleaners
and coatings, anti-fog solutions, and household and automobile
cleaners and protective coatings sold direct-to-consumer and in
big
box retail.

Sterling Heights, Michigan-based UHY LLP, the Company's auditor
since 2019, issued a "going concern" qualification in its report
dated April 2, 2024, citing that the Company has recurring losses
from operations, negative cash flow from operations, and an
accumulated deficit.  These conditions raise substantial doubt
about the Company's ability to continue as a going concern.


NAVEO INC: Gets OK to Use Cash Collateral Until Jan. 18
-------------------------------------------------------
Naveo, Inc. received interim approval from the U.S. Bankruptcy
Court for the Northern District of Illinois, Eastern Division to
use the cash collateral of Waukesha State Bank.

The interim order extended the company's authority to use the cash
collateral from Dec. 14 to Jan. 18 next year to cover its business
expenses set forth in its budget. Naveo may exceed the budget by up
to 110%.

The budget shows the company's projected weekly expenses of $10,048
for the period from Dec. 21 to Jan. 18, 2025.
     
The next hearing is set for Jan. 15, 2025.

                         About Naveo Inc.

Naveo Inc. specializes in B2B printing, full-service B2B marketing,
social media marketing, SEO and industry-specific branding.

Naveo sought protection under Chapter 11 of the U.S. Bankruptcy
Code (Bankr. N.D. Ill. Case No. 24-06990) on May 10, 2024, with
$357,689 in assets and $1,288,957 in liabilities. Ilija Nedev,
president of Naveo, signed the petition.

Judge Deborah L. Thorne presides over the case.

Jeffrey K. Paulsen, Esq., at FactorLaw represents the Debtor as
bankruptcy counsel.


NETCAPITAL INC: Posts $2.22 Million Net Loss in Fiscal Q2
---------------------------------------------------------
Netcapital Inc. filed with the Securities and Exchange Commission
its Quarterly Report on Form 10-Q reporting a net loss of $2.22
million on $170,528 of revenues for the three months ended Oct. 31,
2024, compared to net income of $339,616 on $2.04 million of
revenues for the three months ended Oct. 31, 2023.

For the six months ended Oct. 31, 2024, the Company reported a net
loss of $4.75 million on $312,775 of revenues compared to a net
loss of $152,039 on $3.56 million of revenues for the same period
in 2023.

As of Oct. 31, 2024, the Company had $41.94 million in total
assets, $4.53 million in total liabilities, and $37.41 million in
total stockholders' equity.

At Oct. 31, 2024, the Company had negative working capital of
$2,615,585 and for the six months ended Oct. 31, 2024, the Company
had an operating loss of $4,710,668 and net cash used in operating
activities amounted to $3,451,087.

Netcapital said, "There can be no assurances that we will be able
to achieve a level of revenues adequate to generate sufficient cash
flow from operations or additional financing through private
placements, public offerings and/or bank financing necessary to
support our working capital requirements.  The Company has turned
its focus to its funding portal business, which generates cash
revenues and has seen a growth in revenues on a quarter-to-quarter
basis in fiscal 2025.  The Company plans to continue operating with
lower fixed overhead amounts and seeks to raise money from private
placements, public offerings and/or bank financing.  The Company's
management has determined, based on its recent history and the
negative cash flow from operations, that it is unlikely that its
plan will sufficiently alleviate or mitigate, to a sufficient
level, the relevant conditions or events noted above.  To the
extent that funds generated from any private placements, public
offerings and/or bank financing, if available, are insufficient,
the Company will have to raise additional working capital.  No
assurance can be given that additional financing will be available,
or if available, will be on acceptable terms.  These conditions
raise substantial doubt about the Company's ability to continue as
a going concern. Accordingly, the Company's management has
concluded that there is substantial doubt about the Company's
ability to continue as a going concern within one year after the
issuance date of these financial statements.  There can be no
assurance that the Company will be able to achieve its business
plan objectives or be able to achieve or maintain
cash-flow-positive operating results.  If the Company is unable to
generate adequate funds from operations or raise sufficient
additional funds, the Company may not be able to repay its existing
debt, continue to operate its business network, respond to
competitive pressures or fund its operations.  As a result, the
Company may be required to significantly reduce, reorganize,
discontinue or shut down its operations.  The financial statements
do not include any adjustments that might result from this
uncertainty."

Management Comments

"During the quarter ended October 31, 2024, we saw a decrease in
revenue, when compared to the quarter ended October 31, 2023, but
an increase in revenue when compared to the quarter ended July 31,
2024.  The year-over-year decrease was primarily due to a slowdown
in consulting revenue, while the sequential increase was driven by
our funding portal business.  Despite the challenges we faced
during a tough quarter, we remain optimistic about the future,"
said Martin Kay, CEO of Netcapital Inc.  "Recently our wholly-owned
subsidiary, Netcapital Securities Inc. received approval from FINRA
to become a FINRA-member broker-dealer, which marks a significant
achievement for the Company as it begins to open up opportunities
for more revenue channels.  Looking beyond the second quarter we
are focused on leveraging our new broker-dealer license and
expanding our capabilities.  With NSI as a registered
broker-dealer, we can now support companies raising capital under
Reg A and Reg D offerings, facilitate and charge fees on larger
fundraises, potentially provide a broader range of investment
choices for our investor base, and establish fee-sharing agreements
with other broker-dealers."

A full-text copy of the Form 10-Q is available for free at:

https://www.sec.gov/ix?doc=/Archives/edgar/data/1414767/000149315224050235/form10-q.htm

                        About Netcapital Inc.

Headquartered in Boston, Mass., Netcapital Inc. --
www.netcapital.com -- is a fintech company with a scalable
technology platform that allows private companies to raise capital
online and provides private equity investment opportunities to
investors. The Company's consulting group, Netcapital Advisors,
provides marketing and strategic advice and takes equity positions
in select companies.  The Company's funding portal, Netcapital
Funding Portal, Inc. is registered with the U.S. Securities &
Exchange Commission (SEC) and is a member of the Financial Industry
Regulatory Authority (FINRA), a registered national securities
association.

Spokane, Washington-based Fruci & Associates II, PLLC, the
Company's auditor since 2017, issued a "going concern"
qualification in its report dated July 29, 2024, citing that the
Company has negative working capital, net operating losses, and
negative cash flows from operations.  These factors, among others,
raise substantial doubt about the Company's ability to continue as
a going concern.


NEUROONE MEDICAL: Posts $12.32M Net Loss in FY Ended Sept. 30
-------------------------------------------------------------
NeuroOne Medical Technologies Corporation filed with the Securities
and Exchange Commission its Annual Report on Form 10-K reporting a
net loss of $12.32 million on $3.45 million of product revenue for
the year ended Sept. 30, 2024, compared to a net loss of $11.86
million on $1.95 million of product revenue for the year ended
Sept. 30, 2023.

As of Sept. 30, 2024, the Company had $5.37 million in total
assets, $4.55 million in total liabilities, and $822,013 in total
stockholders' equity.

Minneapolis, Minnesota-based Baker Tilly US, LLP, the Company's
auditor since 2021, issued a "going concern" qualification in its
report dated Dec. 17, 2024, citing that the Company had recurring
losses from operations and an accumulated deficit, expects to incur
losses for the foreseeable future and requires additional working
capital.  These are the reasons that raise substantial doubt about
the Company's ability to continue as a going concern.

Management Commentary

"This year was highlighted by our expanded partnership with Zimmer
Biomet -- one of the world's largest medical device manufacturers
--whereby they will exclusively distribute our OneRF Ablation
System for use in the brain throughout the United States and
certain international markets," says Dave Rosa, CEO of NeuroOne.
"Following receipt of a $3 million upfront payment in November, we
are now working closely with Zimmer's team to complete training and
prepare for their launch in the next few weeks.  Going forward, we
expect this partnership to increase revenues and expand margins
significantly.  To that end, we expect revenues to increase to at
least $8 million in fiscal year 2025—representing a
year-over-year increase of at least 132% -- and gross margins to
expand from 31% in fiscal year 2024 to at least 47% in fiscal year
2025.

"We are also progressing discussions with other strategic partners
regarding use cases for peripheral pain using our OneRF Ablation
System, additional discussions regarding our technology to provide
stimulation to treat pain, and our drug delivery system, which
offers unique benefits to the pharmaceutical and biotech industry.
Our strong product pipeline also includes the development of a new
trigeminal nerve ablation product designed to treat patients with
debilitating facial pain, which we plan to submit for a 510(k)
application with the FDA in the first half of 2025."

A full-text copy of the Form 10-K is available for free at:

https://www.sec.gov/ix?doc=/Archives/edgar/data/0001500198/000121390024109524/ea0224514-10k_neuroon.htm

                 About NeuroOne Medical Technologies

Headquartered in Eden Prairie, MN, NeuroOne Medical Technologies
Corporation -- nmtc1.com -- is developing and commercializing
minimally invasive and hi-definition solutions for EEG recording,
brain stimulation and ablation solutions for patients suffering
from epilepsy, Parkinson's disease, dystonia, essential tremors,
chronic pain due to failed back surgeries and other related
neurological disorders that may improve patient outcomes and reduce
procedural costs.  The Company may also pursue applications for
other areas such as depression, mood disorders, pain, incontinence,
high blood pressure, and artificial intelligence.



NEW ERA PROFESSIONAL: Dismissal of Chapter 11 Petition Upheld
-------------------------------------------------------------
In the case captioned as NEW ERA PROFESSIONAL PREP SERVICES, LLC,
Appellant, v. UNITY BANK, CHRISTINE H. BLACK, and UNITED STATES
TRUSTEE, Appellees, Case No. 23-CV-7595 (RPK) (E.D.N.Y.), Judge
Rachel P. Kovner of the United States District Court for the
Eastern District of New York granted the United States Trustee's
motion to dismiss the appeal filed by New Era Professional Prep
Services, LLC, challenging an order of the United States Bankruptcy
Court for the Eastern District of New York dismissing its Chapter
11 bankruptcy petition.

The United States Trustee moved to dismiss the appeal because it
was filed after the 14-day deadline to file a notice of appeal
under Federal Rule of Bankruptcy Procedure 8002(a)(1). The United
States Trustee argued that this deadline is jurisdictional or, in
the alternative, a mandatory claims-processing rule

On September 27, 2024, the bankruptcy court dismissed New Era's
petition. New Era filed a notice of appeal seeking review of that
order 32 days later, on October 29, 2024.

On December 6, 2024, New Era filed an emergency motion "to stay the
foreclosure sale" of the property at 330 Central Avenue. The sale
was scheduled for December 10, 2024. Both appellee Unity Bank and
the United States Trustee oppose the motion, arguing, inter alia,
that the stay request should be denied because New Era's underlying
appeal is untimely.

The Court ordered New Era to show cause why the Court had
jurisdiction over its appeal in light of its apparent untimeliness.
In response, New Era does not dispute that its appeal is untimely,
but rather argues that the Court may "extend the time for the
filing of an appeal on a showing . . . of 'excusable neglect,'" and
that several unfortunate, unforeseen, an[d] unanticipated
circumstance[s]" experienced by New Era's counsel show excusable
neglect.

The Court finds New Era's appeal untimely because it was filed
after the deadline in the Federal Rule of Bankruptcy Procedure
8002(a)(1), without New Era's having sought or received an
extension from the bankruptcy court. The Court lacks the authority
to consider New Era's untimely appeal -- whether the deadline in
Bankruptcy Rule 8002(a)(1) is treated as jurisdictional or as a
claims-processing rule.

Because New Era's underlying appeal was untimely filed in violation
of Federal Rule of Bankruptcy Procedure, the United States
Trustee's motion to dismiss this appeal is granted. New Era's stay
motion is denied as moot.

A copy of the Court's decision dated December 9, 2024, is available
at https://urlcurt.com/u?l=Wst2PA

Deer Park, New, York-based New Era Professional Prep Services, LLC
sought protection under Chapter 11 of the U.S. Bankruptcy Code
(Bankr. E.D.N.Y. Case No. 24-72446) on June 23, 2024. The Company
was estimated to have assets at $0 to $50,000 in assets and
liabilities at $1 million to $10 million in its Chapter 11
petition. Yelva Saint Preux, principal of New Era, signed the
petition. Judge Louis A Scarcella oversees the case. Ronald D.
Weiss, Esq., at RONALD D. WEISS, P.C. is the Debtor's legal
counsel.



NEWFOLD DIGITAL: Fitch Alters Outlook on 'B' LongTerm IDR to Neg.
-----------------------------------------------------------------
Fitch Ratings has affirmed Newfold Digital Holdings Group, Inc.'s
and its wholly-owned subsidiaries, Newfold Digital, Inc.'s, and
Web.com Group, Inc.'s (collectively, Newfold) Long-Term Default
Ratings (IDRs) at 'B'. Fitch has also affirmed the $275 million and
$105 million first lien secured revolving credit facilities, $2,400
million first lien term loan, and $515 million secured notes at
'BB-' with a Recovery Rating of 'RR2'. Fitch has additionally
affirmed the $685 million unsecured notes at 'CCC+'/'RR6'. The
Rating Outlook has been revised to Negative from Stable.

The Negative Outlook reflects refinancing risks associated with the
upcoming maturity of revolver facility, plus the recent operational
underperformance against expectations due to slower ramp up of its
growth initiatives and increased investments in marketing
campaigns. This has resulted in weakened credit protection metrics
for the company.

Newfold's 'B' IDR remain underpinned by its portfolio of web
presence software tools and services, positive free cash flow
generation and a highly recurring revenue base that is consistent
with subscription software companies.

Key Rating Drivers

Near-Term Credit Metrics Stressed: Newfold is investing in sales
and marketing to acquire new customers amid increased competition,
but its growth initiatives are taking longer to ramp up resulting
in short-term depressed revenue and profitability. Fitch expects
FCF will remain positive in 2024, however constraining the
deleveraging prospects compared to its previous projections.
Fitch-calculated FCF margins are projected to return to healthy
8%-10% levels after 2025, with revenue growth and profitability
also resuming to normalized levels as Newfold's growth initiatives
ramp up, regaining long-term competitiveness.

Timely Refinancing of Revolver Facility: Newfold had about $89
million of cash on balance sheet and $157 million availability on
its revolving credit facilities ($380 million total capacity) as on
September 2024. While positive free cash flow provides some cushion
to the company, Fitch expects refinancing of the revolver to be of
paramount importance for the company to continue operating smoothly
in the next three months.

Elevated Financial Leverage: Newfold's Fitch-calculated 2025 EBITDA
leverage is projected to remain high at 7.8x due to reduced
profitability. In its view, Newfold's ability to reduce its
outstanding revolver as originally anticipated will be hampered by
likely weak FCF generation in 2024 and 2025 following increased
interest payment, higher cost of acquiring customers, and slower
ramp up of products.

The company has undergone significant transformation in the past
four years with multiple divestiture and acquisitions, with
successfully integration of recently acquired businesses ahead of
time, indicating strong execution capabilities. Fitch forecasts
Newfold's leverage to gradually decline below 7.0x from 2026, with
a combination of revenue growth and strong margins.

Recurring Revenue and Strong Profitability: Approximately 95% of
Newfold's revenue is recurring providing visibility to its revenue
stream. The company has successfully delivered on planned
operational optimization since the divestiture of email marketing
business and acquisition of Web.com in 2021 and Markmonitor in
2022, resulting in overachieving on estimated cost savings.
Continued operational optimization efforts could further improve
the company's profitability.

SMB Exposure: Newfold offers products addressing the web presence
needs of small to midsize business (SMB) customers that have
limited technical or marketing resources dedicated to launching and
maintaining their digital presence. These include domains, hosting,
website development, and security. The SMB segment generally has
high failure rates resulting in high subscriber churn. This results
in the need for Newfold to maintain revenues by replacing churned
customers with new ones and cross-selling. Exposure to SMB
customers also results in exposure to the cyclical impact of
economic cycles, which could potentially lead to cash flow
volatility during periods of economic stress.

Significant Customer Diversification: Newfold has a highly
diversified customer base with about seven million subscribers with
hosting and domains representing near equal revenue contributions
of 40% each. The diverse customer base effectively minimizes
idiosyncratic risks that are associated with individual end-market
and should reduce revenue volatility for Newfold.

Fragmented Industry: The products and services provided by Newfold
individually operate in fragmented markets with competitors of
various scales. Collectively, Newfold is the second largest
provider of portfolio of products serving the SMB segment
addressing a broad spectrum of web presence needs. The ability to
cross-sell and provide multiple products to individual customers
enhances customer retention rates.

Strong FCF Generation: The strong EBITDA to FCF conversion enables
Newfold to generate FCF margins in the teens in a normalized
environment. The elevated interest expenses have suppressed the
company's FCF margins to the high single digits for 2022-2023.
Fitch expects the company will resume prioritizing prepayment of
outstanding portions of its revolving credit facility once
stabilized.

M&A Central to Company's Growth Strategy: Fitch expects Newfold
will remain acquisitive in the web presence solutions space, given
the still considerable industry fragmentation and in an effort to
expand its portfolio of brands within the SMB segment. The company
has made a number of acquisitions in the past, including
Markmonitor, Web.com, Yoast B.V. and Hostopia. Newfold's organic
revenue is expected to grow in the low-single digits, in line with
the stable growth rates of the end market. Fitch believes M&A
remains a central growth strategy to drive organic revenue through
cross-selling opportunities.

Derivation Summary

Newfold's 'B' Long-Term IDR reflects its strong market position as
a software vendor in the fragmented SMB web presence solutions
industry. The company provides SMBs the tools and services
necessary to create and maintain their presence on the web
including internet domains, hosting, websites, eCommerce, and
related products. Demand for web presence is expected to grow as
SMBs seek to maximize their reach to customers.

Newfold's operating profile is also strengthened by the highly
recurring nature of its revenues supported by the subscription
model. Limitations to Newfold's rating include its SMB exposure
that could result in revenue volatility during extended economic
weakness. Fitch expects Newfold to maintain some level of financial
leverage as a private equity owned company as equity owners
optimize capital structure to maximize ROE. Newfold's market
position, revenue scale, SMB exposure, and leverage profile are
consistent with the 'B' rating category.

Key Assumptions

- Organic revenue growth negative in 2025 and in the low single
digits thereafter;

- EBITDA margins in the low-to-mid 30s over the forecast horizon;

- Capex at approximately 3.5% of revenue;

- Fitch expects revolver to be refinanced before maturity;

- Term loan repayment limited to mandatory amortization;

- Interest rate forecasted to be 3.5% fixed for term loan and
revolver facility, with 5.40%, 4.40%, 3.60% and 3.20% SOFR rates
through 2027;

- No acquisitions or dividends assumed.

KEY RECOVERY RATING ASSUMPTIONS

- The recovery analysis assumes that Newfold would be recognized as
a going concern in bankruptcy rather than liquidated;

- Fitch assumed a 10% administrative claim;

Going-Concern (GC) Approach

- A bankruptcy scenario could occur if Newfold faced prolonged
macro headwinds impacting its SMB customer base resulting in
multi-year aggregate revenue decline of 10% vs. 2023. In
conjunction with revenue decline, EBITDA margins fail to expand
beyond current levels. In such scenario, Fitch assumes Newfold's GC
EBITDA to be approximately $400 million;

- The GC EBITDA estimate reflects Fitch's view of a sustainable,
post-reorganization EBITDA level upon which Fitch bases the
enterprise valuation (EV);

- Fitch assumes an adjusted distress EV of $2.34 billion;

- Fitch assumes that Newfold will receive going-concern recovery
multiple of 6.5x. The estimate considers several factors, including
the highly recurring nature of the revenue, the high customer
retention, the secular growth drivers for the sector, the company's
strong normalized FCF generation and the competitive dynamics. The
EV multiple is supported by:

- The historical bankruptcy case study exit multiples for
technology peer companies ranged from 2.6x to 10.8x;

- Of these companies, only three were in the Software sector: Allen
Systems Group, Inc., Avaya, Inc. and Aspect Software Parent, Inc.,
which received recovery multiples of 8.4x, 8.1x and 5.5x,
respectively;

- The highly recurring nature of Newfold's revenue is somewhat
offset by its SMB market exposure resulting in EBITDA multiple that
is above mid-point of the range;

- This would result in first lien senior secured recovery of 73%
and senior unsecured recovery of 0%.

RATING SENSITIVITIES

Factors that Could, Individually or Collectively, Lead to Negative
Rating Action/Downgrade

- Significant deterioration in liquidity profile and/or failure to
refinance revolver before March 2025;

- Fitch's expectation of EBITDA leverage sustaining above 6.5x due
to operational underperformance or capital allocation policy that
meaningfully deviates from Fitch's expectations;

- EBITDA Interest Coverage sustaining below 2x;

- (CFO - capex)/debt ratio sustaining below 5%;

- Erosion in revenue retention rates resulting in organic revenue
growth sustaining near or below 0%.

Factors that could, individually or collectively, lead to a Stable
Outlook

- Revolver is refinanced before March 2025;

Factors that Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade

Fitch is unlikely to upgrade the ratings given the current
financial capital structure, although an upgrade could happen if
the company delivers on the following sensitivities:

- Fitch's expectation of EBITDA leverage sustaining below 5.0x;

- (CFO - capex)/debt with sustaining near 10%;

- Sufficient financial flexibility for company to pursue strategic
actions without significant deviation in credit metrics;

- Organic revenue growth sustaining above the mid-single digits.

Liquidity and Debt Structure

Limited Liquidity: Newfold had about $89 million of cash on balance
sheet and $157 million availability on its revolving credit
facilities ($380 million total capacity) as on September 2024.
Fitch now projects the company to generate low single-digit FCF
margins in 2024-2025 compared with its earlier forecast of double
digits. While positive free cash flow provides some cushion to the
company, Fitch expects refinancing of the revolver to be of
paramount importance for the company to continue operating
smoothly.

Debt Structure: Newfold has staggered maturities from 2026 through
2029. Two tranches of revolving credit facilities ($223 million
outstanding as of September 2024) are due in 2026. $2,400 million
1st lien secured term loan ($2,285 million outstanding as of
September 2024) matures in 2028. $515 million senior secured notes
mature in 2028 ($490 million outstanding as of September 2024), and
$685 million unsecured notes ($505 million outstanding as of
September 2024) mature in 2029.

Issuer Profile

Newfold Digital is a provider of web presence solutions primarily
serving the SMB markets. Its products include internet domains,
hosting, websites, eCommerce, and related products. Its brands
include Web.com and Bluehost and over 15 other related brands.
Domains and hosting contribute to approximately 80% of total
revenue. Newfold was formed with merger of Endurance Web Presence
and Web.com in 2021 and owned by private equity firms Siris Capital
Group, LLC and Clearlake Capital Group, LP.

MACROECONOMIC ASSUMPTIONS AND SECTOR FORECASTS

Fitch's latest quarterly Global Corporates Macro and Sector
Forecasts data file which aggregates key data points used in its
credit analysis. Fitch's macroeconomic forecasts, commodity price
assumptions, default rate forecasts, sector key performance
indicators and sector-level forecasts are among the data items
included.

ESG Considerations

The highest level of ESG credit relevance is a score of '3', unless
otherwise disclosed in this section. A score of '3' means ESG
issues are credit-neutral or have only a minimal credit impact on
the entity, either due to their nature or the way in which they are
being managed by the entity. Fitch's ESG Relevance Scores are not
inputs in the rating process; they are an observation on the
relevance and materiality of ESG factors in the rating decision.

   Entity/Debt            Rating         Recovery   Prior
   -----------            ------         --------   -----
Newfold Digital
Holdings Group,
Inc.                LT IDR B    Affirmed            B

   senior
   unsecured        LT     CCC+ Affirmed   RR6      CCC+

   senior secured   LT     BB-  Affirmed   RR2      BB-

Newfold Digital,
Inc.                LT IDR B    Affirmed            B

   senior secured   LT     BB-  Affirmed   RR2      BB-

Web.com Group,
Inc.                LT IDR B    Affirmed            B

   senior secured   LT     BB-  Affirmed   RR2      BB-


NEX SJ LLC: Hires Till Law Group as Legal Counsel
-------------------------------------------------
NEX SJ LLC and its affiliates seek approval from the U.S.
Bankruptcy Court for the Northern District of California to employ
Till Law Group as general bankruptcy counsel.

The firm's services include:

   a. assisting the Debtor with preparation of all applications,
motions, answers, orders, reports, and other legal papers necessary
to the administration of the Debtor's estate;

   b. negotiating, drafting, pursuing, and assisting the Debtor in
its preparation of all documents, reports, and papers necessary for
the administration of this Case;

   c. providing legal advice with respect to the powers and duties
of the Debtor as debtor in possession in this Case in the continued
operation of its business and management of its property, including
with respect to a potential sale of the Debtor's assets;

   d. appearing in court as needed or required as pro hac vice
counsel to protecting the interests of the Debtor before the Court
in its capacity as non-local general bankruptcy counsel;

   e. attending meetings and negotiating, as non-local general
bankruptcy counsel, with representatives of creditors, the U.S.
Trustee, and other parties in interest; and

   f. performing all other legal services for the Debtor which may
be necessary and proper in this proceeding including, but not
limited to, advice in areas such as bankruptcy law, corporate law,
corporate governance, employment, transactional, litigation,
intellectual property, and other issues to the Debtor in connection
with the Debtor's ongoing business operations.

The firm will be paid at these rates:

     James E. Till      $795 per hour
     John S. Schafer    $750 per hour
     Mike Neue          $795 per hour
     Shelly Teleoglou   $600 per hour
     Martha Araki       $325 per hour
     Myrtle John        $350 per hour
     Matthew Kiper      $200 per hour

The firm received from the Debtor a retainer of $100,000.

The firm will also be reimbursed for reasonable out-of-pocket
expenses incurred.

James Till, Esq., a partner at Till Law Group, assured the court
that his firm is a "disinterested person" within the meaning of
Section 101(14).

The firm can be reached through:

     James E. Till, Esq.
     Till Law Group
     120 Newport Center Drive
     Newport Beach, CA 92660
     Tel: (949) 524-4999
     Email: james.till@till-lawgroup.com

              About NEX SJ LLC

NEX SJ LLC sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. N.D. Calif. Case No. 24-51683) on November
5, 2024. In the petition signed by Sam Hirbod, authorized officer,
the Debtor disclosed up to $50 million in both assets and
liabilities.

James E. Till, Esq., at Till Law Group, represents the Debtor as
legal counsel.


NO2SAC TRANSPORTATION: Seeks to Use Cash Collateral
---------------------------------------------------
No2Sac Transportation, LLC asked the U.S. Bankruptcy Court for the
Eastern District of Louisiana for authority to use cash
collateral.

The company requires the use of cash collateral to operate its real
properties.

Toorak Capital Partners, LLC asserts an interest in the company's
cash collateral.

As adequate protection, No2Sac Transportation proposed to make
monthly cash payments to Toorak. The payments would be in the
amount of $5,685, the total combined monthly mortgage payments,
with the first payment beginning this month and until dismissal of
the Chapter 11 case.

No2Sac said that there is sufficient equity in the properties to
adequately protect Toorak. Additionally, the company intends to
sell one of the properties to further protect Toorak's interests.

                    About No2sac Transportation

No2Sac Transportation, LLC filed its voluntary petition for relief
under Chapter 11 of the Bankruptcy Code (Bankr. E.D. La. Case No.
24-12136) on Oct. 30, 2024, listing $500,001 to $1 million in both
assets and liabilities.

Judge Meredith S. Grabill presides over the case.

Eric J. Derbes, Esq. at The Derbes Law Firm, LLC represents the
Debtor as counsel.


NORTHERN DYNASTY: Appoints Josie Hickel to Board, Committees
------------------------------------------------------------
Northern Dynasty Minerals Ltd. advised that Josie Hickel has become
a member of Northern Dynasty's Board of Directors and has joined
the Compensation and Sustainability Committees.

For more than 25 years, Josie has held executive leadership
positions in several commercial enterprises, community
organizations and non-profit organizations in Alaska as well as the
Chugach Regional Native Corporation, including the role of
President. She also brings considerable experience with the Pebble
Project, having been Senior Vice President, HR and Administration
of the Pebble Limited Partnership from 2008-2014. Currently, Josie
is the Owner, CEO and President of Sustainable Alaska Consulting
Services – an Alaska Native woman-owned small business –
providing consulting services related to development opportunities
that benefit small communities and Alaska Native people throughout
Alaska.

"I am delighted that Josie is joining the team," said Bob
Dickinson, Chairman of Northern Dynasty. "The important Alaskan
perspective that she brings, combined with her executive leadership
experience in the resource sector and within the Chugach Region of
Alaska as defined by the Alaska Native Claims Settlement Act
(ANCSA), makes her an ideal addition to the Board."

"I understand and value the opportunity that the Pebble Project
represents for the people of Alaska, as well as the challenges the
project faces. We have a growing demand for producing critical
minerals in the United States to support our national security. I
look forward to bringing my experience and perspective to the team
as we move the project forward for the benefit of all Alaskans and
for our country," said Josie Hickel, Director of Northern Dynasty.

            About Northern Dynasty Minerals Ltd.

Northern Dynasty Minerals Ltd. is a mineral exploration and
development company based in Vancouver, Canada. Northern Dynasty's
principal asset, owned through its wholly owned Alaska-based U.S.
subsidiary, Pebble Limited Partnership, is a 100% interest in a
contiguous block of 1,840 mineral claims in Southwest Alaska,
including the Pebble deposit, located 200 miles from Anchorage and
125 miles from Bristol Bay. The Pebble Partnership is the proponent
of the Pebble Project.

Vancouver, Canada-based Deloitte LLP, the Company's auditor since
2009, issued a "going concern" qualification in its report dated
April 1, 2024, citing that the Company incurred a consolidated net
loss of $21 million during the year ended December 31, 2023, and as
of that date, the Company's consolidated deficit was $697 million.
These conditions, along with other matters, raise substantial doubt
about its ability to continue as a going concern.

Northern Dynasty reported a net loss of C$3.7 million, compared to
a net loss of $C6.2 million for the same period in 2023. As of June
30, 2024, the Company had C$139.95 million in total assets and
C$21.62 million in total liabilities.


NURSES FIRST: Gets Interim OK to Use Cash Collateral Until Jan. 16
------------------------------------------------------------------
Nurses First Solutions, LLC received interim approval from the U.S.
Bankruptcy Court for the Middle District of Florida, Orlando
Division, to use the cash collateral of Aegis Business Credit, LLC
until Jan. 16 next year.

The company will require the use of approximately $227, 857 of cash
collateral to pay operating expenses pending a final hearing.

The company projects total cash out, on a weekly basis, as follows:
$36,395 for the week ending December 14; $39,395 for the week
ending Dec. 21; and $35,395 for the week ending Dec. 28.

Aegis may assert a first priority security interest in the
company's cash and cash equivalents. Nurses First Solutions is
evaluating whether this lien is properly perfected and attached to
the subject collateral.

As adequate protection for the use of cash collateral, Aegis will
be granted perfected post-petition lien on the cash collateral to
the same extent and with the same validity and priority as its
pre-bankruptcy lien.

                   About Nurses First Solutions

Nurses First Solutions, LLC is a nurses staffing agency built by
nurses for nurses.

The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. M.D. Fla. Case No. 24-06700) on December
10, 2024. In the petition signed by Alvin D. Cortez, managing
member, the Debtor disclosed up to $1 million in assets and up to
$10 million in liabilities.

Judge Tiffany P. Geyer oversees the case.

Justin M. Luna, Esq., at Latham Luna Eden and Beaudine LLP,
represents the Debtor as legal counsel.


OCEAN POWER: Net Loss Narrows to $3.9-Mil. in Q2 2024
-----------------------------------------------------
Ocean Power Technologies, Inc., filed with the U.S. Securities and
Exchange Commission its Quarterly Report on Form 10-Q reporting a
net loss of $3.9 million on $2.4 million of revenues for the three
months ended October 31, 2024, compared to a net loss of $7.2
million on $0.9 million of revenues for the three months ended
October 31, 2023.

For the six months ended October 31, 2024, the Company reported a
net loss of $8.4 million on $3.7 million of revenues, compared to a
net loss of $14.3 million on $2.2 million of revenues for the same
period in 2023.

As of October 31, 2024, the Company had $26.9 million in total
assets, $4.8 million in total liabilities, and $22.1 million in
total shareholders' equity.

A full-text copy of the Company's Form 10-Q is available at:

                   https://tinyurl.com/247v9wnd

                About Ocean Power Technologies

Ocean Power Technologies, Inc. --
https://oceanpowertechnologies.com/ -- provides intelligent
maritime solutions and services that enable safer, cleaner, and
more productive ocean operations for the defense and security, oil
and gas, science and research, and offshore wind markets. The
Company's PowerBuoy platforms provide clean and reliable electric
power and real-time data communications for remote maritime and
subsea applications. The Company also offers WAM-V autonomous
surface vessels (ASVs) and marine robotics services. The Company's
headquarters is located in Monroe Township, New Jersey, with an
additional office in Richmond, California.

Iselin, New Jersey-based EisnerAmper LLP, the Company's auditor
since 2020, issued a "going concern" qualification in its report
dated July 25, 2024, citing that the Company has recurring net
losses and net cash flow used in operations that raise substantial
doubt about its ability to continue as going concern.

As of July 31, 2024, Ocean Power Technologies had $29.18 million in
total assets, $6.87 million in total liabilities, and $22.31
million in total shareholders' equity.


ONDAS HOLDINGS: Secures $11.5-Mil. from Convertible Notes Offering
------------------------------------------------------------------
Ondas Holdings Inc., a leading provider of private industrial
wireless networks and commercial drone and automated data
solutions, announced on December 16, 2024, that a note holder has
elected to purchase $11.5 million in aggregate principal amount of
3% senior convertible notes due 2026. Also, if elected by the note
holder, Ondas Holdings may complete additional closings of up to an
additional $18.9 million in aggregate principal amount. The
proceeds from the investment in Ondas Holdings will be used for
general corporate purposes and will be primarily allocated to
supporting the growth of the Company's drone business, Ondas
Autonomous Systems (OAS).

"We appreciate the ongoing support from our investors as we execute
our growth plan, and work to expand the global market opportunities
for our OAS business," stated Eric Brock, Chairman and CEO of Ondas
Holdings. "As we fulfill the $14.4 million in orders secured in Q3
2024, we recognize the need to further develop our operational
capabilities, which include boosting inventory production to meet
an anticipated increase in demand in 2025. Furthermore, we see a
strengthening demand tailwind as global defense and security
markets look to modernize capabilities, as well as an increasing
interest in both our Iron Drone and Optimus platforms as critical
tools to protect and secure critical locations and populations. We
plan to broaden our sales, marketing, and support activities
worldwide to seize this opportunity, particularly in the large US
markets."

Oppenheimer & Co. Inc. will act as placement agent in connection
with the Offering.

                       About Ondas Holdings

Marlborough, Mass.-based Ondas Holdings Inc. is a provider of
private wireless, drone, and automated data solutions through its
subsidiaries Ondas Networks Inc., Ondas Autonomous Holdings Inc.,
Airobotics, Ltd, and American Robotics, Inc. Ondas Networks,
American Robotics, and Airobotics together provide users in
defense, homeland security, public safety, and other critical
industrial and government security and infrastructure markets with
improved connectivity, situational awareness, and data collection
and information processing capabilities.

Somerset, N.J.-based Rosenberg Rich Baker Berman, P.A., the
Company's auditor since 2017, issued a "going concern"
qualification in its report dated April 1, 2024, citing that the
Company has experienced recurring losses from operations, negative
cash flows from operations, and a working capital deficit as of
Dec. 31, 2023.

As of September 30, 2024, Ondas Holdings had $80,158,656 in total
assets, $47,063,442 in total liabilities, $18,176,422 in redeemable
noncontrolling interest, and $14,918,792 in total shareholders'
equity.


PARTY EMPORIUM: Seeks Cash Collateral Access
--------------------------------------------
Party Emporium, LLC asked the U.S. Bankruptcy Court for the Western
District of Arkansas, Fort Smith Division, for authority to use
cash collateral.

First National Bank of Fort Smith, Cobalt Capital, and the U.S.
Small Business Administration assert an interest in the company's
cash collateral.

Party Emporium proposes to provide First National Bank and Cobalt
with adequate protection payments for the use of the cash
collateral. Meanwhile, the company said that SBA, which holds a
third-place lien in the cash collateral, is not entitled to
adequate protection payments because the value of all its property
is less than the total claims of the first and second place
lienholders, FNB and Cobalt.  

As additional adequate protection, Party Emporium will continue to
insure the tangible personal property collateral.

                      About Party Emporium

Party Emporium, LLC is engaged in the business of retail costume
and party supply in Fort Smith and Conway, Arkansas.

The Debtor sought relief under Chapter 11 of the U.S. Bankruptcy
Code (Bankr. W.D. Ark. Case No. 24-72049) on Dec. 7, 2024. In the
petition filed by Melody Sanford, managing member, the Debtor
disclosed $390,191 in assets and $1,259,574 in liabilities.

Judge Bianca M. Rucker oversees the case.

Stanley V. Bond, Esq., at Bond Law Office serves as the Debtor's
counsel.


PAVMED INC: Holds 52.7% Equity Stake in Lucid Diagnostics
---------------------------------------------------------
PAVmed Inc., disclosed in a Scheduled 13D/A filing with the U.S.
Securities and Exchange Commission that as of November 22, 2024, it
beneficially owns 31,302,444 shares of Lucid Diagnostics Inc.'s
common stock, representing 52.7% of the Company's outstanding
shares of common stock.

On February 22, 2024, Lucid Diagnostics granted to each of its
principals, Ronald M. Sparks and Debra J. White, a stock option to
purchase 150,000 shares of Common Stock at an exercise price of
$1.25 per share, with each such stock option grant vesting: (i)
one-third on December 31, 2024; and (ii) the remaining vesting
ratably on a quarterly basis commencing March 31, 2025 with a final
quarterly vesting date of December 31, 2026.

On May 7, 2024, Lucid Diagnostics granted to each of its other
principals, Dr. Lishan Aklog, Dennis M. McGrath, Shaun O'Neil, and
Michael A. Gordon a restricted stock award covering 400,000 shares
of Common Stock. Each of the awards vests on May 20, 2026, subject
to acceleration in certain circumstances.

Between December 4, 2024 and December 6, 2024, another of Lucid
Diagnostic's principal, Michael J. Glennon, purchased 170,000
shares of Common Stock in open market transactions for an aggregate
purchase price of $148,549, or approximately $0.874 per share. Mr.
Glennon used his personal funds for such purchases.

On November 22, 2024, Lucid Diagnostics closed on the sale of
$21.98 million in principal amount of Senior Secured Convertible
Notes in a private placement, to certain accredited investors. The
sale of the 2024 Convertible Notes was completed pursuant to the
terms of a Securities Purchase Agreement, dated as of November 12,
2024, between Lucid Diagnostics and the 2024 Note Investors. In
connection with the sale of the 2024 Convertible Notes, among other
things, Lucid Diagnostics granted certain of the investors the
collective right to designate one individual to be appointed to
Lucid Diagnostics' board of directors, subject to certain
limitations and subject to the policies and procedures of Lucid
Diagnostics' nominating and corporate governance committee. In
connection with the closing, PAVMed agreed (i) to vote its shares
of Common Stock in favor of a proposal to approve, for the purposes
of the listing rules of The Nasdaq Stock Market, the issuance of
shares of Common Stock in respect of the 2024 Convertible Notes,
(ii) to vote its shares of Common Stock in favor of the election of
the investors' designee, and (iii) not to sell, transfer or dispose
of, directly or indirectly, any shares of the Common Stock for six
months from the closing, subject to certain limited exceptions,
including in the event of a fundamental transaction involving Lucid
Diagnostics.

PAVMed is the parent company of Lucid Diagnostics and, with its
ownership of approximately 52.7% of the outstanding shares of
Common Stock (which constitutes 37.1% of the outstanding voting
power of Lucid Diagnostics), has the power to significantly
influence the election of directors and all other matters that
would require the vote of the outstanding shares of Common Stock of
Lucid Diagnostics.

                           About PAVmed

PAVmed Inc. is a diversified commercial-stage medical technology
company operating in the medical device, diagnostics, and digital
health sectors. Its subsidiary, Lucid Diagnostics Inc. (NASDAQ:
LUCD), is a commercial-stage cancer prevention medical diagnostics
company that markets the EsoGuard Esophageal DNA Test and EsoCheck
Esophageal Cell Collection Device — the first and only
commercial
tools for widespread early detection of esophageal precancer to
mitigate the risks of esophageal cancer deaths. Its other
subsidiary, Veris Health Inc., is a digital health company focused
on enhanced personalized cancer care through remote patient
monitoring using implantable biologic sensors with wireless
communication along with a custom suite of connected external
devices. Veris is concurrently developing an implantable
physiological monitor, designed to be implanted alongside a
chemotherapy port, which will interface with the Veris Cancer Care
Platform.

New York, NY-based Marcum LLP, the Company's auditor since 2019,
issued a "going concern" qualification in its report dated March
25, 2024, citing that the Company has a significant working
capital
deficiency, has incurred significant losses, and needs to raise
additional funds to meet its obligations and sustain its
operations. These conditions raise substantial doubt about the
Company's ability to continue as a going concern.

As of June 30, 2024, PAVmed had $39.41 million in total assets,
$58.06 million in total liabilities, and a total stockholders'
deficit of $18.64 million.


PHVC4 HOMES: To Sell 26-Single Family Lots to JLE for $1.1-Mil.
---------------------------------------------------------------
PHCV4 Homes, LLC, seeks permission from the U.S. Bankruptcy Court
for the Northern District of Alabama, Southern Division, to sell
its property in a private sale free and clear of liens,
encumbrances and other interests.

The Debtor proposes to sell its interest in certain real estate
consisting of 26-single family lots in the community known as Briar
Rose, in the municipality of Bay Minette, Baldwin County, Alabama
with the total purchase price of $1,170,000.00.

CoreVest American Finance Lender LLC's lien rights are fully
attached to all proceeds of the sale.

Receipt of the sale proceeds shall not constitute a full payoff as
to any loans or obligations owed by Debtor to CoreVest; however,
CoreVest may apply the Sale proceeds to reduce amounts owed by
Debtor to CoreVest.

The Debtor enters a contract with JLE Investments LLC to purchase
the Property.

The Debtor sets forth the total sales price for Lots 1-26
represents the fair market value of the Property. The Purchaser has
already obtained or will obtain financing, and the sales are
contemplated to be closed forthwith after approval from this Court.
The Property will be purchased at closing on or before the later of
January 23, 2025 or fourteen days following the entry of a final,
nonappealable order from the Bankruptcy Court.

The Property is subject to the following liens, mortgages or other
interest held by CoreVest.

                About PHCV4 Homes, LLC

PHCV4 Homes LLC is part of the residential building construction
industry.

PHCV4 Homes LLC sought relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. N.D. Ala. Case No. 24-02751) on September
10, 2024. In the petition filed by Misty M. Glass, as manager, the
Debtor reports estimated assets and liabilities between $10 million
and $50 million each.

The Honorable Bankruptcy Judge Tamara O. Mitchell presides over the
case.

The Debtor is represented by Frederick M. Garfield, Esq., at SPAIN
& GILLON, LLC.


PHVC4 HOMES: To Sell 31-Single Family Lots to JLE for $1.5-Mil.
---------------------------------------------------------------
PHCV4 Homes, LLC, seeks permission from the U.S. Bankruptcy Court
for the Northern Distrct of Alabama, Southern Division, to sell its
Property in a private sale,  free and clear of liens, encumbrances
and other interests.

The Debtor proposes to sell its interest in certain real estate
consisting of 31-single family lots in the subdivision known as
Amberley, in the municipality of Robertsdale, Baldwin County,
Alabama for the purchase price of $1,550,000.

JLE Investments LLC enters a contract with the Debtor to purchase
the Property.

CoreVest American Finance Lender LLC claims lien rights to the
Property.

The receipt of the sale proceeds shall not constitute a full payoff
as to any loans or obligations owed by Debtor to CoreVest, however,
CoreVest may apply the sale proceeds to reduce amounts owed by
Debtor to CoreVest.

The Debtor sets forth the total sales price for Lots 1-31
represents the fair market value of the Property. The Purchaser has
already obtained or will obtain financing, and the sales are
contemplated to be closed forthwith after approval from the Court.
The Property will be purchased at closing on or before the later of
February 20, 2025.

The Property is subject to the following liens, mortgages or other
interest held by CoreVest.

                    About PHCV4 Homes, LLC

PHCV4 Homes LLC is part of the residential building construction
industry.

PHCV4 Homes LLC sought relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. N.D. Ala. Case No. 24-02751) on September
10, 2024. In the petition filed by Misty M. Glass, as manager, the
Debtor reports estimated assets and liabilities between $10 million
and $50 million each.

The Honorable Bankruptcy Judge Tamara O. Mitchell presides over the
case.

The Debtor is represented by Frederick M. Garfield, Esq., at SPAIN
& GILLON, LLC.


POET TECHNOLOGIES: To Complete Offering of 5MM Units for $25-Mil.
-----------------------------------------------------------------
Poet Technologies Inc. (TSXV: PTK; NASDAQ: POET) disclosed in a
Form 6-K filing with the U.S. Securities and Exchange Commission
that it intends to complete a non-brokered public offering of
5,000,000 units of the Corporation at a price of US$5.00 (C$7.08)
per Unit for aggregate gross proceeds to the Corporation of US$25
million.

Each Unit will be comprised of one common share of the Corporation
and one-half of one common share purchase warrant of the
Corporation, with each Warrant being exercisable to acquire one
Common Share at a price of US$6.00 (C$8.50) for a period of five
years from the date of issuance.

The Issue Price represents a premium over the closing price of the
Common Shares on the TSX Venture Exchange on Wednesday, December
11, 2024. The Corporation anticipates using the net proceeds of the
Offering for working capital and general corporate purposes. It is
anticipated that the Offering will close on or about December 19,
2024.

The Offering will be made by way of a prospectus supplement to the
short form base shelf prospectus of the Corporation dated September
6, 2024, which Prospectus Supplement will be prepared and filed by
the Corporation prior to the closing of the Offering with the
securities regulatory authorities in each of the provinces and
territories of Canada, as well as with the U.S. Securities and
Exchange Commission as part of the Corporation's U.S. registration
statement on Form F-10 ("Form F-10") (Registration No. 333-280553)
under the U.S.-Canada Multijurisdictional Disclosure System, with
such additions thereto and deletions therefrom as may be permitted
or required by Form F-10. The Offering is expected to be fully
subscribed by a single institutional investor in Canada that
qualifies as an "accredited investor" under National Instrument
45-106 – Prospectus Exemptions of the Canadian Securities
Administrators.

The consummation of the Offering remains subject to the receipt of
all regulatory approvals, including the approval of the TSX Venture
Exchange (the "Exchange"), and the satisfaction of other customary
closing conditions. No commission or finder's fee will be paid in
connection with the Offering.

                   About POET Technologies Inc.

POET Technologies Inc. (TSX Venture: PTK; NASDAQ: POET) --
https://www.poet-technologies.com -- is a designer and developer
of
the POET Optical Interposer(TM), Photonic Integrated Circuits
(PICs) and light sources for the data center, tele-communication
and artificial intelligence markets.  POET's Optical Interposer
platform also solves device integration challenges in 5G networks,
machine-to-machine communication, self-contained "Edge" computing
applications, and sensing applications, such as LIDAR systems for
autonomous vehicles. POET is headquartered in Toronto, Canada,
with
operations in Allentown, PA, Shenzhen, China, and Singapore.

Hartford, Conn.-based Marcum LLP, the Company's auditor since
2009,
issued a "going concern" qualification in its report dated March
15, 2024, citing that the Company has incurred significant losses
over the past few years and needs to raise additional funds to
meet
its future obligations and sustain its operations. These
conditions
raise substantial doubt about the Company's ability to continue as
a going concern.


PRESBYTERIAN HOMES: Seeks Chapter 11 Bankruptcy Protection
----------------------------------------------------------
On December 15, 2024, Presbyterian Homes and Services of Kentucky
Inc. filed Chapter 11 protection in the Western District of
Kentucky. According to court documents, the Debtor reports between
$1 million and $10 million in debt owed to 1 and 49 creditors. The
petition states funds will be available to unsecured creditors.

               About Presbyterian Homes
             and Services of Kentucky Inc.

Presbyterian Homes and Services of Kentucky Inc. is a
not-for-profit organization that provides long and short-term care
services for seniors, including skilled nursing care,
rehabilitation, assisted living, respite care, palliative care, and
personal care.

Presbyterian Homes and Services of Kentucky Inc. sought relief
under Chapter 11 of the U.S. Bankruptcy Code (Bankr. W.D. Ky. Case
No. 24-33060) on December 15, 2024. In the petition filed by Hattie
H. Wagner, as president or CEO, 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
     Email: cbird@kaplanjohnsonlaw.com


PURDUE PHARMA: Preliminary Injunction Expires Today
---------------------------------------------------
Judge Sean H. Lane of the United States Bankruptcy Court for the
Southern District of New York granted Purdue Pharma L.P.'s motion
to extend the preliminary injunction that enjoins litigation
against its current and former owners, officers, directors,
employees, and associated entities amid ongoing mediation process.
The preliminary injunction is extended until December 23, 2024.

Objections have been filed by the States of Maryland and
Washington, as well as Nassau County, N.Y. and pro se claimant
Fredrick Hill. The Motion is supported by the Multi-State
Governmental Entities Group, the Ad Hoc Committee of Governmental
and Other Contingent Litigation Claimants, the Unsecured Creditors'
Committee, and the AG Negotiating Committee, all of which have
either filed statements in support of the extension or made
statements in support at the hearing on the Motion.

After the Supreme Court's decision in June, the Debtors and a vast
majority of their constituents quickly moved forward with a
mediation process to determine whether a new settlement with the
Sacklers could be reached that was consistent with the Supreme
Court ruling. The Court granted that first request in a bench
ruling on July 9, 2024. In that ruling, the Court found that the
request for mediation was appropriate under the circumstances of
these cases and was clearly the best course of action considering
the interest of all stakeholders and the history of these
proceedings. The Court also found that the requesting parties had
satisfied the requirements for a preliminary injunction to bar
litigation against the third-party Sacklers while the mediation
went forward.

In reaching that conclusion, the Court found, among other things,
that the breathing room provided by the requested injunction was
critical to the parties' mediation efforts. The Court also noted
that the history of these cases provided strong evidence of the
Debtors' prospects for success through a plan of reorganization
that might result from the mediation. The Court's view was based
upon the prior history in these cases where the Debtors and the
stakeholders had made great progress in mediation, striking a
series of complex and related settlements that formed the basis of
the previously confirmed plan, which had received overwhelming
support from creditors as reflected in the voting in favor of
confirmation.

The Debtors' current Motion seeks to extend the mediation process
by 38 days through and including January 9, 2025, to enable the
continuation of mediation to what the parties hope will be a
successful conclusion. The Motion also seeks to extend for the same
period of time the preliminary injunction and associated deadlines.


On November 12, 2024, the mediators filed their first interim
report, which advised the Court that many of the key parties to the
mediation have reached an agreement-in-principle on certain core
economic terms of a settlement with nine of the ten Sackler family
groups, as well as agreement on important non-monetary terms of the
settlement. The mediators did note that "much work remains,"
including the resolution of complex intercreditor issues and
attempting to expand the agreement in principle to encompass the
final Sackler family group. The mediators noted that the
preliminary injunction remains "absolutely vital" to progress
towards a successful reorganization of the Debtors' estates.

The Court finds that an extension of the injunction to December 23,
2024 is appropriate both as a matter of Section 105 and under
Bankruptcy Rule 7065. In granting the requested relief, the Court
overrules the objections that have been filed.

The Court concludes that an extension of the injunction will
provide a legitimate opportunity for the parties to continue their
negotiations towards a global settlement in what is an extremely
complex multiparty dispute, and that such an extension satisfies
the requirements for a preliminary injunction.

James Nani of Bloomberg Law reports that mediators appointed by the
court stated during a hearing November 26, 2024, that Purdue
Pharma's plan to exit bankruptcy, which includes over the
previously promised $6 billion from the Sackler family owners, is
on track to be filed in January 2025.

A copy of the Court's decision dated December 6, 2024, is available
at https://urlcurt.com/u?l=WJOQ62

                   About Purdue Pharma LP

Purdue Pharma L.P. and its subsidiaries --
http://www.purduepharma.com/-- develop and provide prescription
medicines and consumer products that meet the evolving needs of
healthcare professionals, patients, consumers and caregivers.

Purdue's subsidiaries include Adlon Therapeutics L.P., focused on
treatment for Attention-Deficit/Hyperactivity Disorder (ADHD) and
related disorders; Avrio Health L.P., a consumer health products
company that champions an improved quality of life for people in
the United States through the reimagining of innovative product
solutions; Imbrium Therapeutics L.P., established to further
advance the emerging portfolio and develop the pipeline in the
areas of CNS, non-opioid pain medicines, and select oncology
through internal research, strategic collaborations and
partnerships; and Greenfield Bioventures L.P., an investment
vehicle focused on value-inflection in early stages of clinical
development.

Opioid makers in the U.S. are facing pressure from a crackdown on
the addictive drug in the wake of the opioid crisis and as state
attorneys general file lawsuits against manufacturers. More than
2,000 states, counties, municipalities and Native American
governments have sued Purdue Pharma and other pharmaceutical
companies for their role in the opioid crisis in the U.S., which
has contributed to the more than 700,000 drug overdose deaths in
the U.S. since 1999.

OxyContin, Purdue Pharma's most prominent pain medication, has been
the target of over 2,600 civil actions pending in various state and
federal courts and other fora across the United States and its
territories.

On Sept. 15 and 16, 2019, Purdue Pharma L.P. and 23 affiliated
debtors each filed a voluntary petition for relief under Chapter 11
of the U.S. Bankruptcy Code (Bankr. S.D.N.Y. Lead Case No.
19-23649), after reaching terms of a preliminary agreement for
settling the massive opioid litigation. The Debtors' consolidated
balance sheet as of Aug. 31, 2019, showed $1.972 billion in assets
and $562 million in liabilities.

U.S. Bankruptcy Judge Sean H. Lane oversees the cases, taking over
from Judge Robert Drain.

The Debtors tapped Davis Polk & Wardwell, LLP and Dechert, LLP, as
legal counsels; PJT Partners as investment banker; AlixPartners as
financial advisor; and Grant Thornton, LLP as tax structuring
consultant. Prime Clerk, LLC, is the claims agent.

Akin Gump Strauss Hauer & Feld LLP and Bayard, P.A., represent the
official committee of unsecured creditors appointed in the Debtors'
bankruptcy cases.

David M. Klauder, Esq., is the fee examiner appointed in the
Debtors' cases. The fee examiner is represented by Bielli &
Klauder, LLC.

                *     *     *

Judge Drain in early September 2021 approved a plan to turn Purdue
into a new company (Knoa Pharma LLC) no longer owned by members of
the Sackler family, with its profits going to fight the opioid
epidemic. The Sackler family agreed to pay $4.3 billion over nine
years to the states and private plaintiffs and in exchange for a
lifetime legal immunity. The deal resolves some 3,000 lawsuits
filed by state and local governments, Native American tribes,
unions, hospitals and others who claimed the company's marketing of
prescription opioids helped spark and continue an overdose
epidemic.

Separate appeals to approval of the Plan were filed by the U.S.
Bankruptcy Trustee, California, Connecticut, the District of
Columbia, Maryland, Rhode Island and Washington state, plus some
Canadian local governments and other Canadian entities.

In early March 2022, Purdue Pharma reached a nationwide settlement
over its role in the opioid crisis, with the Sackler family members
boosting their cash contribution to as much as $6 billion. The
settlement was hammered out with attorneys general from the eight
states -- California, Connecticut, Delaware, Maryland, Oregon,
Rhode Island, Vermont and Washington -- and D.C. who had opposed
the previous settlement.

The issue over non-consensual third-party releases granted to the
Sacklers reached the U.S. Supreme Court. In Harrington v. Purdue
Pharma, the Supreme Court in July this year tossed the $6 billion
opioid settlement.  The 5-4 ruling opens a new chapter of
uncertainty for Purdue by ruling that the deal would improperly
shield its owners, members of the Sackler family.


PURDUE PHARMA: Wins More Time to Finish Negotiating Sackler Deal
----------------------------------------------------------------
Steven Church of Bloomberg News reports that Purdue Pharma LP, the
manufacturer of OxyContin, has been granted more time to negotiate
a settlement involving public agencies and the Sackler family, who
own the company.

On December 29, 2024, U.S. Bankruptcy Judge Sean Lane approved
Purdue's request to extend the injunction that protects Sackler
family members from civil lawsuits accusing them of contributing to
the opioid addiction crisis. The injunction will now remain in
effect until January 24, 2025.

This protection has been extended multiple times following the U.S.
Supreme Court's rejection of a $6 billion settlement earlier this
2024, the report states.

              About Purdue Pharma LP

Purdue Pharma L.P. and its subsidiaries --
http://www.purduepharma.com/-- develop and provide prescription
medicines and consumer products that meet the evolving needs of
healthcare professionals, patients, consumers and caregivers.

Purdue's subsidiaries include Adlon Therapeutics L.P., focused on
treatment for Attention-Deficit/Hyperactivity Disorder (ADHD) and
related disorders; Avrio Health L.P., a consumer health products
company that champions an improved quality of life for people in
the United States through the reimagining of innovative product
solutions; Imbrium Therapeutics L.P., established to further
advance the emerging portfolio and develop the pipeline in the
areas of CNS, non-opioid pain medicines, and select oncology
through internal research, strategic collaborations and
partnerships; and Greenfield Bioventures L.P., an investment
vehicle focused on value-inflection in early stages of clinical
development.

Opioid makers in the U.S. are facing pressure from a crackdown on
the addictive drug in the wake of the opioid crisis and as state
attorneys general file lawsuits against manufacturers. More than
2,000 states, counties, municipalities and Native American
governments have sued Purdue Pharma and other pharmaceutical
companies for their role in the opioid crisis in the U.S., which
has contributed to the more than 700,000 drug overdose deaths in
the U.S. since 1999.

OxyContin, Purdue Pharma's most prominent pain medication, has been
the target of over 2,600 civil actions pending in various state and
federal courts and other fora across the United States and its
territories.

On Sept. 15 and 16, 2019, Purdue Pharma L.P. and 23 affiliated
debtors each filed a voluntary petition for relief under Chapter 11
of the U.S. Bankruptcy Code (Bankr. S.D.N.Y. Lead Case No.
19-23649), after reaching terms of a preliminary agreement for
settling the massive opioid litigation. The Debtors' consolidated
balance sheet as of Aug. 31, 2019, showed $1.972 billion in assets
and $562 million in liabilities.

U.S. Bankruptcy Judge Robert Drain oversees the cases.   

The Debtors tapped Davis Polk & Wardwell, LLP and Dechert, LLP, as
legal counsels; PJT Partners as investment banker; AlixPartners as
financial advisor; and Grant Thornton, LLP as tax structuring
consultant. Prime Clerk, LLC, is the claims agent.

Akin Gump Strauss Hauer & Feld LLP and Bayard, P.A., represent the
official committee of unsecured creditors appointed in the Debtors'
bankruptcy cases.

David M. Klauder, Esq., is the fee examiner appointed in the
Debtors' cases. The fee examiner is represented by Bielli &
Klauder, LLC.

                *     *     *

U.S. Bankruptcy Judge Robert Drain in early September 2021 approved
a plan to turn Purdue into a new company (Knoa Pharma LLC) no
longer owned by members of the Sackler family, with its profits
going to fight the opioid epidemic. The Sackler family agreed to
pay $4.3 billion over nine years to the states and private
plaintiffs and in exchange for a lifetime legal immunity. The deal
resolves some 3,000 lawsuits filed by state and local governments,
Native American tribes, unions, hospitals and others who claimed
the company's marketing of prescription opioids helped spark and
continue an overdose epidemic.

Separate appeals to approval of the Plan have already been filed by
the U.S. Bankruptcy Trustee, California,  Connecticut, the District
of Columbia, Maryland, Rhode Island and Washington state, plus some
Canadian local governments and other Canadian entities.

In early March 2022, Purdue Pharma reached a nationwide settlement
over its role in the opioid crisis, with the Sackler family members
boosting their cash contribution to as much as $6 billion. The
settlement was hammered out with attorneys general from the eight
states -- California, Connecticut, Delaware, Maryland, Oregon,
Rhode Island, Vermont and Washington -- and D.C. who had opposed
the previous settlement.


PURE BIOSCIENCE: Incurs $689K Net Loss in First Quarter
-------------------------------------------------------
PURE Bioscience, Inc., filed with the Securities and Exchange
Commission its Quarterly Report on Form 10-Q disclosing a net loss
of $689,000 on $556,000 of total revenue for the three months ended
Oct. 31, 2024, compared to a net loss of $735,000 on $722,000 of
total revenue for the three months ended Oct. 31, 2023.

As of Oct. 31, 2024, the Company had $924,000 in total assets,
$4.42 million in total liabilities, and a total stockholders'
deficiency of $3.50 million.

Pure Bioscience said, "The Company has a history of recurring
losses, and as of October 31, 2024 it has a stockholders deficiency
of $3,496,000.  During the three months ended October 31, 2024, it
recorded a net loss of $689,000 on recorded net revenue of
$556,000. In addition, during the three months ended October 31,
2024 the Company used $503,000 in operating activities resulting in
a cash balance of $346,000 as of October 31, 2024.  The Company's
history of recurring operating losses, and negative cash flows from
operating activities give rise to substantial doubt regarding its
ability to continue as a going concern.  The Company's independent
registered public accounting firm, in its report on the Company's
consolidated financial statements for the year ended July 31, 2024,
has also expressed substantial doubt about the Company's ability to
continue as a going concern.  The financial statements do not
include any adjustments to reflect the possible future effects on
the recoverability and classification of assets or the amounts and
classifications of liabilities that may result from our possible
inability to continue as a going concern.

"The Company's future capital requirements depend on numerous
forward-looking factors.  These factors may include, but are not
limited to, the following: the acceptance of, and demand for, its
products; the Company’s success and the success of its partners
in selling our products; the Company's success and the success of
its partners in obtaining regulatory approvals to sell its
products; the costs of further developing the Company's existing
products and technologies; the extent to which the Company invests
in new product and technology development; and the costs associated
with the continued operation, and any future growth, of its
business.  The outcome of these and other forward-looking factors
will substantially affect its liquidity and capital resources.

"Until the Company can continually generate positive cash flow from
operations, it will need to continue to fund its operations with
the proceeds of offerings of our equity and debt securities.
However, the Company cannot ensure that additional financing will
be available when needed or that, if available, financing will be
obtained on terms favorable to the Company or to its stockholders.
If the Company raises additional funds from the issuance of equity
securities, substantial dilution to its existing stockholders would
likely result.  If the Company raises additional funds by incurring
debt financing, the terms of the debt may involve significant cash
payment obligations as well as covenants and specific financial
ratios that may restrict its ability to operate its business."

A full-text copy of the Form 10-Q is available for free at:

https://www.sec.gov/ix?doc=/Archives/edgar/data/1006028/000149315224050227/form10-q.htm

                       About PURE Bioscience

Headquartered in El Cajon, California, PURE -- www.purebio.com --
is dedicated to developing and commercializing proprietary
antimicrobial products that address health and environmental
challenges related to pathogen and hygienic control.  The Company's
technology platform is based on patented stabilized ionic silver,
and its initial products contain Silver Dihydrogen Citrate, or SDC.
This broad-spectrum, non-toxic antimicrobial agent is available in
liquid form and various concentrations, distinguished by its
superior efficacy, reduced toxicity, non-causticity, and the
inability of bacteria to develop resistance.

Los Angeles, California-based Weinberg & Company, P.A., the
Company's auditor since 2019, issued a "going concern"
qualification in its report dated Oct. 29, 2024, citing that the
Company has suffered recurring losses from operations and negative
cash flows from operating activities, and has a stockholders'
deficiency at July 31, 2024.  These factors raise substantial doubt
about the Company's ability to continue as a going concern.


QUICK SERVE: Gets OK to Use Cash Collateral Until Jan. 15
---------------------------------------------------------
Quick Serve, LLC got the green light from the U.S. Bankruptcy Court
for the District of New Hampshire to use the cash collateral of its
creditors to fund its operations.

The court approved the use of cash collateral until Jan. 15, 2025,
for operational expenses as outlined in the company's budget.

The court outlined specific monthly payments to be made as
protection to creditors, including $500 per month to Rockingham
Economic Development Corporation; $666 per month to Enterprise Bank
and Trust Company; and $444.08 per month to the U.S. Small Business
Administration, all starting from Oct. 1.

As additional protection, the creditors will be granted replacement
liens on Quick Serve's property. These replacement liens will
maintain the same priority, validity and enforceability as the
creditors' pre-bankruptcy liens.

The next hearing is scheduled for Jan. 15, 2025.

                         About Quick Serve

Quick Serve, LLC -- https://www.thebeachplum.net/reviews -- doing
business as The Beach Plum, is a seasonal store located in The Old
Firehouse on the historic village green of Fishers Island, New
York.

Quick Serve sought relief under Subchapter V of Chapter 11 of the
U.S. Bankruptcy Code (Bankr. D.N.H. Case No. 24-10518) on July 30,
2024, with up to $50,000 in assets and up to $1 million in
liabilities. Robert Lee, member and manager, signed the petition.

Judge Kimberly Bacher oversees the case.

The Debtor is represented by William S. Gannon, Esq., at William S.
Gannon, PLLC.


RATH RACING: Seeks to Use Cash Collateral Until March 2025
----------------------------------------------------------
Rath Racing, Inc. asked the U.S. Bankruptcy Court for the District
of Minnesota for authority to use cash collateral through March 31,
2025.

The company needs to use cash collateral to meet its operating
expenses and move the case to confirmation.

Citizens Bank & Trust Co. and the U.S. Small Business
Administration assert an interest in the cash collateral.

As adequate protection for the use of cash collateral, Rath Racing
will grant the secured creditors replacement liens on post-petition
inventory, cash, accounts, equipment, and general intangibles, with
such liens being of the same priority, dignity, and effect as their
respective pre-bankruptcy liens. Rath Racing will carry insurance
on its assets.

Rath Racing will also make a monthly payment of $2,000 to Citizens
Bank and Trust Co.

A hearing on the matter is set for Dec. 26.

                       About Rath Racing Inc.

Rath Racing, Inc. offers all-terrain vehicle (ATV), Side-by-Side
and utility task vehicle (UTV) parts and accessories.

The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. D. Minn. Case No. 24-41056) on April 22,
2024. In the petition signed by Dary C. Rath, president, the Debtor
disclosed $146,852 in assets and $1,510,411 in liabilities.

Judge William J. Fisher oversees the case.

John D. Lamey III, Esq., at Lamey Law Firm, PA, represents the
Debtor as legal counsel.


RAYONIER ADVANCED: Moody's Withdraws 'Caa1' CFR on Debt Defeasance
------------------------------------------------------------------
Moody's Ratings has withdrawn all of Rayonier Advanced Materials
Inc.'s (RYAM) ratings, including its Caa1 corporate family rating,
Caa1-PD probability of default rating, Caa1 senior secured notes
rating and SGL-3 speculative grade liquidity rating. The outlook
was changed to rating withdrawn from positive. The withdrawal
follows defeasance of obligations under the company's senior
secured notes with the proceeds from the company's term loan raised
in November 2024.

RATINGS RATIONALE

RYAM has fully satisfied and discharged the obligations under the
2026 senior secured notes. All of RYAM's ratings have been
withdrawn since all of its rated debt is no longer outstanding.

Rayonier Advanced Materials Inc., headquartered in Jacksonville,
Florida, is a leading global producer of specialty cellulose (SC)
pulp. The company also produces commodity pulp and consumer paper
packaging.


REDLINE METALS: Seeks to Sell Assets in Jan. 23 Auction
-------------------------------------------------------
Redline Metals Inc. seeks permission from the U.S. Bankruptcy Court
for the Northern District of Illinois, Eastern Division, to sell
its Assets in auction, free and clear of all liens and interests.

Old Second National Bank asserts a blanket lien on substantially
all of the Debtor's assets including personal property, instruments
and intangibles, pursuant to various credit and collateral
documents.

The Debtor believes that the procedures set forth in the motion are
reasonable and will allow for an orderly sale process that will
maximize the value of the estate's assets for the collective
benefit of the estate's creditors and parties-in-interest.

The proposed deadlines of the bidding and auction are:

- Bid deadline January 17, 2025 at 5:00 p.m. (CT)
- Deadline to notify potential bidders on January 21, 2025 at 5:00
p.m. (CT)
- Auction on January 23, 2025 at 1:00 p.m. (CT)
- Deadline to Object to Sale on January 24, 2025 at 5:00 p.m. (CT)

- Sale Hearing on January 28, 2025 at 1:30 p.m. (CT)
- Deadline for Debtor to File Notice of Proposed Cure on No later
than 14 days prior to Sale
  Hearing
- Deadline to Objection to Proposed Cure on January 24, 2025 at
5:00 p.m. (CT)

The Debtor appoints Rally Capital Advisors, an experienced firm
specializing in the sale of financially distressed businesses, to
assist it in the market and sale of the Assets.

The Debtor, through Rally, will notify all known potential buyers
of the Debtor’s proposed timeline and other procedures contained
in the Bid Procedures.

To the extent that a Potential Bidder desires to serve as a
stalking horse bidder and the Debtor determine that selection of a
stalking horse bidder will benefit the bidding process, the Debtor
shall be permitted to select a Potential Bidder to serve as a
stalking horse bidder.

If the Stalking Horse Bidder seeks bid protections, including a
break-up fee, if any, or expense reimbursement or overbid
protection, the Debtor shall be authorized, after consultation with
the Consultation Parties, to provide a break-up fee only of up to
three percent (3%) of the purchase price without further order of
the Court, which will apply to all overbids other than a credit bid
by the Secured Creditor.

If the Debtor designates a Stalking Horse Bidder in accordance with
the foregoing, the Debtor will file a notice with the Court
identifying the Stalking Horse Bidder, the material terms of the
Stalking Horse Bidder's Bid, and the specific bid protections
granted to the Stalking Horse Bidder.

Any interested person or entity of potential bidders must write in
writing and satisfy each of the conditions to be deemed a qualified
bid and for the bidder to be deemed a qualified bidder.

During auction, only the , the Consultation Parties, the U.S.
Trustee, and their respective advisors, counsel and representatives
shall be entitled to attend the Auction. The actual bidding shall
be transcribed to ensure a record. The Qualified Bidders must
appear in person at the Auction, or through a duly authorized
representative.

An Overbid which is any bid made at the Auction after the Debtor's
announcement of the Pre- Bid Successful Bid, has an increment of at
least $100,000 greater than the immediately preceding bid, and that
otherwise complies with the terms and conditions for a Qualified
Bid as set forth in the Bid Procedures

The Debtor presently intends to sell the Assets to the Successful
Bidder and shall be bound by the Successful Bid only when such Bid
has been approved by the Court at the Sale Hearing.

The Debtor believes that the Bid Procedures are appropriate to
ensure that the Auction process is fair and reasonable and will
yield the maximum value for the estate and its creditors.

The Bid Procedures proposed by the Debtor are designed to maximize
the value received for the Assets by facilitating a competitive
Auction process in which all potential bidders are encouraged to
participate and submit competing bids.

The Bid Procedures provide potential bidders with sufficient notice
and an opportunity to acquire information necessary to submit a
timely and informed bid.

                   About Redline Metals Inc.

Redline Metals, Inc. is a recycling center in Lombard, Ill.

Redline Metals filed Chapter 11 petition (Bankr. N.D. Ill. Case No.
24-12590) on Aug. 27, 2024, with $10 million to $50 million in both
assets and liabilities.

Judge Jacqueline P. Cox oversees the case.

Paul M. Bach, Esq., at Bach Law Offices is the Debtor's bankruptcy
counsel.



REVIVA PHARMACEUTICALS: Shares of Common Stock Increased to 315MM
-----------------------------------------------------------------
Reviva Pharmaceuticals Holdings, Inc., disclosed in a Form 8-K
filing with the U.S. Securities and Exchange Commission that it
held its 2024 Annual Meeting of Stockholders at which, among other
matters of business acted upon, the Company's stockholders approved
an amendment to the Company's Amended and Restated Certificate of
Incorporation to increase the Company's authorized shares of common
stock, par value $0.0001 per share from 115,000,000 to
315,000,000.

A full-text copy of the Form 8-K is available at
https://urlcurt.com/u?l=X5p3LW

              About Reviva Pharmaceuticals Holdings

Cupertino, Calif.-based Reviva Pharmaceuticals Holdings, Inc. is a
late-stage biopharmaceutical company that discovers, develops, and
seeks to commercialize next-generation therapeutics for diseases
representing unmet medical needs and burdens to society, patients,
and their families.

                           Going Concern

The Company's current cash on hand is not sufficient to satisfy
its
operating cash needs for the 12 months from the filing its
Quarterly Report on Form 10-Q for the period ended June 30, 2024.
The Company believes that it has adequate cash on hand to cover
anticipated outlays into the third quarter of fiscal year 2024,
but
will need additional fundraising activities and cash on hand
during
the third quarter of fiscal year 2024. These conditions raise
substantial doubt regarding the Company's ability to continue as a
going concern for a period of one year after the date the
financial
statements are issued.

The Company will seek to fund its operations through public or
private equity or debt financings or other sources, which may
include collaborations with third parties. In May 2024, the
Company
raised capital through a registered financial offering. Adequate
additional financing may not be available to the Company on
acceptable terms, or at all. Should the Company be unable to raise
sufficient additional capital, the Company may be required to
undertake cost-cutting measures, including delaying or
discontinuing certain clinical activities.


RIC (LAVERNIA): Unsecureds be Paid in Full via Quarterly Payments
-----------------------------------------------------------------
RIC (Lavernia) LLC filed with the U.S. Bankruptcy Court for the
Western District of Texas a Disclosure Statement in support of Plan
of Reorganization dated December 9, 2024.

The Debtor is a Texas limited liability company that owns real
property located in Wilson County, Texas (the "Property"). The
Property does not generate income on a regular basis.

The Debtor's sole member and managing member is Romspen (Reomaster
II) Holdings, Inc., a Delaware corporation.

The Debtor is a special purpose entity formed to own the Property,
which was acquired at a non-judicial foreclosure sale conducted on
February 6, 2024. The Debtor has no other operations and does not
have any employees or other operational expenses. The Debtor has an
appraisal reflecting the Property valued at $7,390,000.00 as of
July 22, 2024.

The Debtor filed its bankruptcy schedules of assets and liabilities
and statement of financial affairs on July 17, 2024, and later
amended its schedules on August 15, 2024. The amended schedules
reflect assets valued at approximately $7,390,000.00 and
liabilities, including disputed liabilities, of approximately
$6,171,431.70.

There has been no income-generating business since the Petition
Date.

Under the Plan, the Debtor will continue to manage and operate the
Property and will acquire funding sufficient to complete the Plan
through contributions by the holder(s) of Equity Interests, which
will be sufficient to pay all Plan payments. Chapter 5 causes of
action (to the extent that there are any) may also provide
additional funds.

Class 5 shall consist of all Allowed Claims of Unsecured Creditors.
Class 5 creditors shall receive payment in full of the amount of
their Allowed Claims, without interest, in four quarterly
installments. Class 5 is Impaired.

Class 6 shall consist of the Debtor's Equity Interests. The holder
of the Debtor's Equity Interests will contribute new value
consisting of: (i) prior to the Effective Date, such amount which
shall be sufficient to pay all Class 1, 2, 4, and 5 payments that
are due on the Effective Date and in any month during the first
quarter after the Effective Date; and (ii) prior to the end of each
quarter after the Effective Date until all Plan payments are paid
in full, such amount which shall be sufficient to pay all Plan
payments in full when due. The holder of the Debtor's Equity
Interests will contribute such additional amounts as necessary to
fund payments for future taxes and development of the Property.

The Debtor will fund the Plan though contributions made by the
holder of Equity Interests sufficient to make Plan payments and to
fund future Debtor development activities and tax obligations. The
Debtor will also proceed with the Adversary Proceeding to determine
the validity of Milestone lien, and pursue any other Claim
objections, all to be funded by the holder of Equity Interests.
Chapter 5 causes of action (to the extent that there are any) may
also provide additional funds.

A full-text copy of the Disclosure Statement dated December 9, 2024
is available at https://urlcurt.com/u?l=G6xJTa from
PacerMonitor.com at no charge.

RIC (Lavernia) LLC is represented by:

     Kyle S. Hirsch, Esq.
     Bryan Cave Leighton Paisner LLP
     The Dallas Arts Tower
     2200 Ross Avenue, Suite 4200W
     Dallas, TX 75201
     Tel: (214) 721-8000
     Fax: (214) 721-8100
     Email: kyle.hirsch@bclplaw.com

                   About Ric (Lavernia) LLC

RIC (Lavernia) LLC is a Texas limited liability company that owns
real property located in Wilson County, Texas (the "Property").

The Debtor filed its voluntary petition for Chapter 11 protection
(Bankr. W.D. Tex. Case No. 24-51195) on June 27, 2024, listing $1
million to $10 million in assets and $100,000 to $500,000 in
liabilities.  Gianfriddo as authorized representative, signed the
petition.

Judge Michael M Parker oversees the case.

BRYAN CAVE LEIGHTON PAISNER LLP serves as the Debtor's legal
counsel.


RLI SOLUTIONS: Property Sale to Johnson Property for $2.8M OK'd
---------------------------------------------------------------
RLI Solutions Company received the green light from the U.S.
Bankruptcy Court for the Western District of Pennsylvania, to sell
its property free and clear of all liens, claims, encumbrances, and
interests.

The Debtor's property is located at the 161 S. Johnson Road,
Houston, Pennsylvania.

The Court has authorized the Debtor to sell the property to Johnson
Property LLC as the qualified and successful bidder for the
purchase price of $2,850,000.

The Court has determined that the Debtor, its professionals, and
other representatives have compiled good faith with the bid
procedures,  including by providing all Potential Bidders
reasonably likely to make a Qualified Bid with a reasonable
opportunity to obtain the necessary due diligence information and
to submit the materials required by the Bid Procedures Order by the
Bid Deadline.

The Debtor is a party to a valid assumed lease to NPL Construction
Company relating to the Real Estate. There are no existing monetary
defaults under the Lease.

The Johnson Property has offered to purchase the Property free and
clear of all liens, claims, encumbrances and interests, excluding
any assumed liabilities and permitted exceptions as set forth in
the agreement.

The Court held that Successful Bidder’s acquisition of the
Property shall be free and clear of any claims for successor
liability of any nature whatsoever.

The Court ordered that any liens shall attach to the sale of the
property with the same priority, validity, force, and effect as
existed with respect to the property and shall be paid from the
proceeds of the net of the customary closing expenses and after
payment of the surcharges for professionals.

The Court held that the lien of Steel Nation Buildings, Inc. shall
be divested from the real estate and transferred the lien to the
fund that is created following the closing of the sale of property.


The Court ordered that the net closing proceeds, after the
necessary payments shall be held in escrow by Counsel for the
Debtor until this dispute with Steel Nation Buildings, Inc. is
resolved by the Bankruptcy Court.

The Debtor is authorized to pay at closing the secured claims of
Norman Lane with the loan amount of $1,560,000.00, Washington
County Tax Claim Bureau with $1,450.71.

The Debtor is also directed to sell the Property free and clear of
liens  to pay those costs and expenses customarily paid at closing
on real estate transactions, including town, county and school
taxes, water, sewer and other similar expenses.

                 About RLI Solutions Company

RLI Solutions Company, doing business as Ronald Lane Inc., sought
protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr.
W.D. Pa. Case No. 22 21375) on July 17, 2022, listing as much as
$10 million in both assets and liabilities. Christopher Lane,
president of RLI Solutions Company, signed the petition.

Judge Gregory L Taddonio oversees the case.

Donald R. Calaiaro, Esq., at Calaiaro Valencik is the Debtor's
legal counsel.


ROCKY MOUNTAIN: Files for Creditor Protection Under CCAA
--------------------------------------------------------
RAD Industries Inc. announced on Dec. 19, 2024, that it has filed
an application with the Superior Court of Quebec (Commercial
Division) for Court protection under the Companies' Creditors
Arrangement Act.

Despite strong demand for its bikes during the pandemic, the
Company struggled to secure supplies due to shortages and rising
costs. Once the pandemic was over, the Company had to contend with
a sharp drop in selling prices.

As a result, margins have tightened, putting unprecedented
financial pressure on the Company. Rocky Mountain has no choice but
to initiate restructuring procedures to launch the Sales and
Investment Solicitation Process (SISP) to become a resilient and
successful long-term business.

By undertaking a restructuring process under the CCAA, the Company
will be able to avoid business interruption as much as possible and
reduce the resulting impacts of the current situation. The Company
will ask the Court to appoint Ernst & Young to act as Monitor under
the CCAA. Lavery de Billy is acting as Legal Counsel to the
Company.

          About Rocky Mountain

Rocky Mountain Bicycles has been designing, developing, and
perfecting mountain bikes in and around North Vancouver, BC, since
1981. The diverse playground of the North Shore has offered us the
ideal proving grounds for all kinds of riding. Split between our
R&D centre in North Vancouver (British Columbia) and our head
office in Saint-Georges (Quebec), our team has an impressive
heritage. We are a Canadian company with a global reach, and our
goal is to deliver an exceptional experience. From the moment you
throw a leg over one of our bikes, it's clear that they're made for
people who Love the Ride.


ROTI RESTAURANTS: Consummates Sale of 10 Restos to Broadpeak Group
------------------------------------------------------------------
Roti Restaurants, LLC and its affiliates, seek permission from the
U.S. Bankruptcy Court for the Northern District of Illinois,
Eastern Division, to sell restaurant operations, free and clear of
liens, claims, interests, and encumbrances.

The Debtors operate fast-casual Mediterranean restaurants under the
names "Roti Modern Mediterranean," "Roti Mediterranean Grill, "Roti
Bowls. Salads. Pitas.", and "Roti."

On December 16, 2024, the Debtors consummated the sale of 10 such
locations in Illinois to Broadpeak Group LLP.

The Debtors ask approval to sell to Broadpeak an additional four
locations in Washington, D.C.

Ira Bodenstein was appointed as the subchapter V trustee of the
case.

The Debtors seek to approve bidding procedures including Stalking
Horse Bid Protections for the Assets.

The Debtors serve notices of the Sale Motion, Amended Sale Motion,
Supplement, Second Supplement, and Third Supplement upon each party
required to receive such materials and conduct an auction sale of
substantially all assets, including leases for their 19 restaurant
locations on November 11 and 13, 2024.

The Sale resulted in the Debtor's determination that Broadpeak
Group, LLC was the winning bidder for leases at the following
locations, together with Roti's intellectual property, with a bid
of $4,000,000.

• 300 West Adams, Chicago;
• 33 North Dearborn, Chicago;
• 2109 Clearwater Dr, Oak Brook;
• 892 North Meacham Road, Schaumburg;
• 80 East Lake Street, Chicago (200 North Michigan Avenue);
• 1526 East 53rd Street, Chicago;
• 1000 W. North Ave Building C, Chicago (North & Sheffield
Commons);
• 1012 West Randolph Street, Chicago;
• 770 Skokie Boulevard, Northbrook; and
• 875 N Milwaukee Ave Unit 600 (Mellody Farm), Vernon Hills

The Court agreed the assumption and assignment of certain unexpired
leases of non-residential real property to which the Debtors are
lessees, and assume the leases for the Illinois locations, as well
as sell, assign, and transfer to Broadpeak or TKS.

Broadpeack started negotiations with the Debtors for the additional
purchase of leases for several of the Debtors’ other restaurant
locations, and the Debtors and Broadpeak reached an agreement for
the sale to Broadpeak of the following locations:

• 1747 Pennsylvania Avenue, NW, Washington DC;
• 1275 First St. NE, Washington, D.C. (NOMA);
• 1629 K Street NW, Washington, DC; and
• 1311 F. Street NW, Washington, DC

The Debtor indicates that its DC locations were offered for sale
during the auction, however no bids were received during the open,
competitive auction process.

Subsequently, Broadpeak expressed an interest in acquiring the four
locations for $290,000, a price which was calculated to cover the
Debtor's cure costs at each location, plus $15,000.

The Debtor asserts that the sale of the DC locations represent the
best offer and outcome for the assets and maximize recovery for the
Debtor's estates and their creditors.

The Debtor proposes to sell the asserts free and clear of liens,
claims, interests, and encumbrances.

                  About Roti Restaurants, LLC

Roti Restaurants own and operate fast-casual restaurants offering
Mediterranean menu with house-made meats, crisp vegetables, and
flavor-forward sauces.

Roti Restaurants, LLC, and its affiliates concurrently filed
voluntary petitions for relief under Chapter 11 of the Bankruptcy
Code (Bankr. N.D. Ill. Case No. 24-12410) on Aug. 23, 2024. The
petitions were signed by Justin Seamonds as manager. At the time of
filing, Roti Restaurants, LLC estimated $50,000 in assets and $1
million to $10 million in liabilities.

Judge Donald R. Cassling presides over the case.

Michael P. Richman, Esq. at RICHMAN & RICHMAN LLC represents the
Debtors as counsel. The Debtors hired Ravinia Capital LLC, led by
Thomas Goldblatt, as their investment banker.

The U.S. Trustee for Region 11 appointed Ira Bodenstein as
Subchapter V trustee for Roti Restaurants.


ROYALE ENERGY: Provides Updates to Black Gold IV, V Projects
------------------------------------------------------------
Royale Energy, Inc., disclosed in a Form 8-K filing with the U.S.
Securities and Exchange Commission updates to participants in its
drilling projects Black Gold IV, and Black Gold V.

The Company disclosed that the Katy 1H production revenue was
received in the week prior to Dec. 10, 2024, and will be on the
participants' monthly December distribution.  The Company also said
Black Gold V was closed for further investment in early October.

In May, Royale Energy received an offer from a major oil company to
purchase its interest in the Pradera Fuego field. After thorough
deliberation, Royale declined the offer, reaffirming its commitment
to developing the field alongside its investors.

Meanwhile, Ares Energy, the operator of the field and majority
owner with a 70% interest, decided to monetize its holdings. Over
the summer, Ares opened a data room to prospective buyers,
attracting interest from over 50 companies, including several major
oil firms, who signed non-disclosure agreements to review the
project's data.

After multiple rounds of negotiations following the submission of
bids in September, Ares initiated discussions for a Purchase and
Sale Agreement. During this process, Ares paused drilling
operations to focus on the sale, with plans to resume drilling upon
the transaction's completion.

This temporary delay in operations has yielded positive
developments. First, the interest shown by larger operators
underscores the substantial value of the Pradera Fuego field.
Additionally, the possibility of a well-capitalized new operator
could accelerate the drilling and development timeline. Should the
sale not proceed, Ares Energy will remain the operator, a favorable
outcome given its excellent track record of successfully drilling
the project's first seven wells and its strong collaboration with
Royale Energy.

A resolution is expected soon, after which a detailed update on the
timeline for resuming drilling operations will be provided.
Despite the temporary delay, investors in the Black Gold IV project
benefit from secured proven oil and natural gas reserves, the
Company said.

                         About Royale

El Cajon, Calif.-based Royale Energy, Inc. -- http://www.royl.com
-- is an independent oil and natural gas producer. Royale's
principal lines of business are the production and sale of oil and
natural gas, acquisition of oil and gas lease interests and proved
reserves, drilling of both exploratory and development wells, and
sales of fractional working interests in wells to be drilled by
Royale.

Ridgeland, Mississippi-based Horne LLP, the Company's auditor
since
2023, issued a "going concern" qualification in its report dated
April 12, 2024, citing that the Company has suffered recurring
losses from operations and its total liabilities exceed its total
assets. This raises substantial doubt about the Company's ability
to continue as a going concern.

Royale Energy reported a net loss of $1.83 million for the year
ended Dec. 31, 2023, compared to a net loss of $145,594 for the
year ended Dec. 31, 2022. As of June 30, 2024, Royale Energy had
$13,757,557 in total assets, $26,003,550 in total liabilities,
$24,664,543 in mezzanine equity, and $36,910,536 in total
stockholders' deficit.


SABER AUTOMOTIVE: Hires Totaro & Shanahan as Insolvency Counsel
---------------------------------------------------------------
Saber Automotive, LLC seeks approval from the U.S. Bankruptcy Court
for the Central District of California to employ Totaro & Shanahan,
LLP as general insolvency counsel.

The firm's services include:

     a. counselling the Debtor through meetings and phone calls,
discussions concerning the requirements of the Bankruptcy Code, the
Federal Rules of Bankruptcy Procedure, the Local Bankruptcy Rules,
and the United States Trustee Guidelines;

     b. documenting preparation or amendments concerning the
petition and schedules, status reports, review and consultation
concerning Monthly Operating Reports, and personal attendance at
all hearings, including but not limited to the Status Conference,
Initial Debtor Interview (IDI), the meeting of creditors pursuant
to Bankruptcy Code section 341(a) or any continuance thereof, all
status conferences; preparation of any first day motions and
employment applications and all hearing on motions, the disclosure
statement and plan;

     c. consulting with Debtor's representative concerning
documents needed and reports to be prepared and consultation with
real estate counsel re title and other issues;

    d. assisting debtor in preparation of documents for compliance
with the requirements of the Office of the United States Trustee
("OUST).

     e. negotiating with secured and unsecured creditors regarding
the payment of their claims;

     f. discussing with Debtor's representative concerning the
Disclosure Statement and plan of reorganization;

     g. preparing the Disclosure Statement and Chapter 11 Plan of
Reorganization and any amendment/ changes to the same unless filed
as a Sub-V case which does not require a disclosure statement;

     h. submitting of ballots to creditors, tally of ballots and
submission to the Court;

    i. responding to any objections to disclosure statement/ and or
plan;

    j. negotiating with creditors as to values, ect and the plan of
reorganization;

    k. responding to any motions for relief from stay, motions to
dismiss or any other motions or contested matter.

The firm will be paid at these rates:

     Attorneys              $550 per hour
     Paralegals             $150 per hour

The Debtor paid the firm a retainer of $17,500 to cover
pre-petition and post-petition work.

The firm will also be reimbursed for reasonable out-of-pocket
expenses incurred.

Michael R. Totaro, a partner at Totaro & Shanahan, LLP  disclosed
in a court filing that the firm is a "disinterested person" as the
term is defined in Section 101(14) of the Bankruptcy Code.

The firm can be reached at:

     Michael R. Totaro, Esq.
     Totaro & Shanahan, LLP
     P.O. Box 789
     Pacific Palisades, CA 90272
     Telephone: (310) 804 2157
     Email: Ocbatty@aol.com

              About Saber Automotive, LLC

Saber Automotive LLC is a limited liability company.

Saber Automotive LLC sought relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. C.D. Cal. Case No. 24-13090) on December 2,
2024. In the petition filed by Fardis Rezvani, as managing member,
the Debtor reports total assets of $32,500 and total liabilities of
$1,347,548.

The Debtor is represented by:

     Michael R. Totaro, Esq.
     TOTARO & SHANAHAN, LLP
     PO Box 789
     Pacific Palisades CA 90272
     Tel: (310) 804-2157
     E-mail: Ocbkatty@aol.com


SC SJ HOLDINGS: Judge to Likely Transfer Chap. 11 Case to Delaware
------------------------------------------------------------------
Alex Wittenberg of Law360 reports that on December 19, 2024, a
Delaware bankruptcy judge stated he was "highly likely" to transfer
the second Chapter 11 case of a San Jose, California hotel back to
Delaware.  This ruling would grant an early win to a lender who
contended that the case should be relocated and dismissed for being
filed in bad faith, the report states.

         About SC SJ Holdings and FMT SJ

San Ramon, California-based Eagle Canyon Management's SC SJ
Holdings LLC owns The Fairmont San Jose, an 805-room luxury hotel
located at 170 South Market St., San Jose, Calif.  The hotel is
near many of the largest Fortune 1000 corporations and is a popular
location for conferences and conventions, particularly in the
technology industry.

On March 5, 2021, SC SJ Holdings' affiliate, FMT SJ LLC, filed a
voluntary petition for relief under Chapter 11 of the Bankruptcy
Code (Bankr. D. Del. Case No. 21-10521). On March 10, 2021, SC SJ
Holdings sought Chapter 11 protection (Bankr. D. Del. Case No.
21-10549). The cases are jointly administered under Case No.
21-10549.

At the time of the filing, SC SJ Holdings disclosed assets of
between $100 million and $500 million and liabilities of the same
range. FMT SJ estimated assets of between $500,000 and $1 million
and liabilities of between $100 million and $500 million.

Judge John T. Dorsey is assigned to the case.

The Debtors tapped Pillsbury Winthrop Shaw Pittman, LLP, as their
bankruptcy counsel, Cole Schotz P.C. as local counsel, and Verity
LLC as financial advisor. Stretto is the claims agent and
administrative advisor.

                           2nd Attempt

SC SJ Holdings LLC sought protection for the second time under
Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Cal. Case No.
24-51685) on November 5, 2024. In its petition, the Debtor reports
assets and liabilities between $100 million and $500 million each.

Honorable Bankruptcy Judge Stephen L. Johnson handles the case.

The Debtor is represented by James Edward Till of Till Law Group.


SCORPIUS HOLDINGS: Incurs $10.55 Million Net Loss in Third Quarter
------------------------------------------------------------------
Scorpius Holdings, Inc., filed with the Securities and Exchange
Commission its Quarterly Report on Form 10-Q reporting a net loss
of $10.55 million on $922,365 of revenue for the three months ended
Sept. 30, 2024, compared to a net loss of $14.31 million on
$723,126 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 $24.49 million on $5.20 million of revenue compared to
a net loss of $41.17 million on $2.15 million of revenue for the
nine months ended Sept. 30, 2023.

As of Sept. 30, 2024, the Company had $46.53 million in total
assets, $21.99 million in total liabilities, and $24.54 million in
total stockholders' equity.

Scorpius Holdings said, "Adequate additional financing may not be
available to us on acceptable terms, or at all.  If we are unable
to raise capital when needed or on attractive terms, we would be
forced to delay, our operations.  These factors raise substantial
doubt about our ability to continue as a going concern for one year
after the financial statements are available to be issued.  To meet
our capital needs, we are considering multiple alternatives,
including, but not limited to, additional equity financings, which
include sales of our common stock under at-the-market offerings, if
available, debt financings, equipment sales leasebacks,
collaborations and other funding transactions.  This is based on
our current estimates, and we could use our available capital
resources sooner than we currently expect.  We will need to
generate significant revenues to achieve profitability, and we may
never do so.  Management has determined that there is substantial
doubt about our ability to continue as a going concern within one
year after the consolidated financial statements are available to
be issued."

A full-text copy of the Form 10-Q is available for free at:

https://www.sec.gov/ix?doc=/Archives/edgar/data/1476963/000155837024015721/scpx-20240930x10q.htm

                       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.


SEVEN RIVERS: Starts Subchapter V Bankruptcy Proceeding
-------------------------------------------------------
On December 15, 2024, Seven Rivers Leasing Corporation Inc. filed
Chapter 11 protection in the Western District of Arkansas.
According to court filing, the Debtor reports $796,716 in debt owed
to 1 and 49 creditors. The petition states that funds will be
available to unsecured creditors.

         About Seven Rivers Leasing Corporation Inc.

Seven Rivers Leasing Corporation Inc. is the fee owner (subject to
mortgage) of two hangars on land leased to it by Mena Airport.

Seven Rivers Leasing Corporation Inc. sought relief under
Subchapter V of Chapter 11 of the U.S. Bankruptcy Code (Bankr. W.D.
Ark. Case No. 24-72084) on December 15, 2024. In the petition filed
by total assets of $10,193,027 and total liabilities of $796,716.

Honorable Bankruptcy Judge Bianca M. Rucker handles the case.

The Debtor is represented by:

     Stanley V. Bond, Esq.
     BOND LAW OFFICE
     525 S. School Ave.
     Suite 100
     Fayetteville, AR 72701
     Tel: 479-444-0255
     Fax: 479-235-2827
     Email: attybond@me.com


SHANKARA LLC: Seeks Extension of Cash Collateral Use
----------------------------------------------------
Shankara, LLC asked the U.S. Bankruptcy Court for the Western
District of Louisiana, Lake Charles Division, for authority to use
cash collateral.

The company requires the use of cash collateral to pay operating
expenses including salaries, utilities, franchise fees, insurance
premiums and related expenses.

First Western SBLC, Inc. holds a first lien position on the
company's hotel property and particularly, the lender holds a lien
on rental income from the property, which constitutes its cash
collateral.

Shankara seeks to provide the lender with adequate protection for
its interests including periodic cash payments and a post-petition
lien on rental income to protect its security interests.

A court hearing is set for Jan. 15, 2025.

                     About Shankara LLC

Shankara, LLC sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. W.D. La. Case No. 24-20562) on December 12,
2024. In the petition signed by Sanjay Desai, manager/member, the
Debtor disclosed up to $500,000 in assets and up to $10 million in
liabilities.

Judge John W. Kolwe oversees the case.

Wade N. Kelly, Esq., at Wade N. Kelly LLC, represents the Debtor as
legal counsel.


SILVERGATE CAPITAL:Thwarts Activist Investor's Bankruptcy Challenge
-------------------------------------------------------------------
Alex Wolf of Bloomberg Law reports that the bankrupt parent company
of Silvergate Bank, Silvergate Capital Corp., defeated a challenge
from activist investor Joseph Stilwell, who sought to revoke the
company's control over its Chapter 11 proceedings.

At a hearing on December 19, 2024, U.S. Bankruptcy Judge Karen B.
Owens ruled that Silvergate Capital Corp. should have the
opportunity to proceed with its bankruptcy case as it sees fit,
without having to face a competing restructuring plan proposed by
Stilwell and his firm, Stilwell Activist Investments LP, according
to the report.

             About Silvergate Capital

Silvergate Capital operates as a bank holding company. The Company,
through its subsidiary Silvergate Bank provides a banking platform
for innovators, especially in the digital currency industry, and
developing product and service solutions addressing the needs of
entrepreneurs. Silvergate Capital serves customers in the United
States.

On Sept. 17, 2024, Silvergate Capital and two affiliates sought
Chapter 11 protection (Bankr. D. Del. Case No. 24-12158) on Sept.
17, 2024. In its petition, Silvergate Capital estimated assets
between $100 million and $500 million and estimated liabilities
between $10 million and $50 million.

The Debtors tapped CRAVATH, SWAINE & MOORE LLP as counsel;
RICHARDS, LAYTON & FINGER, P.A., as local bankruptcy counsel; and
ALIXPARTNERS, LLP, as financial advisor.


SINTX TECHNOLOGIES: Increases President's Severance Compensation
----------------------------------------------------------------
SINTX Technologies, Inc., disclosed in a Form 8-K filing with the
U.S. Securities and Exchange Commission that the Company entered
into an amendment to the previously executed Change in Control
Agreement with its Chief Executive Officer and President Eric K.
Olson.

The amendment increased the Severance Compensation from an amount
equal to one times Executive's highest Annual Salary with the
Company during the preceding three-year period to an amount equal
to two-times (2) times the Executive's highest Annual Salary with
the Company during the preceding three-year period, including the
year of such termination. All other provisions of the Agreement
remain the same.

The Company also entered into a Change of Control Agreement with
Gregg Honigblum, the Company's Chief Strategy Officer. Among other
things, the Change in Control Agreement provides that upon the
consummation of a change in control, all outstanding options,
restricted stock and other such rights held by the executive will
fully vest. Additionally, if a change in control occurs and at any
time during the one-year period following the change in control (i)
we or our successor terminate the executive's employment other than
for cause (but not including termination due to the executive's
death or disability) or (ii) the executive terminates his
employment for good reason, then such executive has the right to
receive (i) payment consisting of a lump sum payment equal to two
times his highest annual salary with us during the preceding
three-year period, including the year of such termination and
including bonus payments (measured on a fiscal year basis), but not
including any reimbursements and amounts attributable to stock
options and other non-cash compensation and (ii) continued health
insurance coverage under the Company's health plan for a period of
12 months following termination.

"Change in control" is defined in the Change of Control Agreement
as occurring upon: (i) any "person" (as such term is used in
Sections 13(d) and 14(d) of the Securities Exchange Act of 1934, as
amended) becoming the "beneficial owner" (as defined in Rule 13d-3
under the Exchange Act), directly or indirectly, of securities
representing 50% or more of the total voting power represented by
our then outstanding voting securities (excluding securities held
by us or our affiliates or any of our employee benefit plans)
pursuant to a transaction or a series of related transactions which
our board did not approve; (ii) a merger or consolidation of our
company, other than a merger or consolidation which would result in
our voting securities outstanding immediately prior thereto
continuing to represent at least 50% of the total voting securities
or such surviving entity or parent of such corporation outstanding
immediately after such merger or consolidation; (iii) the approval
by our stockholders of an agreement for the sale or disposition of
all or substantially all of our assets; (iv) or a change in the
composition of the Board of Directors whereby individuals who were
members of the Board of Directors immediately prior to the
agreement cease to constitute a majority of the Board of Directors.
As defined in the agreements, "cause" means: (i) the executive's
commission of a felony (other than through vicarious liability or
through a motor vehicle offense); (ii) the executive's intentional
misconduct that causes material harm to the Company, provided that
such misconduct is not rectifiable or remains uncorrected after
written notice and a 30-day cure period; (iii) the commission by
the executive of an act of fraud, embezzlement or misappropriation
of funds; (iv) a material breach by the executive of any material
provision of any agreement to which the executive and we are party,
which breach is not cured within 30 days after our delivery to the
executive of written notice of such breach; or (v) the executive's
refusal to carry out a lawful written directive from our board.
"Good reason" as defined in the agreements means, without the
executive's consent: (i) a change in the principal location at
which the executive performs his duties to a new work location that
is at least 500 miles from the prior location; or (ii) a material
change in the executive's compensation, authority, functions,
duties or responsibilities, which would cause his position with us
to become of less responsibility, importance or scope than his
prior position, provided, however, that such material change is not
in connection with the termination of the executive's employment
with us for any reason.

In the event that an officer entitled to receive or receives
payment or benefit under the Change in Control Agreements, or under
any other plan, agreement or arrangement with us, or any person
whose action results in a change in control or any other person
affiliated with us and it is determined that the total amount of
payments will be subject to excise tax under Section 4999 of the
Internal Revenue Code, or any similar successor provisions, we will
be obligated to pay such officer a "gross up" payment to cover all
taxes, including any excise tax and any interest or penalties
imposed with respect to such taxes due to such payment. Under the
Agreement, Mr. Olson's receipt of such severance payments is
subject to his execution and delivery of a general release of
claims in favor of the Company.

                        About SINTX Technologies

Headquartered in Salt Lake City, Utah, SINTX Technologies, Inc. --
https://ir.sintx.com/ -- is an advanced ceramics company that
develops and commercializes materials, components, and
technologies
for biomedical, technical, and antipathogenic applications. The
core strength of SINTX Technologies is the manufacturing,
research,
and development of advanced ceramics for external partners.

Lehi, Utah-based Tanner LLC, the Company's auditor since 2017,
issued a "going concern" qualification in its report dated March
27, 2024, citing that the Company has recurring losses from
operations and negative operating cash flows and needs to obtain
additional financing to finance its operations. These issues raise
substantial doubt about the Company's ability to continue as a
going concern.


SKILLZ INC: Repurchases Shares from WPH, Wildcat for $6.8MM
-----------------------------------------------------------
Skillz Inc. disclosed in a Schedule 13D filing with the U.S.
Securities and Exchange Commission that on December 10, 2024,
Wildcat Capital Management, LLC, and Wildcat Partner Holdings, LP,
each entered into a Share Repurchase Agreement with the Company.

Pursuant to the Share Repurchase Agreements, the Company agreed to
repurchase 961,532 shares of Class A Common Stock from WPH at a
price of $7.00 per share, for total proceeds of $6,730,724.00 and
18,316 shares of Class A Common Stock from Wildcat Capital
Management, LLC at a price of $7.00 per share, for total proceeds
of $128,212.00. The Share Repurchase Agreements contain customary
representations and warranties, and closed on December 10, 2024.

                          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 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."


SKOPIMA CONSILIO: Moody's Affirms 'B3' CFR, Outlook Remains Stable
------------------------------------------------------------------
Moody's Ratings affirmed Skopima Consilio Parent LLC's ("Consilio")
B3 corporate family rating and B3-PD probability of default rating.
Moody's also assigned a B3 rating to Consilio's new senior secured
first-lien credit facilities, which includes a new $1,982 million
senior secured first-lien term loan due 2028 and a new $95 million
senior secured first-lien revolving credit facility due 2028. The
outlook remains stable.

Net proceeds from the new term loan will be used to fully repay
Consilio's existing $284 million privately placed senior secured
second-lien term loan rated Caa2 and to refinance the existing
first-lien term loan. The ratings on the existing first-lien credit
facility and second-lien term loan were also reviewed and will be
withdrawn upon transaction close. The remaining proceeds are
expected to be used to pay associated transaction fees and expenses
and increase cash on the balance sheet. Moody's view the repricing
of the first-lien debt, maturity extension of the revolver, and
repayment of the second-lien term loan as a positive liquidity
development because it lowers interest expense, which will
contribute to higher cash flows.

RATINGS RATIONALE

The B3 corporate family rating for Skopima Consilio Parent LLC
("Consilio"), a Washington, D.C.- based provider of electronic
discovery, document review and consulting services to corporations
and law firms, reflects the company's high financial leverage with
debt-to-EBITDA of 6.6x (including Moody's adjustments) as of the
last twelve months ended September 30, 2024, the company's
aggressive expansion strategy through debt-funded acquisitions, and
the event-driven nature of the company's business. Moreover, the
company operates in a highly competitive and cyclical industry with
modest customer concentration.

The credit profile also reflects Consilio's strong competitive
position with global scale and end-to-end service and technology
offerings that span the entire eDiscovery process, strong EBITDA
margins, and Moody's expectation that it will continue to benefit
from positive industry growth trends, such as increased legal
spend. In addition, Moody's expect continued revenue and EBITDA
growth to lead to a reduction in leverage during the next 12 to 18
months, as well as an improvement in free cash flow generation.

The company's concentrated equity ownership presents governance
risks with respect to potentially aggressive financial strategies,
such as incremental dividend distributions and debt-financed
acquisitions that could weaken its credit profile.

Consilio's good liquidity profile is supported by a cash balance of
$54 million at September 30, 2024 and a new $95 million revolving
credit facility expiring 2028 that is undrawn. Moody's expect that
Consilio will generate positive free cash flow over the next 12-18
months, providing sufficient coverage for required annual term loan
amortization of about $20 million, paid quarterly. There are no
financial maintenance covenants applicable to the term loans, but
the revolver is subject to a springing maximum senior secured
first-lien leverage ratio of 7.5x, tested quarterly, if the amount
drawn exceeds more than 35% ($33.25 million) of the revolving
credit facility. Moody's expect that the company would maintain
covenant compliance over the next 12-15 months if the covenant
utilization threshold is triggered.

The pro forma debt capital is comprised of a $95 million first-lien
senior secured revolving credit facility due 2028 and a $1.98
billion first-lien senior secured term loan due 2028 that includes
the proposed incremental term loan. The B3 rating assigned to the
senior secured first-lien credit facility (revolver and term loan)
is in line with the company's B3 CFR as there is no other material
debt in the capital structure following the company's proposed
repayment of its second-lien term loan. The first-lien credit
facility is secured by a first priority perfected lien on
substantially all of the present and future acquired assets of the
borrower and the guarantors (including all fee-owned property, with
some exclusions). The first-lien credit facility is unconditionally
guaranteed jointly and on a senior secured basis by the parent
company and each existing and subsequently acquired direct or
indirect wholly-owned U.S. restricted subsidiary of the borrower.

The stable outlook reflects Moody's expectation that management
will continue to integrate its recent acquisitions and realize cost
savings, leading to EBITDA margin improvement. Moody's project
Consilio will generate low to mid-single digit organic revenue
growth, and expect debt-to-EBITDA leverage to decrease towards 6.0x
(including Moody's adjustments) while maintaining a healthy
liquidity position.

A comprehensive review of all credit ratings for the respective
issuer(s) has been conducted during a rating committee.

FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS

Ratings could be upgraded if the company reduces Debt-to-EBITDA
leverage to under 6.0x (including Moody's adjustments), with free
cash flow-to-debt increasing towards 5% with the expectation that
management will maintain these improved metrics over time. An
improvement in the company's liquidity position and maintaining
more balanced financial policies would also support a ratings
upgrade.

Ratings could be downgraded if Moody's expect Consilio's
debt-to-EBITDA leverage to increase above 7.5x or if its liquidity
profile weakens. A negative rating action can also be taken if
Moody's expect FCF-to-debt to turn negative over an extended
period, or profitability margins decline.

Headquartered in Washington, D.C., Consilio provides electronic
discovery, document review and consulting services to corporations
and law firms globally. Consilio is majority owned by affiliates of
financial sponsor Stone Point Capital LLC, with minority stakes
held by Aquiline Capital Partners and management. For the last
twelve months ended September 30, 2024 the company's revenue was
over $1.1 billion.

The principal methodology used in these ratings was Business and
Consumer Services published in November 2021.


SKY FITNESS 24/7: Court OKs Interim Use of Cash Collateral
----------------------------------------------------------
The U.S. Bankruptcy Court for the District of South Carolina
approved Sky Fitness 24/7, LLC's interim use of cash collateral.

Sky Fitness was authorized to use the cash collateral of its
secured creditors in accordance with its interim budget (with a 10%
variance) until a final hearing is held.

The interim budget shows projected expenses of $51,830.13 for
December and $51,484.47 for January 2025.

The U.S. Small Business Administration, MD Leasing, Inc., and Venus
Concept USA, Inc. may assert liens in the company's personal
property, including, but not limited to, the company's accounts,
receivables and payment rights. This personal property constitutes
the company's cash collateral.

As adequate protection, the secured creditors were granted
replacement liens on post-petition cash collateral to the same
extent and with the same validity and priority as their
pre-bankruptcy liens.

The next hearing is scheduled for Jan. 16, 2025.

                       About Sky Fitness 24/7

Sky Fitness 24/7, LLC filed Chapter 11 petition (Bankr. D. S.C.
Case No. 24-04316) on December 2, 2024, with up to $50,000 in
assets and up to $500,000 in liabilities. Nicole Eberhardt, manager
of Sky Fitness, signed the petition.

Robert Pohl, Esq., at Pohl Bankruptcy, LLC, represents the Debtor
as bankruptcy counsel.


SMOKIN' DUTCHMAN: Unsecureds Will Get 10% of Claims in Plan
-----------------------------------------------------------
Smokin' Dutchman Holdings, LLC, f/k/a Smokin Dutchman LLC, filed
with the U.S. Bankruptcy Court for the Western District of Michigan
a Combined Disclosure Statement and Plan of Reorganization dated
December 9, 2024.

The Debtor, Smokin' Dutchman Holdings, LLC, as a Michigan Limited
Liability Company formed in 2017 under the name of Smokin'
Dutchman, LLC. The sole members of the Debtor were from the
beginning and still are Krage Fox and Michael Kakabeeke.

The Debtor operates four restaurants as a franchisee of Dickey's
Barbecue Restaurant, Inc. The restaurants are located in Kalamazoo,
Michigan; Jenison, Michigan; Holland, Michigan; and Rockford,
Michigan.

The Debtor commenced the Chapter 11 case in an effort to
reorganize. This will include the Debtor taking action to
terminate, revoke, or rescind its franchise agreements with
Dickey's. The Debtor is attempting to negotiate a resolution with
Dickey's. If the Debtor is unable to negotiate a resolution it will
retain special counsel to bring an action to provide the remedies
the Debtor needs to move forward.

During the course of the Chapter 11 Case the Debtor has continued
to operate all four locations. The Debtor has been in negotiations
with Dickey's to terminate its relationship with Dickey's to allow
the Debtor to continue operations as a restaurant free of any
restrictions or obligations under the Dickey's franchise
agreements. The negotiations may include the Debtor selling one or
more of its locations to a Buyer who would operate as a Dickey's
franchisee.

The Debtor's Plan will pay secured creditors the allowed amount of
their secured claim based upon their priority and a determination
of their secured status as allowed. The proposed treatment for each
creditor. The Debtor believes that only the Huntington National
Bank and the U.S. Small Business Administration will hold secured
claims. This is based upon the value of the Debtor's assets and
priority of the secured creditor's security interest.

This Plan of Reorganization proposes to pay creditors of the Debtor
from cash flow from operations.

Class 4 consists of all non-priority unsecured claims. The Debtor
estimates the total claims in this Class will be approximately
$1,807,000. Class 4 is impaired by this Plan. The claims in this
class shall be paid 10% of the allowed amount of their claims. The
claims in this class shall be paid a pro rata share of monthly
installments of $1,000 commencing January 15, 2026. The monthly
installments shall increase by $1,000 per month on January 15 of
each year. Payments shall continue until the claimants in the class
receive at least 10% of the allowed amount of their claims.

Class 5 consists of equity interests of the Debtor. The sole
claimants in this class is Krage Fox and Michael Kakabeeke. Each
holds 50% of the membership interests in the Debtor. Class 5 is
unimpaired by this Plan. The equity interest holders will retain
their equity interests under this Plan.

The Debtor will implement the Plan by continuation of its business
operations and making the payments from its ongoing cash flow. In
addition, any amounts received in any litigation with Dickey's
after payment of the expenses of the litigation shall be used to
make the payments under the Plan.

A full-text copy of the Combined Disclosure Statement and Plan
dated December 9, 2024 is available at
https://urlcurt.com/u?l=hsQPRS from PacerMonitor.com at no charge.

Attorneys for the Debtor:

     Perry G. Pastula, Esq.
     Dunn, Schouten & Snoap
     2745 De Hoop Avenue SW
     Wyoming, MI 49509
     Tel: (616) 538-6380
     Fax: (616) 538-4414
     
              About Smokin' Dutchman Holdings

Smokin' Dutchman Holdings is a Dickey's Barbecue Restaurants
franchisee.

Smokin' Dutchman Holdings sought relief under Chapter 11 of the
U.S. Bankruptcy Code (Bankr. W.D. Mich. Case No. 24-02343) on Sept.
9, 2024, with total assets of $100,000 to $500,000 and total
liabilities of $1 million to $10 million. Krage Fox, a member of
Smokin' Dutchman Holdings, signed the petition.

The Debtor is represented by Perry Pastula, Esq., at Dunn, Schouten
& Snoap, P.C.


SPIRIT AIRLINES: Court OKs Sale of 23 Airbus Jets to GA Telesis
---------------------------------------------------------------
The United States Bankruptcy Court for the Southern District of New
York has granted definitive approval for Spirit Airlines to
complete the previously announced sale of 23 Airbus A320 and A321
aircraft to GA Telesis. On December 7, 2024, the same court
approved the sale of the first five aircraft, with this latter
ruling being for the remaining 18 aircraft. This approval marks a
significant milestone in Spirit's restructuring process and clears
the path for finalizing the transaction, initially unveiled on
October 24, 2024. GA Telesis is in the process of processing the
first deliveries from Spirit.

The agreement, part of Spirit's broader fleet optimization and
liquidity strategy, involves the sale of 15 Airbus A320 and 8
Airbus A321 aircraft to GA Telesis. The closing of this sale is
expected to occur over a specified period, allowing Spirit to
accelerate its restructuring efforts while continuing to streamline
its operations.

"We are thrilled that the court delivered a conclusive decision on
such an expedited timeline," stated Marc Cho, President of LIFT,
the leasing and trading division of GA Telesis. "This approval
underscores the collaborative efforts of all parties involved, and
we look forward to closing this transaction swiftly and supporting
Spirit as it executes its restructuring plan."

The deal reaffirms GA Telesis' position as a leader in aviation
asset management and underscores its continued commitment to
providing strategic solutions for airlines seeking innovative
solutions.

          About GA Telesis

GA Telesis, a global leader in aerospace solutions, is renowned for
its unmatched excellence in aftermarket services and lifecycle
management. The GA Telesis Ecosystem(TM) is a vast global network
spanning 54 locations in 30 countries on six continents. The
company's integrated solutions include parts and distribution
services, logistics solutions, inventory management, leasing and
financing, engine overhaul, and MRO services.

GA Telesis is committed to sustainability through innovative
sustainability initiatives and advanced technologies, including
digital transformation, and using advanced materials. The company's
aerospace systems and connected aircraft technologies drive
efficiency and performance, while its MRO network and 24/7 AOG
support provide unparalleled reliability.

                     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 prearranged
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.


STARWOOD PROPERTY: Fitch Gives BB+(EXP) Rating on $400MM Notes
--------------------------------------------------------------
Fitch Ratings has assigned an expected 'BB+(EXP)' rating to
Starwood Property Trust, Inc.'s planned issuance of $400 million of
senior unsecured sustainability notes maturing in 2030. Proceeds
from the proposed issuance are expected to be used for general
corporate purposes, including to repay the firm's outstanding
December 2024 notes. The fixed rate of interest and final maturity
date will be determined at the time of issuance.

Key Rating Drivers

The expected rating on the new senior unsecured sustainability
notes is equalized with the ratings assigned to Starwood's existing
senior unsecured debt as the new notes will rank equally in the
capital structure. The unsecured debt rating is equalized with
Starwood's 'BB+' Long-Term Issuer Default Rating (IDR), reflecting
the availability of unencumbered assets and average recovery
prospects for creditors in a stress scenario.

Fitch expects this transaction will be neutral to Starwood's
leverage, given that proceeds will be used to repay existing
borrowings. Starwood's leverage, calculated by Fitch as gross
debt-to-tangible equity, including off-balance sheet, non-recourse
funding adding back accumulated depreciation on real estate to
tangible equity, was approximately 3.4x at Sept. 30, 2024.

Fitch believes it is appropriate to add accumulated depreciation on
the real estate portfolio back to tangible equity, as the firm has
a strong track record of recognizing the gross book value of the
portfolio at exit. Fitch notes that leverage would be considerably
lower, at 2.1x, if all non-recourse borrowings were excluded from
the calculation.

Starwood's ratings reflect the strength of its affiliation with
Starwood Capital Group, which provides access to deal flow and deep
industry and collateral expertise. The affiliation also provides a
solid market position within Starwood Capital Group's core
segments, the relative diversity of its business model, consistent
operating performance, appropriate leverage, diverse and
well-laddered funding profile, and solid liquidity.

The challenging commercial real estate operating environment and
its impact to credit quality weighs on Fitch's rating assessment of
Starwood and its peers. Rating constraints also include Starwood's
largely secured funding profile and reliance on wholesale funding
sources.

The Stable Outlook reflects Fitch's view that Starwood's credit
quality will remain relatively solid compared to peers in a
deteriorating operating environment, exhibited by low credit
losses. Furthermore, the Stable Outlook incorporates Fitch's
expectation that Starwood will generate stable and consistent
earnings and maintain leverage at a level appropriate for the risk
profile of the portfolio. Fitch also expects the company to
opportunistically issue unsecured debt, to maintain its funding
flexibility, appropriately manage its debt maturity profile and
maintain solid liquidity.

RATING SENSITIVITIES

Factors that Could, Individually or Collectively, Lead to Negative
Rating Action/Downgrade

- A sustained increase in Fitch-calculated leverage, including all
non-recourse debt, above 5x and/or a sustained increase in
company-calculated leverage above 3.0x;

- A sustained reduction in the proportion of unsecured debt funding
below 10%;

- A material deterioration in credit performance that results in
write-offs above longer-term historical levels;

- An inability to maintain sufficient liquidity relative to
near-term debt maturities, unfunded commitments and margin call
potential;

- A reduction in business line diversity due to a material shift in
strategy;

- A reduction in core earnings and earnings coverage of the
dividend.

Factors that Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade

- A sustained increase in the proportion of unsecured debt
approaching 35% of total debt;

- The maintenance of leverage at-or-below 3x on a Fitch-calculated
basis, including on-balance sheet non-recourse debt;

- The maintenance of strong asset quality performance;

- Consistent core earnings generation;

- The maintenance of a solid liquidity profile.

DEBT AND OTHER INSTRUMENT RATINGS: KEY RATING DRIVERS

The expected rating on the new senior unsecured sustainability
notes is equalized with the ratings assigned to Starwood's existing
senior unsecured debt as the new notes will rank equally in the
capital structure. The unsecured debt rating is equalized with
Starwood's Long-Term IDR, reflecting the availability of
unencumbered assets and average recovery prospects for creditors in
a stressed scenario.

DEBT AND OTHER INSTRUMENT RATINGS: RATING SENSITIVITIES

The expected rating on the unsecured sustainability notes is
sensitive to changes to Starwood's Long-Term IDR, unsecured funding
mix and the level of unencumbered balance sheet assets relative to
outstanding unsecured debt. An increase in secured debt and/or a
sustained decline in the level of unencumbered assets, which
weakens recovery prospects on the unsecured debt, could result in
the unsecured debt ratings being notched down from the Long-Term
IDR.

Date of Relevant Committee

June 11, 2024

ESG Considerations

The highest level of ESG credit relevance is a score of '3', unless
otherwise disclosed in this section. A score of '3' means ESG
issues are credit-neutral or have only a minimal credit impact on
the entity, either due to their nature or the way in which they are
being managed by the entity. Fitch's ESG Relevance Scores are not
inputs in the rating process; they are an observation on the
relevance and materiality of ESG factors in the rating decision.

   Entity/Debt             Rating           
   -----------             ------           
Starwood Property
Trust, Inc.

   senior unsecured    LT BB+(EXP)  Expected Rating


STARWOOD PROPERTY: Moody's Rates New $400MM Unsecured Notes 'Ba3'
-----------------------------------------------------------------
Moody's Ratings has assigned a Ba3 rating to Starwood Property
Trust, Inc.'s (STWD) new $400 million senior unsecured
sustainability notes due 2030. Net proceeds from the transaction
will be used to refinance STWD's $400 million outstanding senior
unsecured sustainability notes due December 2024. Starwood Property
Trust, Inc.'s Ba2 corporate family rating and Ba3 senior unsecured
rating, and Starwood Property Mortgage, LLC's Ba2 senior secured
bank credit facility rating were unaffected by this transaction.
Starwood Property Trust, Inc.'s outlook is stable.

RATINGS RATIONALE

The Ba3 rating assigned to Starwood Property Trust, Inc.'s senior
unsecured debt reflects its effectively subordinated, lower
priority of claim on STWD's earning assets compared to secured
lenders. A material increase in recourse secured indebtedness would
put downward pressure on STWD's Ba3 long-term senior unsecured
rating.

STWD's Ba2 CFR reflects the company's track record of strong asset
quality, prominent competitive position in multiple commercial real
estate (CRE) businesses that provide greater revenue diversity
compared to peers, effective liquidity management, and its
affiliation with Starwood Capital Group, the well-established CRE
investment and asset management firm. STWD has diverse funding
sources and a manageable distribution of debt maturities. It
maintains a solid capital cushion given the composition of its
earning assets, although increasing investment activity could lead
to a modest rise in leverage. STWD's ratings are constrained by its
reliance on confidence-sensitive secured funding and its high
exposure to the inherent cyclicality of the CRE industry.

The stable outlook reflects Moody's view that although there may be
weakening in asset quality, STWD's capital position and funding
profile will remain stable over the next 12-18 months.

FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATING

Moody's could upgrade STWD's ratings if the company: 1) further
diversifies its funding sources to include additional senior
unsecured debt and lower reliance on market-sensitive repurchase
facilities; 2) maintains strong, stable profitability and low
credit losses; and 3) maintains a strong capital position.

STWD's ratings could be downgraded if the company: 1) experiences a
material deterioration in asset quality; 2) weakens its capital
position; 3) increases exposure to volatile funding sources or
otherwise encounters material liquidity challenges; 4) rapidly
accelerates growth; or 5) suffers a sustained decline in
profitability.

The principal methodology used in this rating was Finance Companies
published in July 2024.


STEWARD HEALTH: Vendors Raise Payment Concerns
----------------------------------------------
Alex Wolf of Bloomberg Law reports that Steward Health Care System
LLC, now in bankruptcy, is working to sell its remaining assets
while pursuing a consensual liquidation plan, a company attorney
told vendors concerned about payment delays.

The defunct private healthcare network has requested additional
time but remains hopeful about developing a Chapter 11 wind-down
plan to repay lenders and priority creditors, according to David
Cohen of Weil Gotshal & Manges LLP. Speaking at a status hearing on
Friday, December 20, 2024, in the U.S. Bankruptcy Court for the
Southern District of Texas, Cohen did not provide a specific
timeline for submitting the proposal, the report relates.

     About Steward Health Care

Steward Health Care System, LLC owns and operates the largest
private physician-owned for-profit healthcare network in the U.S.
Headquartered in Dallas, Texas, Steward's operations include 31
hospitals in eight states, approximately 400 facility locations,
4,500 primary and specialty care physicians, 3,600 staffed beds,
and nearly 30,000 employees. Steward Health Care provides care to
more than two million patients annually.

Steward and 166 affiliated debtors filed Chapter 11 petitions
(Bankr. S.D. Texas Lead Case No. 24-90213) on May 6, 2024. Judge
Christopher M. Lopez oversees the cases.

The Debtors tapped Weil, Gotshal & Manges, LLP as bankruptcy
counsel; McDermott Will & Emery as special corporate and regulatory
counsel; AlixPartners, LLP as financial advisor and John Castellano
of AlixPartners as chief restructuring officer. Lazard Freres & Co.
LLC, Leerink Partners LLC, and Cain Brothers, a division of KeyBanc
Capital Markets Inc., provide investment banking services to the
Debtors. Kroll is the claims agent.

Susan N. Goodman is the patient care ombudsman appointed in the
Debtors' cases.


STOKES INC: Gets CCAA Stay Order; E&Y Named as Monitor
------------------------------------------------------
Stokes Inc. filed a petition in the Superior Court of Quebec for
the district of Montreal sitting as the designated tribunal
pursuant to the Companies' Creditors Arrangement Act issued
respectively a first day initial order and an amended and restated
initial order declaring that the Company is a debtor company to
which the CCAA applies, appointing Ernst & Young Inc. as monitor
and granting certain relief measures to the Company.  The Court
number assigned for this matter is 500-11-064901-248.

In virtue of Section 23 of the CCAA, a copy of the initial order
must be made available to the creditors and accordingly, you may
obtain a copy of the first day initial order and amended and
restated initial order together with other information pertaining
to the CCAA proceedings of the Company, from the monitor's website
at https://www.ey.com/ca/stokes.

In February 2020, the Company filed a notice of intention to make a
proposal under the Bankruptcy and Insolvency Act, which was later
converted to CCAA proceedings.  During the restructuring which took
place during the COVID-19 pandemic that severely impacted the
retail business in Canada and elsewhere, the Company closed and
liquidated approximately 40 stores.

As part of the 2020 restructuring, the Company engaged FAAn
Advisors Group Inc as CRO to assist in its restructuring efforts.
The CRO's mandate included identifying and implementing
restructuring initiatives, closing certain stores, liquidating
assets and developing a proposal for creditors.  The CRO has
continued to assist the Company after the completion of the 2020
restructuring and up to this date.

The 2020 restructuring led to creditor of the Company's proposed
plan of compromise and arrangement, allowing the Company to exit
CCAA protection in February 2021.  The distribution to creditors
have been paid in accordance with the 2020 plan and the monitor's
certificate of  performance was filed on Feb. 1, 2023.

Person requiring further information not available on the website
or who have additional questions should communicate with the
monitor by phone at 1-844-479-5034 or by email at
stokes.monitor@ca.ey.com.

Monitor can be reached at:

   Ernst & Young Inc.
   900 Boulevard de Maisonneuve Quest
   Suite 2300
   Montreal, Quebec H3A 0A8

   Martin Rosenthal
   Email: Martin.Rosenthal@parthenon.ey.com

   Andrade Morabito
   Email: andrade.morabito@parthenon.ey.com

   Christina Gamache
   Email: christina.gamache@parthenon.ey.com

Counsel for the Monitor:

   McCarthy Tetrault LLP
   2100 - 1000 De La Gauchetiere Street West
   Montreal, QC H3B 0A2
   Email: notification@mccarthy.ca

   Hugo Babos-Marchand
   Tel: 514-397-4156
   Email: hbmarchand@mccarthy.ca

   Jocely Perrault
   Tel: 514-397-7092
   Email: jperrault@mccarthy.ca

   Marc-Etienne Boucher
   Tel: 514-397-5463
   Email: meboucher@mccarthy.ca

Counsel for the Company:

   Olser Hoskin & Harcourt LLP
   2100 - 1000 De La Gauchetiere Street West
   Montreal, QC H3B 4W5

   Sandra Abitan
   Tel: 514-904-5648
   Email: sabitan@osler.com

   Julien Morissette
   Tel: 514-904-5385
   Email: jmorissette@osler.com

   Ilia Kravtsov
   Tel: 514-904-5385
   Email: ikravtsov@osler.com

   Jack Little
   Tel: 514-904-5398
   Email: jlittle@osler.com

Stokes Inc. is a family-owned Canadian retailer of kitchenware and
tableware.


SURVWEST LLC: Has Deal on Cash Collateral Access
------------------------------------------------
Survwest LLC asked the U.S. Bankruptcy Court for the District of
Colorado for authority to use cash collateral in accordance with
its agreement with TBK Bank and the U.S. Small Business
Administration.

To pay necessary operating expenses, Survwest must use cash in
which various creditors claim an interest.

As of the petition date, the company maintained a bank account at
TBK Bank with a total balance of approximately $177,000. These
funds constitute cash collateral of TBK Bank.

Meanwhile, the company has other assets that may be converted to
cash collateral during the pendency of its Chapter 11 case. The
value of these assets that may be converted to cash collateral
totals $2.8 million.

Aside from TBK Bank and the SBA, the other lenders that may assert
liens on cash collateral are DMKA LLC, Funders App LLC, RDM Capital
Funding, LLC, Cambridge Advance, LLC, and Cromwell Capital.

Under its agreement with TBK Bank and the SBA, Survwest may use
cash collateral for the period from Jan. 1 to March 31, 2025. The
company will make the payments specified in its budget to lenders
starting on Jan. 1 and continuing thereafter on the first day of
each month during the pendency of the case.

As adequate protection, the lenders will be granted security
interests in Survwest' debtor- in-possession deposit accounts in
the same order of priority as the lenders' security interests as of
the petition date pursuant to applicable state law, which will be
deemed perfected immediately upon entry of a court order.

To the extent required, the lenders will be granted relief from the
automatic stay to continue their perfection as required by
applicable law.

Lenders will be entitled to superpriority administrative expense
claims to the extent that the provision of adequate protection in
the form of replacement liens, monthly payments and security
interests are insufficient to compensate for any diminution in the
value of their interests in the cash collateral.

                        About SurvWest LLC

SurvWest LLC, formerly known as SurvTech Solutions LLC, is a
diversified engineering firm specializing in surveying and mapping;
subsurface utility engineering (SUE); and utility coordination for
clients across the United States.

SurvWest filed Chapter 11 petition (Bankr. D. Colo. Case No.
24-15214) on September 6, 2024, with total assets of $7,301,456 and
total liabilities of $9,447,402. Mathew Barr, president, signed
the
petition.

Judge Thomas B. Mcnamara handles the case.

The Debtor is represented by David V. Wadsworth, Esq., at Wadsworth
Garber Warner Conrardy, P.C.


SUSHI GARAGE: Hires Herrington Tax Services as Tax Preparer
-----------------------------------------------------------
Sushi Garage, LLC seeks approval from the U.S. Bankruptcy Court for
the Southern District of Florida to employ Herrington Tax Services
as Tax Preparer.

The firm will provide these services:

     a. prepare, finalize and file federal form 1065 for the fiscal
years of 2022 and 2023; and

     b. review internal accounting and propose necessary
adjustments for tax return purposes for the years 2022 and 2023
(the "Tax Services").

The firm will be paid at $1,500 to $5,000.

The firm will also be reimbursed for reasonable out-of-pocket
expenses incurred.

Thomas Herrington, a partner at Herrington Tax Services, disclosed
in a court filing that the firm is a "disinterested person" as the
term is defined in Section 101(14) of the Bankruptcy Code.

The firm can be reached at:

     Thomas Herrington, Esq.
     Herrington Tax Services
     2104 N 14th Terrace,
     Hollywood, FL 33020

              About Sushi Garage, LLC

Sushi Garage, LLC, doing business as Sushi Garage Miami Beach, is a
Japanese restaurant in Miami Beach, Fla.

The Debtor filed a petition under Chapter 11, Subchapter V of the
Bankruptcy Code (Bankr. S.D. Fla. Case No. 24-12354) on March 12,
2024, with $1 million to $10 million in both assets and
liabilities. Jonas Millan, managing member, signed the petition.

Judge Laurel M. Isicoff presides over the case.

Jacqueline Calderin, Esq., at Agentis, PLLC represents the Debtor
as legal counsel.


SWF HOLDINGS: S&P Cuts ICR to 'SD' on Distressed Debt Restructuring
-------------------------------------------------------------------
S&P Global Ratings lowered its issuer credit rating on U.S.-based
SWF Holdings I Corp. (Springs) to 'SD' (selective default) from
'CCC' and its issue-level ratings on its existing first-lien term
loan and senior unsecured debt instruments to 'D'.

S&P expects to re-evaluate the company's new capital structure over
the next few days and to raise the issuer credit rating to the
'CCC' category.

The downgrade follows Springs' announcement of a completed
distressed debt restructuring. On Dec. 19, 2024, Springs completed
a priming liability management exercise. The transaction includes a
new money $350 million (comprised of $150 million tranche A-1 and a
$200 million delayed draw term loan) super-priority, first-out,
term loan that will effectively push down the security position of
the existing $1.5 billion term loan and $625 million unsecured
notes. The company drew $150 million at close to repay $113 million
of combined outstanding revolver and ABL borrowings and to cover
transaction expenses and fees. S&P expects the remaining $200
million will be drawn in 2026 to term out outstanding revolver and
ABL borrowings that will be used to fund the business over the next
12-18 months. Approximately 100% of term loan lenders exchanged
their existing position at 95 cents of par value to roll into a new
super-priority, second-out term loan, subordinate to the new money.
Additionally, participating term loan lenders will no longer
receive debt amortization. Approximately 30% of unsecured
debtholders exchanged the current position at 83.84 cents of par
value to roll into a new second-lien notes position. There are no
changes to interest rates or the maturity profile of the term loan
and notes; however, the company will have the option to extend the
new super-priority second-out term loan maturity by one year after
the transaction closes. S&P expects the non-participating term loan
lenders would be pari passu with the new second-lien noteholders,
and the non-participating unsecured noteholders would be last-out
in the event of a payment default, subordinate to the new second
lien noteholders.

S&P said, "We believe revolver and ABL lenders are being adequately
compensated for the extension of maturities. Revolver lenders will
have a super-priority, first-out position pari passu with the new
money super-priority, first-out delayed draw term loan. We believe
the up-tiered position in exchange for a maturity extension is
adequate compensation because revolver lenders will have better
recovery prospects in a payment default. The revolver will have a
new 2.75x super-priority, first-out net leverage test in effect
when borrowings exceed 40% of commitments (same as the existing
springing condition). This will lead to greater covenant cushion
initially than the previous first-lien maximum net leverage
covenant. However, the covenant will step down in 2027, making it
somewhat more restrictive. We view the $1 million fee received by
ABL lenders as adequate compensation for the two-year maturity
extension. There was no change to its covenants. The revolver was
repaid fully and the ABL had $11 million outstanding at close. Both
facilities will retain the same interest rate.

"We plan to re-evaluate our ratings on Springs shortly to reflect
its new capital structure and liquidity position. Ultimately, we
believe the company's declining liquidity and elevated risk of a
covenant breach motivated this transaction. We intend to review
Springs' credit profile and reassess our recovery ratings based on
its new capital structure. Our review will focus on the long-term
viability of the capital structure, the company's recent
performance, and our forward-looking opinion of its
creditworthiness. While this transaction will improve Springs'
liquidity and alleviate near-term covenant breach concerns, we
expect difficult operating conditions to persist over the next 12
months, likely hampering its ability to generate free operating
cash flow."



SYNCHRONOSS TECHNOLOGIES: Extends AT&T Services Pact Thru Dec 2027
------------------------------------------------------------------
Synchronoss Technologies, Inc., disclosed in a Form 8-K filing with
the U.S. Securities and Exchange Commission that the Company
entered into an amendment with AT&T Services, Inc., to amend and
restate the terms of an order under the Master Services Agreement
dated September 1, 2005, as amended, between the Company and AT&T.

Pursuant to the Amended Order, the Company agreed to continue to
provide its Synchronoss Personal Cloud(TM) platform to AT&T's
customers in conformance with certain specifications and
requirements set forth in the Agreement in consideration for the
payment of monthly Cloud Services fees based on the number and type
of AT&T Subscriber utilizing the Company's services, plus an annual
maintenance fee. The Amended Order is effective until December 30,
2027, unless terminated earlier by AT&T upon specified prior
written notice or in accordance with the Master Agreement.

"We're proud of our long-standing relationship with this key
partner and the continued growth of our cloud user base," said Jeff
Miller, President and CEO of Synchronoss. "The latest version of
the Synchronoss Personal Cloud platform integrates AI
functionality, giving users new ways to enhance, create, and
organize their digital content. Through AI, machine learning and
other functionality, we continue to introduce new capabilities that
allow service providers to deliver value to their subscribers and,
create revenue-generating opportunities."

Media Relations Contact:
Domenick Cilea
Springboard
dcilea@springboardpr.com

Investor Relations Contact:
Ryan Gardella
ICR for Synchronoss
SNCRIR@icrinc.com

                  About Synchronoss Technologies

Synchronoss -- http://www.synchronoss.com-- transforms the way
companies create new revenue, reduce costs and delight their
subscribers with cloud, messaging, digital and IoT products,
supporting hundreds of millions of subscribers across the globe.
Synchronoss' secure, scalable and groundbreaking new technologies,
trusted partnerships, and talented people change the way TMT
customers grow their businesses.

Synchronoss reported a net loss attributable to the company of
$48.68 million for the 12 months ended Dec. 31, 2020, a net loss
attributable to the company of $136.73 million for the 12 months
ended Dec. 31, 2019, a net loss attributable to the company of
$243.75 million for the year ended Dec. 31, 2018, and a net loss
attributable to the company of $109.44 million for the year ended
Dec. 31, 2017.


TAKEOFF TECHNOLOGIES: Court Approves Chapter 11 Liquidation Plan
----------------------------------------------------------------
Rick Archer of Law360 Bankruptcy Authority reports that on December
19, 2024, a Delaware bankruptcy judge approved the Chapter 11
liquidation plan for grocery automation firm Takeoff Technologies,
with no opposition presented.

     About Takeoff Technologies

Founded in 2016 by a group of former grocery executives, Takeoff
Technologies, Inc. and its affiliates operate one of the leading
The U.S. Trustee for Region 3 appointed an official committee to
represent unsecured creditors in the Chapter 11 cases of Takeoff
Technologies, Inc. and its affiliates. eGrocery, micro-fulfillment
solution companies in the world. The Debtors' business model
centers around the sale, subsequent maintenance, and support of the
equipment and software needed to operate micro-fulfillment centers
-- i.e. small, automated, robotic warehouses
calledmicro-fulfillment centers, either placed in grocery stores or
near the end-shoppers.

The Debtors filed Chapter 11 petition (Bankr. D. Del. Lead Case No.
24-11106) on May 30, 2024. At the time of the filing, Takeoff
Technologies reported $50 million to $100 million in assets and $10
million to $50 million in liabilities.

Judge Craig T. Goldblatt oversees the cases.

The Debtors tapped Sheppard, Mullin, Richter & Hampton, LLP as lead
bankruptcy counsel; Young Conaway Stargatt & Taylor, LLP as local
bankruptcy counsel; Huron Transaction Advisory, LLC as investment
banker; and Huron Consulting Services, LLC as financial and
restructuring advisor. John C. Didonato and Brett M. Anderson of
Huron Consulting Services serve as the Debtors' chief restructuring
officer and deputy chief restructuring officer,  respectively.
Kroll Restructuring Administration LLC is the Debtors' claims and
noticing agent.

The U.S. Trustee for Region 3 appointed an official committee to
represent unsecured creditors in the Debtors' Chapter 11 cases. The
committee tapped Kilpatrick Townsend & Stockton, LLP and Ashby &
Geddes, P.A. as legal counsels; Eversheds Sutherland (US), LLP as
co-counsel; and Dundon Advisers, LLC as financial advisor.




TEAM SYSTEMS: Settlement Order in Acosta, et al. Suit Upheld
------------------------------------------------------------
In the case captioned as STEVEN M. ACOSTA, JOHN S. MACIOROWSKI,
CHRISTOPHER MOTT, and DEBORAH EVANS MOTT, Appellants, v. GEORGE L.
MILLER, solely in his capacity as the Chapter 7 Trustee of the
estate of Teams Systems International, LLC, Appellee, Civ. No.
23-1038-GBW (D. Del.), Judge Gregory B. Williams of the United
States District Court for the District of Delaware affirmed the
order entered by the United States Bankruptcy Court for the
District of Delaware that approved the settlement between the
chapter 7 trustee and certain judgment creditors.

The Debtor's bankruptcy case was preceded by three years of
litigation between TSI and its largest creditors in the U.S.
District Court for the Northern District of Florida.

The Debtor, which had operated as a government contractor, sought
to bid on a contract to procure bottled water for the U.S. Federal
Emergency Management Agency. The Debtor enlisted the help of
certain third parties, including GPDEV, LLC and Simons Exploration,
Inc., the Judgment Creditors. The Debtor entered into a consulting
agreement with the Judgment Creditors, which provided, in relevant
part, that the Judgment Creditors were entitled to 25% of the "Net
Income" from the Debtor's supply of bottled water. The Debtor
obtained a lucrative contract with FEMA and, ultimately, FEMA paid
the Debtor more than $37 million for procuring bottled water for
delivery to Puerto Rico in response to Hurricane Maria.

In September 2018, the Judgment Creditors sued the Debtor for
allegedly underpaying them. During the Florida Litigation, there
were multiple allegations of misconduct made against the Debtor's
representatives. Among other things, the Judgment Creditors moved
the Florida District Court to hold an evidentiary hearing to
establish that documents produced by TSI were fraudulent, pointing
out a number of peculiar inconsistencies between the documents
produced and TSI's previously produced bank records.  

Following a trial by jury in August 2021 before a jury, the
Judgment Creditors prevailed. The Florida District court observed
that, based on the evidence before it, the jury "could hardly have
reached a contrary conclusion."  As the parties had agreed, the
Florida District Court calculated the prejudgment interest and
entered judgment in favor of the Judgment Creditors in an amount
that totaled approximately $6.2 million.

On December 29, 2021, TSI appealed the Judgment to the U.S. Court
of Appeals for the Eleventh Circuit (Case No. 21-13662), asserting
several grounds to reverse the Judgment. Appellants, as managers or
members of the Debtor, sought a stay of the Judgment pending
appeal, but as the Florida District Court explained, the way to
obtain a stay of a money judgment (as opposed to a stay of an
injunction) is to post a supersedeas bond, as Federal Rule of Civil
Procedure 62(b) provides.

The Judgment Creditors commenced judgment enforcement and, in
response, on January 18, 2022, Appellants, as managers and/or
members of the Debtor, caused the Debtor to file a voluntary
bankruptcy case under chapter 11 of the Bankruptcy Code.  Two
months later, on March 31, 2022, the Bankruptcy Court converted the
Debtor's case to a case under chapter 7, and the Trustee was
appointed.

On April 27, 2022, the Judgment Creditors each filed a proof of
claim premised on the Judgment, seeking an aggregate amount of
approximately $6.2 million. The Trustee investigated the Judgment
Creditors' claims, the Florida Litigation, and the Eleventh Circuit
Appeal. The Trustee initially viewed the Eleventh Circuit Appeal as
having some merit.

On July 21, 2023, the Trustee filed the Settlement Motion, based in
part on the Trustee's judgment, after further analysis and
investigation, that the arguments presented in the Eleventh Circuit
Appeal were not likely to succeed. The Trustee further determined
that substantially all electronic records were destroyed, and a
substantial amount of the documents were altered, prior to the
Trustee's receipt of the evidence. In the Trustee's judgment, the
Settlement Motion asserted, credible evidence would be required to
prosecute the Eleventh Circuit Appeal and to be successful in
prosecuting the litigation. The proposed settlement, on the other
hand, reduced the Judgment Creditors' claims against the Debtor by
more than $619,000. The settlement also avoided the delay, risks,
and costs of further litigation with the Judgment Creditors, which
the Trustee estimated would cost between $500,000 and $1 million --
funds the Debtor's estate did not have. While Appellants
preliminarily offered approximately $30,000 for these costs, the
Trustee viewed this as insufficient, and in any event, no final
agreement with Appellants was reached.

On September 20, 2023, the Bankruptcy Court conducted a hearing on
the Settlement Motion.  In approving the settlement, the Bankruptcy
Court considered and rejected each of the arguments raised in the
Eleventh Circuit Appeal. Finding the settlement to be fair,
reasonable, and in the interests of the estate, the Bankruptcy
Court entered the Settlement Order.

On September 21, 2023, Appellants filed a timely notice of appeal.
The appeal is fully briefed. No party requested oral argument.

Appellants assert that the Debtor is likely to prevail in its
appeal of an approximately $6.2 million judgment against it, and
the Bankruptcy Court abused its discretion in approving the
settlement of that appeal as fair, reasonable, and in the interests
of the estate. Conversely, the Trustee asserts that Appellants, who
are not creditors of the estate, have failed to show that the
Settlement Order has any direct and adverse pecuniary effect on
them and that they therefore lack prudential standing to appeal the
Order. Even if Appellants have standing, the Trustee asserts, the
Bankruptcy Court's approval of the settlement was a sound exercise
of its discretion and should be affirmed, as the Debtor's estate
lacks the financial resources to pursue the appeal, the Debtor
lacks credible witnesses and complete books and records, and the
probability of success of any of the arguments raised in the appeal
range from "low" to "exceedingly low."

The District Court will affirm the Settlement Order.  The District
Court finds no error in the Bankruptcy Court's conclusion that the
settlement is fair, reasonable, and in the interests of the estate
and creditors. The Bankruptcy Court correctly concluded that none
of the arguments raised in the Eleventh Circuit Appeal is likely to
succeed; that the settlement avoids significant costs, risks and
delays of pursuing the Eleventh Circuit Appeal; and that the
settlement represents a meaningful reduction to the Judgment
Creditors' claims against the Debtor's estate. Appellants have
failed to demonstrate that the settlement somehow falls below "the
lowest point in the range of reasonableness."

A copy of the Court's decision dated December 6, 2024, is
https://urlcurt.com/u?l=kqTtzt

Counsel to Appellants:

Kevin S. Mann, Esq.
CROSS & SIMON, LLC
1105 North Market Street, Suite 901
Wilmington, DE 19801
Telephone: +1 302 777 4200 (ext 105)
Fax: +1 302 777 4224
E-mail: kmann@crosslaw.com

Michael M. Munoz, Esq.
GOLENBOCK ASSOR BELL & PESKOE LLP
711 Third Avenue New York, NY 10017
Telephone: 212.907.7345
Fax: 212.754.0330
E-mail: mmunoz@golenbock.com

Counsel to Appellee:

David W. Carickhoff, Esq.
Bryan J. Hall, Esq.
CHIPMAN BROWN CICERO & COLE, LLP
1313 N. Market Street, Suite 5400
Wilmington, DE 19801
Telephone: 302-295-0191
E-mail: carickhoff@chipmanbrown.com
hall@chipmanbrown.com

   - and -

Adam D. Cole, Esq.
CHIPMAN BROWN CICERO & COLE, LLP
501 5th Ave. 15th Floor
New York, NY 10017
E-mail: cole@chipmanbrown.com
Telephone: 646-685-8363

                About Team Systems International

Formed in 2001, Team Systems International LLC is a small business
serving the United States government as a contractor with offices
in Lewes, Del. and Ponte Vedra Beach, Fla. TSI has performed
government projects as a prime contractor and subcontractor in the
areas of program management, financial and contracts management,
tactical and specialized military training development, naval
ordinance engineering, information systems design and integration,
military firearms training, Department of State overseas foreign
officer training, vehicle or weapons platform simulation, training
center or classroom A/V system integration, force protection
services, maritime security, and administrative staffing for
government projects.

Team Systems International sought Chapter 11 bankruptcy protection
(Bankr. D. Del. Case No. 22-10066) on Jan. 18, 2022, listing up to
$50 million in assets and up to $10 million in liabilities. Deborah
Devans Mott, member, signed the petition.  

Jamie L. Edmonson, Esq., at Robinson & Cole LLP, is the Debtor's
legal counsel.



TG NATURAL: Fitch Affirms 'BB-' LongTerm IDR, Outlook Stable
------------------------------------------------------------
Fitch Ratings has affirmed TG Natural Resources LLC, and TGNR
Intermediate Holdings LLC's (together TGNR) Long-Term Issuer
Default Ratings (IDRs) at 'BB-'. Fitch has also affirmed the
company's senior secured reserve-based lending (RBL) credit
facility at 'BB+'/'RR1' and senior unsecured notes at 'BB-'/'RR4'.
The Rating Outlook is Stable.

TGNR's ratings reflect its strong strategic owner, as evidenced by
the $1.35 billion equity injection for the Rockcliff acquisition,
sizeable production of about 1.2 BCFE/d in 3Q24, and 4.1 TCFe of
proved reserves in the Haynesville basin. The ratings also reflect
Fitch's forecast of neutral to positive FCF, over nine years of
drilling inventory, and Fitch projected 2.0x EBITDA leverage
profile. Offsetting factors include TGNR's size and scale and the
need to further de-risk its East Texas acreage.

Key Rating Drivers

Strong Strategic Owner: Under Fitch's parent-subsidiary linkage
criteria, TGNR's IDR receives a one-notch uplift due to the
moderate linkage between the company and its parent Tokyo Gas. The
linkage reflects the lack of strong legal ties (debt guarantees,
cross defaults), moderate strategic ties given TGNR's overall
financial contribution and weak operational ties since the
companies have integrated management personnel; however,
operational benefits to Tokyo Gas are weaker.

While Fitch does not rate Tokyo Gas, the company has a solid
investment grade credit profile. The investment in TGNR is of
moderate strategic importance to Tokyo Gas, as a notable component
of its Compass 2030 to backward integrate through the LNG value
chain. Tokyo Gas's investment in TGNR is long-term, strategic, and
not focused on equity distributions.

Strong Haynesville Focus: TGNR is the second largest private
producer in the Haynesville Shale Basin, and is well positioned for
the expected growth of LNG capacity on the Gulf Coast. The
Haynesville basin is located close to the Henry Hub and other major
natural gas buyers, which provides for lower differentials and
higher realized gas prices. TGNR's core acreage in East Texas and
North Louisiana portion of the Haynesville basin totals 410,000 net
acres, which equates to approximately nine years of drilling
inventory, based on drilling inventory at Fitch's mid-cycle price.

While the East Texas portion of the basin has less operating
history, reservoir characteristics lead to lower development costs
and decline rates. Offset operator Comstock Resources Inc.'s
(B+/Negative) production results at wells in East Texas are
generally consistent with the average IP of its recent Louisiana
wells, somewhat mitigating geological and volumetric risk in the
region.

Neutral to Positive FCF: Fitch believes TGNR can generate positive
FCF from 2025 given its low operating cost structure and no current
expectations for the initiation of a dividend. Fitch assumes no
dividend program with a focus on debt reduction through the
forecast. The RBL maturity is not until December 2027 and the bond
maturity is not until October 2029, providing the company with
extensive runway. This should further improve liquidity, since
Fitch expects TGNR to generate neutral to positive FCF over the
forecast period.

Continued Absolute Debt Reduction: Under Fitch's current Base Case
pricing, Fitch expects TGNR to use positive FCF for absolute debt
reduction in the near term following the Rockcliff acquisition.
This includes paying down the RBL facility given the company's high
absolute debt levels following the acquisition. Under Fitch's
model, EBITDA leverage is expected to remain around 2.0x.

Hedging Strategy Reduces Price Risk: TGNR has implemented a
multiyear hedging strategy to limit downside commodity price risk
on completion of the acquisition. Under the RBL facility, TGNR has
to hedge a minimum of 60% of gas PDP volumes for months 1-12 and
40% for months 13-24, which is tested quarterly. Fitch expects the
company to maintain its hedging program to de-risk cash flows and
reduce pricing volatility.

Derivation Summary

At 3Q24, TGNR's average daily production of 1,163 mmcfe/d, was
below Comstock Resources Inc. (B+/Negative; 1,448 mmcfe/d), and CNX
Resources Corp. (BB+/Stable, 1,462 mmcfe/d). At FY2023, the company
had proved reserves of 4.1 TCFE, which is lower than Comstock (4.9
TCFE) and CNX (8.7 TCFE).

The company achieves favorable netbacks due to its low operating
cost profile, proximity to Henry Hub and Gulf Coast demand centers,
and materially low interest expense. TGNR's 3Q24 Fitch calculated
netback of $0.96/mcfe is one of the highest of its peers including
Comstock ($0.73), CNX ($0.54) and Expand Energy Corp. ($0.46).

Additionally, Fitch expects the TGNR's EBITDA leverage to be
approximately 2.0x over the forecast which is higher than the peer
group but is expected to reduce slightly over the forecast.

Key Assumptions

- WTI oil price of $65/bbl in 2025, $60/bbl in 2026 and 2027, and
$57/bbl thereafter;

- Henry Hub natural gas price of $2.50/mcf in 2025, and $2.75/mcf
thereafter;

- Production close to 1.2 bcfe/d in 2025, and mid-to-low single
digit increase from 2026 as TGNR focusses on RBL reduction;

- Capex of $650 million in 2025 and reduces to approximately $575
million in the outer years of the forecast;

- Assumed no dividend payment;

- No material M&A activity.

RATING SENSITIVITIES

Factors that Could, Individually or Collectively, Lead to Negative
Rating Action/Downgrade

- Inability to generate FCF and failure to reduce the RBL
borrowings that materially erodes the liquidity profile;

- Loss of operational momentum resulting in production consistently
below 1.0 BCFE/d;

- Change in financial policy that results materially weaker credit
metrics;

- Mid-cycle EBITDA leverage consistently at or above 2.5x.

Factors that Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade

- Material increase in size and scale with an emphasis on
diversification;

- Commitment to its stated financial policy, resulting in
consistent positive FCF generation;

- Mid-cycle EBITDA leverage consistently below 2.0x.

Liquidity and Debt Structure

At 3Q24, TGNR's liquidity position was $32.7 million of cash on the
balance sheet and $538.2 million available under the RBL to support
negative FCF. Fitch believes TGNR's liquidity position is
comfortable following the Rockcliff transaction, considering the
forecast has neutral to positive FCF generation over the ratings
case.

TGNR's outstanding debt consist of approximately $810 million
first-lien RBL ($1,350 million elected commitment) due December 28,
2027, and senior unsecured bonds ($700 million) due October 15,
2029.

Issuer Profile

TG Natural Resources LLC is a private U.S.-based independent
exploration and production (E&P) company focused on the development
of natural gas properties in the Haynesville shale formation in
East Texas and North Louisiana.

MACROECONOMIC ASSUMPTIONS AND SECTOR FORECASTS

Fitch's latest quarterly Global Corporates Macro and Sector
Forecasts data file which aggregates key data points used in its
credit analysis. Fitch's macroeconomic forecasts, commodity price
assumptions, default rate forecasts, sector key performance
indicators and sector-level forecasts are among the data items
included.

ESG Considerations

The highest level of ESG credit relevance is a score of '3', unless
otherwise disclosed in this section. A score of '3' means ESG
issues are credit-neutral or have only a minimal credit impact on
the entity, either due to their nature or the way in which they are
being managed by the entity. Fitch's ESG Relevance Scores are not
inputs in the rating process; they are an observation on the
relevance and materiality of ESG factors in the rating decision.

   Entity/Debt              Rating        Recovery   Prior
   -----------              ------        --------   -----
TGNR Intermediate
Holdings LLC          LT IDR BB- Affirmed            BB-

   senior secured     LT     BB+ Affirmed   RR1      BB+

   senior unsecured   LT     BB- Affirmed   RR4      BB-

TG Natural
Resources LLC         LT IDR BB- Affirmed            BB-


TJJ TRANSPORT: To Sell 2021 Cottrell to Grand USA for $47K
----------------------------------------------------------
TJJ Transport Inc. seeks permission from the U.S. Bankruptcy Court
for the Eastern District of New York, to sell its equipment known
as 2021 Cottrell EZ-5307 XL VIN#E0AU1744MG547101.

The Debtor's equipment is listed in the Debtor's petition and
Mitsubishi HC Capital America Inc. is a secured creditor and the
holder of a duly perfected security interest in the equipment.

The Debtor and buyer Grand USA Transport LLC execute a Trailer bill
of sale with respect to the equipment with the purchase price of
$47,000.

The Debtor asserts that the proposed purchase price constitutes
fair market value based on the condition of the equipment.

Mitsubishi HC Capital will be paid from the proceeds of the sale.

                    About TJJ Transport Inc.

TJJ Transport Inc. is a trucking company.

TJJ Transport Inc. sought relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. E.D.N.Y. Case No. 24-42805) on July 3,
2024. In the petition filed by Bakhodir Ochilov, as president, the
Debtor reports total assets of $2,430,050 and total liabilities of
$7,372,315.

Honorable Bankruptcy Judge Jil Mazer-Marino oversees the case.

The Debtor is represented by Alla Kachan, Esq. at the LAW OFFICES
OF ALLA KACHAN, P.C.


US NUCLEAR: Board Revokes Michael Pope's Membership
---------------------------------------------------
US Nuclear Corp. disclosed in a Form 8-K filing with the U.S.
Securities and Exchange Commission that effective October 6, 2023,
Michael Pope was appointed as a director of the Company. Mr. Pope
has without warning become incommunicado and non-responsive, thus
making Board Actions difficult. On December 9, 2024, the Board
voted to revoke Mr. Pope's board membership until such time he has
may reconnect with the Chairman of the Board, Robert Goldstein.

                         About US Nuclear

US Nuclear Corp. is engaged in developing, manufacturing, and
selling radiation detection and measuring equipment. The Company
markets and sells its products to consumers throughout the world.

As of December 31, 2023, the Company had $2,856,876 in total
assets, $4,839,495 in total liabilities, and $1,982,619 in total
stockholders' deficit.

Spokane, Washington-based Fruci & Associates II, PLLC, the
Company's auditor since 2019, issued a "going concern"
qualification in its report dated May 7, 2024, citing that the
Company has an accumulated deficit and net losses. These factors,
among others, raise substantial doubt about the Company's ability
to continue as a going concern.


US STEEL: Fitch Keeps 'BB' Long-Term IDR on Watch Positive
----------------------------------------------------------
Fitch Ratings has maintained United States Steel Corporation's (U.
S. Steel) Long-Term Issuer Default Rating (IDR), senior unsecured
and secured ratings on Rating Watch Positive.

The Positive Watch on U. S. Steel's ratings reflects the meaningful
increase in size and earnings of the combined entity after the
close of its proposed acquisition by Nippon Steel Corporation
(NSC). Fitch Ratings believes the combined companies' cash flow
generation will allow deleveraging over time.

The Watch could take more than six months to resolve depending on
the timing of the disposition of regulatory approvals in the U.S.

Key Rating Drivers

Best-for-All Strategy: U. S. Steel's strategy of investing in
flexible and lower-cost, less capital-intensive, more efficient
assets positively supports its credit quality. Fitch believes this
will improve EBITDA and the company's overall cost position and
operating profile, resulting in reduced earnings volatility through
the cycle.

Fitch believes Big River 2, in addition to the new value-added
lines being constructed at Big River Steel (BRS), will lower the
company's overall cost position, improving margins and EBITDA
generation. U. S. Steel began construction on its new $3.6 billion
Big River 2 mini mill with a capacity of about 3 million tons in
1Q22, with first coil production in October 2024 and first
shipments in 4Q24.

Strategic Capex Improves EBITDA: U. S. Steel completed construction
on a $450 million nongrain-oriented (NGO) electrical steel line at
BRS in 3Q23. U. S. Steel is one of two producers of NGO electrical
steel in the U.S. The company expects the 200,000-ton NGO
electrical steel line to be available to meet growing electric
vehicle demand in North America over the coming years, as NGO
electrical steel is a critical component of motors used in
hybrid/electric vehicles.

U. S. Steel also announced a 325,000-ton galvanizing/galvalume line
at BRS in 3Q21. This $280 million investment was completed in 2Q24
and expands the company's presence in value-added construction and
appliance applications. Both the NGO line and galvanizing/galvalume
lines are expected to enhance BRS's product mix.

NSC Acquisition Credit Positive: Fitch views the increase in size
and earnings of the combined entity as positive for U. S. Steel's
credit profile. NSC's annual steel capacity of around 73 million
tons represents more than triple U. S. Steel's annual capacity of
roughly 23 million tons pro forma Big River 2 ramping up and the
indefinite idling of Granite City Works. Fitch believes the
combined entity would have deleveraging capacity, although Fitch
recognizes the acquisition would temporarily raise consolidated
NSC's adjusted debt/equity ratio to 0.8x, above its below 0.7x
target (0.4x at Sept. 30, 2024).

Conservative Leverage Expectations: Fitch expects U. S. Steel's
EBITDA leverage, roughly 3.5x at Sept. 30, 2024, to be at or below
2.5x on average from YE25 through YE27. U. S. Steel has reduced
total debt outstanding by roughly $1.8 billion since 1Q21, and has
no outstanding borrowings on its credit facilities. Fitch expects
its standalone EBITDA to average around $1.5 billion-$2.0 billion
annually over that period.

Strong Liquidity Position: Fitch believes U. S. Steel's cash on
hand, in combination with future cash flow generation, will be
sufficient to fund the remaining investment of around $200 million
to complete Big River 2. U. S. Steel had cash and cash equivalents
of roughly $1.8 billion as of Sept. 30, 2024. The ability to fund
capex with cash on hand and internally generated cash lowers the
risk of compromising the balance sheet if there is a period of
prolonged economic weakness.

Derivation Summary

U. S. Steel is comparable in size and has a similar operating
profile compared to Cleveland-Cliffs Inc. (BB-/Stable), as both
companies are integrated and have both blast furnace and EAF
production, but are primarily blast furnace producers. U. S. Steel
is more diversified by product and geography, with more favorable
credit metrics than Cleveland-Cliffs.

U. S. Steel is larger in terms of annual shipments compared with
EAF steel producer Commercial Metals Company (CMC; BB+/Positive).
U. S. Steel also has higher product and end-market diversification
compared to CMC, but CMC has historically lower leverage metrics
and its profitability is less volatile, resulting in more stable
margins and leverage metrics through the cycle.

U. S. Steel is larger in terms of total shipments, but less
profitable with weaker credit metrics versus EAF producer Steel
Dynamics, Inc. (BBB+/Sable). U. S. Steel is smaller with less
favorable metrics compared to EAF producer Nucor Corporation
(A-/Stable).

Key Assumptions

- Declining flat-rolled steel prices through 2027;

- Combined flat-rolled segment and mini mill segment steel
shipments of approximately 11 million tons in 2024, increasing as
Big River 2 reaches a full year of production in 2025;

- Capex of approximately $2.3 billion in 2024, declining
significantly thereafter following completion of Big River 2;

- Big River 2 is funded with internally generated cash and cash on
hand.

RATING SENSITIVITIES

Factors that Could, Individually or Collectively, Lead to Negative
Rating Action/Downgrade

- A material weakening of domestic steel market conditions leading
to EBITDA leverage sustained above 3.3x;

- EBITDA margins sustained below 10%.

Factors that Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade

- EBITDA margins sustained above 12%;

- EBITDA leverage sustained below 2.3x.

The Watch could be removed and the Rating Outlook revised to Stable
if the acquisition does not go through. Fitch will address the
Watch at or before the close of the transaction.

Liquidity and Debt Structure

U. S. Steel had roughly $1.8 billion of cash and cash equivalents
as of Sept. 30, 2024 and roughly $2.28 billion in aggregate
available under its $1.75 billion asset-based loan (ABL) credit
facility due 2027, its U. S. Steel Kosice, s.r.o. (USSK) credit
facilities due 2026-2027, and the BRS ABL due 2026.

Issuer Profile

U. S. Steel is an integrated flat-rolled steel and tubular products
producer with blast furnace and electric arc furnace operations in
North America and blast furnace operations in Europe. NSC is
Japan's largest, and the world's fourth largest, steel producer.

MACROECONOMIC ASSUMPTIONS AND SECTOR FORECASTS

Fitch's latest quarterly Global Corporates Macro and Sector
Forecasts data file which aggregates key data points used in its
credit analysis. Fitch's macroeconomic forecasts, commodity price
assumptions, default rate forecasts, sector key performance
indicators and sector-level forecasts are among the data items
included.

ESG Considerations

The highest level of ESG credit relevance is a score of '3', unless
otherwise disclosed in this section. A score of '3' means ESG
issues are credit-neutral or have only a minimal credit impact on
the entity, either due to their nature or the way in which they are
being managed by the entity. Fitch's ESG Relevance Scores are not
inputs in the rating process; they are an observation on the
relevance and materiality of ESG factors in the rating decision.

   Entity/Debt          Rating                    Recovery   Prior
   -----------          ------                    --------   -----
United States
Steel Corporation   LT IDR BB Rating Watch Maintained        BB

   senior
   unsecured        LT BB   Rating Watch Maintained   RR4    BB

   senior
   secured          LT BBB- Rating Watch Maintained   RR1    BBB-


VANTAGE SPECIALTY: Moody's Alters Outlook on 'B3' CFR to Negative
-----------------------------------------------------------------
Moody's Ratings affirmed Vantage Specialty Chemicals, Inc.'s B3
corporate family rating, B3-PD probability of default rating, and
B3 backed senior secured first lien bank credit facilities ratings.
The outlook changed to negative from stable.  

"The change in outlook reflects underperformance relative to
Moody's expectations, ongoing competitive pressures from imported
palm oil that have reduced margins and could last into 2025 and
increase refinancing risk if the company continues to
underperform", said Anastasija Johnson, a senior analyst at Moody's
Ratings.

RATINGS RATIONALE

Vantage's B3 corporate family rating reflects its small scale, weak
credit metrics (Moody's adjusted debt/EBITDA of 8.0x in the twelve
months ended September 2024) and high absolute debt levels relative
to the size of the company's tangible asset base as a result of the
acquisition-driven growth strategy under the private equity
ownership. The company processes tallow and natural oils into
various derivatives used in a variety of end markets. While volumes
have recovered in 2024, growing 12.6% in the first nine months of
the year, sales and gross margins declined as prices continued to
be pressured and earnings came below Moody's expectations. The
company's consumer and food segments are improving, but its largest
industrial specialties segment continues to be negatively impacted
by imports of palm oil into North America amid slow demand in
China. In addition, the company had legal fees associated with
negotiating a one-time legal settlement in the second quarter which
impacted its cash flow and increased revolver borrowings. This
resulted in weaker than expected credit metrics in 2024. Moody's
expect volume growth to continue in 2025, but margins could
continue to be impacted by excess supply of vegetable-based
glycerin and fatty acids, yet Moody's do expect some earnings
improvement in 2025 after management implemented cost cutting
initiatives and completed investments into vegetable oil storage
expansion to improve its raw material flexibility.

Moody's expect Moody's adjusted Debt/EBITDA around 6.5x in 2024 and
to decline slightly in 2025. Modestly higher earnings combined with
lower capital expenditures vs 2024 will result in slightly positive
free cash flow generation in 2025, but not enough to significantly
lower debt. This is credit negative given that the company's
revolver turns current in April. The company will need to refinance
its capital structure within the next two years, which raises the
refinancing risk.

The company's rating is supported by the company's established
market positions in oleochemicals and the expanded specialty
derivatives portfolio, which have a wide range of applications,
including personal care, food, consumer products and industrial
specialties. Furthermore, the company benefits from exposure to
some more defensive consumer end markets, such as personal care,
food and life sciences. Vantage competes in niche markets which
require substantial investments and create barriers to entry.
Another positive factor underpinning the rating is the company's
large proportion of contractual pass-through provisions in
oleochemical contracts, as well as its ability to raise prices in
its specialty derivatives business. Despite several acquisitions
that have increased geographic diversity, Vantage's revenue and
EBITDA are heavily concentrated in the US. Vantage has improved
operational flexibility through several transactions; however, a
high degree of operational risk still exists as the company is
highly dependent on two manufacturing sites located in Gurnee,
Illinois and Chicago, Illinois.

Moody's anticipate that Vantage will maintain adequate liquidity
over the next 12 months with available cash on the balance sheet.
The company had approximately $12 million of cash as of September
30, 2024 and $39 million drawn on the $100 million senior secured
revolver, leaving $61 million of availability. The revolver matures
on April 26, 2026. The company pays 1% annual amortization payments
on its $835 million senior secured term loan, which matures on
October 26, 2026. The revolver contains a springing first lien net
leverage covenant, which is set at 7.5x once utilization exceeds
35%. The company is in compliance with the covenant as of September
30, 2024, and Moody's do not anticipate that Vantage will breach
the covenant over the next 12 months. All assets are encumbered
under the bank credit facilities leaving limited means of
alternative liquidity.

The negative outlook reflects weaker than expected performance,
ongoing pressures from imports of vegetable oils and glycerin into
the US and increasing refinancing risk.

FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS

Although not likely over the next 12 months, Moody's would consider
an upgrade if Debt/EBITDA, including Moody's standard adjustments,
is maintained below 5.0x, EBITDA/Interest improves above 2.0x,
retained cash flow to net debt rises above 10% and free cash flow
rises to levels that allow it to materially reduce debt ahead of
its maturities in 2026.

Moody's would consider a downgrade if the company does not start
demonstrating earnings growth in 2025 and does not address its
revolver maturity in a timely manner. Moody's would downgrade the
ratings if Debt/EBITDA remains above 6.0x, EBITDA/Interest remains
below 1.5x, liquidity worsens and free cash flow is negative.

Vantage Specialty Chemicals, Inc. based in Chicago, Illinois, is a
privately-held company that focuses on natural ingredient products
including those derived from animal fat and vegetable oil. The
company operates two business segments, Consumer Solutions and
Performance Solutions. In October 2017, H.I.G. Capital acquired the
majority equity stake in Vantage from its previous owner, The
Jordan Company, L.P. Vantage reported revenue of $0.9 billion for
the last twelve months ended September 30, 2024.

The principal methodology used in these ratings was Chemicals
published in October 2023.


VILLAGE GATE: Court Upholds Dismissal of Bankruptcy Case
--------------------------------------------------------
Judge Beth A. Buchanan of the United States Bankruptcy Court for
the Southern District of Ohio denied Funding Realty, LLC's motion
to reconsider the order dismissing Debtor Village Gate, LLC's
bankruptcy case.

Funding Realty, LLC is a creditor and secured lender of the
Debtor.

On September 17, 2024, the Bankruptcy Court entered its Order of
Dismissal and Memorandum Opinion  granting the United States
Trustee and Pioneer Automotive LLC's motions to dismiss the
Debtor's chapter 11 bankruptcy case. In the Memorandum Opinion, it
determined that "cause" had been established in the form of
evidence supporting that the Debtor had engaged in misconduct aimed
at evading Pioneer's attempts to collect on its prepetition
judgment and lien.

Conducting its own analysis with the evidence presented at the
hearing, the Bankruptcy Court concluded that dismissal was in the
best interests of creditors and the estate. Funding Realty was, in
its own words, under-secured with regard to the Debtor's only
significant asset, its real property. Consequently, the Bankruptcy
Court determined there would be no benefit to unsecured creditors
upon a conversion nor even the funds to administer a chapter 7
case. The analysis led the Bankruptcy Court to the conclusion that
dismissal would most favor creditors and the estate by returning
all parties to their prepetition status and by allowing the Debtor
to continue to operate for the benefit of its creditors and tenants
while Pioneer, Funding Realty and the Debtor resolved their
respective disputes in state court.

In its Motion to Reconsider, Funding Realty raises for the first
time an offer to surcharge its collateral, in order to fund the
administration of a chapter 7 case. Funding Realty notes that
Pioneer has questioned the application of payments from the Debtor
towards Funding Realty's liens as well as the extent, validity and
priority of Funding Realty's liens, in both the state court
foreclosure proceeding as well as an adversary proceeding in the
Debtor's bankruptcy case. Funding Realty asserts that the
Bankruptcy Court, rather than the state court, is in a better
position to handle these disputes and determine the validity,
priority and extent of Funding Realty's liens. If Pioneer's theory
is correct and Funding Realty's liens may be limited or avoided,
then those transfers may be collected for the benefit of all
creditors and not just Pioneer. Funding Realty asserts that it
would be willing to surcharge its collateral to cover the
reasonable costs, expenses and compensation to permit an
independent review by a chapter 7 trustee to determine whether to
proceed with an adversary proceeding against Funding Realty on
behalf of the bankruptcy estate.

The Bankruptcy Court concludes that Funding Realty has not
demonstrated the type of extraordinary circumstances that would
warrant reconsideration pursuant to Rule 60(b)(6). Accordingly,
Funding Realty's Motion to Reconsider is denied.

Judge Buchanan says, "Funding Realty had the opportunity to present
evidence in support of its position favoring conversion to chapter
7 over dismissal, an analysis required under 11 U.S.C. Sec.
1112(b), during the dismissal hearing. Its decision not to present
its surcharge offer until after the Order of Dismissal was entered
does not equate to extraordinary circumstances mandating relief
pursuant to Rule 60(b)(6)."

She concludes, "Even if this Court were to consider Funding
Realty's offer to surcharge its rental income collateral, it
remains highly speculative that conversion to chapter 7 would
benefit creditors and the bankruptcy estate."

A copy of the Court's decision dated December 6, 2024, is available
at https://urlcurt.com/u?l=FYxvvC

Village Gate, LLC filed for Chapter 11 bankruptcy (Bankr. S.D. Ohio
Case No. 24-10180) on Jan. 30, 2024, before the Hon. Beth A.
Buchanan, listing $1 million to $10 million in estimated assets and
liabilities.  David A. Kruer, Esq., at David Kruer & Company, LLC,
serves as counsel to the Debtor. The case was dismissed Sept. 17,
2024.


WELLPATH HOLDINGS: Herbert Case vs Cowens Stayed
------------------------------------------------
Magistrate Judge Charles H. Weigle of the United States District
Court for the Middle District of Georgia stayed the case captioned
as JERMARAE HERBERT, Plaintiff, v. CRISP COUNTY REGIONAL HOSPITAL,
et al., Defendants, CASE NO. 5:23-CV-00483-TES-CHW (M.D. Ga.) as to
Defendant Cowens.

On November 27, 2024, Plaintiff moved this Court for an extension
of time to complete discovery. Through a text order, the Court
granted the motion as to all Defendants and extended discovery
until January 31, 2025. The order extending discovery failed to
note, however, that the case must be stayed as to Defendant Cowens,
who may not be compelled to participate in discovery at this time.

The Court cannot order that Defendant Cowens participate in
discovery because the case against him is subject a bankruptcy
stay. Defendant Cowens filed a Suggestion of Bankruptcy, concerning
a Chapter 11 bankruptcy petition filed by Wellpath, LLC in the
United States District Court for the Southern District of Texas. An
order for automatic stay was entered by the bankruptcy court
pursuant to 11 U.S.C. Sec. 362(a). While a stay is generally
limited to debtors and not extended to non-debtor defendants, the
order specifically included non-debtor defendants like Defendant
Cowens, a physician who may be indemnified by Wellpath.

In accordance with 11 U.S.C. Sec. 362(a), it is ordered that this
case be stayed as to Defendant Cowens. Counsel for Defendant Cowen
is ordered to provide a status report regarding the bankruptcy stay
and related proceedings by December 31, 2024, and every thirty days
thereafter until the stay is lifted.

The entire case need not be stayed, however, because the claim
against Defendant Cowens for failing to treat Plaintiff's blood
pressure is distinct from the remaining claims against Defendants
Sales and Smith, such that Defendant Cowens would face no liability
because of the remaining defendants' conduct.  Therefore, discovery
may be extended and continue as to Defendants Smith and Sales. The
previous text order extending discovery is withdrawn. Plaintiff's
motion for extension of time to complete discovery is granted in
part as to Defendants Smith and Sales. Discovery shall be completed
by  January 31, 2025. Dispositive motions shall be due by March 3,
2025.

A copy of the Court's decision dated December 6, 2024, is available
at https://urlcurt.com/u?l=KLJmq3

                    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: Warren Urges Execs. to Respect Bankruptcy System
-------------------------------------------------------------------
Alex Wolf of Bloomberg Law reports that Senator Elizabeth Warren
(D-Mass.) has urged Wellpath Holdings Inc., a troubled prison
health-care provider, not to misuse bankruptcy proceedings to
withhold fair compensation from incarcerated patients affected by
medical malpractice.

In a letter to Wellpath CEO Ben Slocum and the founders of H.I.G.
Capital, the private equity firm backing Wellpath, Warren
emphasized the need to honor claims of substandard medical care
during the company's Chapter 11 restructuring, Bloomberg Law
reported.

       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.


WHATABRANDS LLC: Moody's Affirms B2 CFR & Alters Outlook to Stable
------------------------------------------------------------------
Moody's Ratings changed Whatabrands LLC's outlook to stable from
negative.  At the same time, Moody's affirmed Whatabrands' B2
corporate family rating, B2-PD probability of default rating and
the B2 ratings on the senior secured revolving credit facility and
senior secured first lien term loans B.

The affirmation and change in outlook to stable reflects Moody's
view that a steady improvement in Whatabrands' operating
performance will result in stronger credit metrics with debt to
EBITDA maintained below 6.0x and EBIT to interest coverage above
1.75x over the next twelve months. The stable outlook also expects
that Whatabrands will focus on a more balanced financial policy and
refrain from any debt financed shareholder distributions over the
next 12-18 months with current debt levels remaining relatively
stable aside from normal amortization.

RATINGS RATIONALE

Whatabrands B2 CFR reflects its above average unit volumes which
highlight the company's brand awareness amongst consumers in its
core market of Texas, its long history of positive same store
sales, diversified day-part and share of drive-through/off-premise
sales as a percentage of total revenues. It also considers its
modest scale, high geographic concentration in Texas and private
equity ownership with aggressive financial policies including a
tolerance for high leverage and history of debt funded shareholder
distributions.

Moody's expect debt/EBITDA to improve to below 5.8x and EBIT to
interest of above 1.75x over the next 12 months on the back of
continued strength in operations as well as new store openings
resulting in EBITDA growth. The B2 also considers Whatabrands
adequate liquidity with approximately $195 million available under
the $200 million senior secured revolving credit facility, an
expectation that the cash flow from operations will be sufficient
to fund capital spend including spending on new restaurants for the
next 12 months, assuming no dividends. Around 70% of funded debt is
swapped to fixed rates and the recent repricing transaction will
lighten Whatabrands' interest burden.

The stable outlook reflects Moody's expectation that operating
performance and credit metrics steadily improve from current levels
and that management refrains from further debt financed dividends.
The outlook also reflects that the company maintains at least
adequate liquidity.

FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS

Factors supporting an upgrade over the next 12 to 18 months would
require solid revenue and earnings growth from healthy positive
same-store sales and new restaurant openings that meet return
expectations. An upgrade would also require debt/EBITDA maintained
below 5.25x and EBIT/ interest above 2.0x times with good liquidity
including generating free cash flow/debt of at least 5%.

A downgrade could occur if the company adopts a more aggressive
financial policy which would include debt financed shareholder
distributions. A downgrade could also result in the event liquidity
were to deteriorate in any way including the sustained use of the
senior secured revolving credit facility to support cash flow
deficits or if substantial revolver availability is not maintained.
Quantitatively, a downgrade could also occur if Debt/EBITDA is
sustained above 6.0x or EBIT/ interest is sustained below 1.5x.

Whatabrands LLC, a wholly-owned subsidiary of Sunrise Group
Holdings, LLC (Sunrise), owns the Whataburger fast food brand which
operates and franchises a total of 1,053 units (862 owned corporate
units and 191 franchised units) in 16 states with the substantial
majority (about 75%) in Texas as of September 30, 2024. Sunrise is
majority owned by funds affiliated with BDT Capital Partners and
its founding owners. Revenue for the twelve months ended September
30, 2024 was $3.5 billion.

The principal methodology used in these ratings was Restaurants
published in August 2021.


WHITE VIOLET: Court Extends Use of Cash Collateral to Feb. 13
-------------------------------------------------------------
The U.S. Bankruptcy Court for the District of Massachusetts issued
a second order extending White Violet Property, LLC's authority to
use cash collateral from Dec. 12 to Feb. 13 next year.

As provided for in the most recently filed budget reconciliation,
Raymond C. Green Funding, LLC will receive a monthly payment of
$8,628 starting this month. The first mortgagee will also be
granted a replacement lien to the same extent and with the same
priority and validity as its pre-bankruptcy lien.

With respect to Carpenter Trust, White Violet disputes the validity
of the second mortgage and believes nothing is owed to the second
mortgagee. Nonetheless, the company will offer replacement liens to
Carpenter Trust in case the use of cash collateral results in the
diminution in value to the second mortgagee.

White Violet was required to file a reconciled budget showing
actual and projected income, expenses, and bank balances by Feb.
11.

The next hearing is scheduled for Feb. 13.

                    About White Violet Property

White Violet Property, LLC sought relief under Chapter 11 of the
U.S. Bankruptcy Code (Bankr. D. Mass. Case No. 24-30554) on Oct.
10, 2024. In the petition filed by Paul D. Quinn, as manager, the
Debtor estimated assets between $1 million and $10 million and
estimated liabilities between $500,000 and $1 million.

Judge Elizabeth D. Katz oversees the case.

The Debtor is represented by William J. Amann, Esq., at Amann
Burnett, PLLC.


YELLOW CORP: Lack of Notices Jeopardize Mass Layoff Claim Defenses
------------------------------------------------------------------
Jennifer Bennett of Bloomberg Law reports that a judge has ruled
that Yellow Corp.'s termination notices to employees were
inadequate to justify invoking two statutory defenses against
claims related to mass layoffs.

According to Bloomberg, the U.S. Bankruptcy Court for the District
of Delaware found Thursday, December 19, 2024, that while the
Worker Adjustment and Retraining Notification (WARN) Act allows
exceptions for faltering companies and unforeseeable business
circumstances, these defenses require proper notification to
employees, which Yellow's notices did not satisfy.

Under the WARN Act, businesses must provide employees with at least
60 days' advance notice before certain mass layoffs, the report
states.

           About Purdue Pharma LP

Purdue Pharma L.P. and its subsidiaries --
http://www.purduepharma.com/-- develop and provide prescription
medicines and consumer products that meet the evolving needs of
healthcare professionals, patients, consumers and caregivers.

Purdue's subsidiaries include Adlon Therapeutics L.P., focused on
treatment for Attention-Deficit/Hyperactivity Disorder (ADHD) and
related disorders; Avrio Health L.P., a consumer health products
company that champions an improved quality of life for people in
the United States through the reimagining of innovative product
solutions; Imbrium Therapeutics L.P., established to further
advance the emerging portfolio and develop the pipeline in the
areas of CNS, non-opioid pain medicines, and select oncology
through internal research, strategic collaborations and
partnerships; and Greenfield Bioventures L.P., an investment
vehicle focused on value-inflection in early stages of clinical
development.

Opioid makers in the U.S. are facing pressure from a crackdown on
the addictive drug in the wake of the opioid crisis and as state
attorneys general file lawsuits against manufacturers. More than
2,000 states, counties, municipalities and Native American
governments have sued Purdue Pharma and other pharmaceutical
companies for their role in the opioid crisis in the U.S., which
has contributed to the more than 700,000 drug overdose deaths in
the U.S. since 1999.

OxyContin, Purdue Pharma's most prominent pain medication, has been
the target of over 2,600 civil actions pending in various state and
federal courts and other fora across the United States and its
territories.

On Sept. 15 and 16, 2019, Purdue Pharma L.P. and 23 affiliated
debtors each filed a voluntary petition for relief under Chapter 11
of the U.S. Bankruptcy Code (Bankr. S.D.N.Y. Lead Case No.
19-23649), after reaching terms of a preliminary agreement for
settling the massive opioid litigation. The Debtors' consolidated
balance sheet as of Aug. 31, 2019, showed $1.972 billion in assets
and $562 million in liabilities.

U.S. Bankruptcy Judge Robert Drain oversees the cases.   

The Debtors tapped Davis Polk & Wardwell, LLP and Dechert, LLP, as
legal counsels; PJT Partners as investment banker; AlixPartners as
financial advisor; and Grant Thornton, LLP as tax structuring
consultant. Prime Clerk, LLC, is the claims agent.

Akin Gump Strauss Hauer & Feld LLP and Bayard, P.A., represent the
official committee of unsecured creditors appointed in the Debtors'
bankruptcy cases.

David M. Klauder, Esq., is the fee examiner appointed in the
Debtors' cases. The fee examiner is represented by Bielli &
Klauder, LLC.

                *     *     *

U.S. Bankruptcy Judge Robert Drain in early September 2021 approved
a plan to turn Purdue into a new company (Knoa Pharma LLC) no
longer owned by members of the Sackler family, with its profits
going to fight the opioid epidemic. The Sackler family agreed to
pay $4.3 billion over nine years to the states and private
plaintiffs and in exchange for a lifetime legal immunity. The deal
resolves some 3,000 lawsuits filed by state and local governments,
Native American tribes, unions, hospitals and others who claimed
the company's marketing of prescription opioids helped spark and
continue an overdose epidemic.

Separate appeals to approval of the Plan have already been filed by
the U.S. Bankruptcy Trustee, California,  Connecticut, the District
of Columbia, Maryland, Rhode Island and Washington state, plus some
Canadian local governments and other Canadian entities.

In early March 2022, Purdue Pharma reached a nationwide settlement
over its role in the opioid crisis, with the Sackler family members
boosting their cash contribution to as much as $6 billion. The
settlement was hammered out with attorneys general from the eight
states -- California, Connecticut, Delaware, Maryland, Oregon,
Rhode Island, Vermont and Washington -- and D.C. who had opposed
the previous settlement.


[*] Five Cohn & Dussi Lawyers Honored by Boston Magazine
--------------------------------------------------------
Cohn & Dussi, a distinguished full-service law firm with its
principal office in Boston, is proud to announce that five of its
attorneys have been recognized as Top Lawyers by Boston magazine
for 2024. This prestigious accolade is a testament to the firm's
commitment to excellence and the outstanding expertise of its
attorneys.

The following Cohn & Dussi attorneys have been honored as Top
Lawyers for 2024:

-- Lewis J. Cohn, Managing Partner, in the field of Bankruptcy &
Workouts. Cohn's practice is dedicated to representing lenders in
all aspects of the commercial loan process, with specialized
expertise in collection, workout, and liquidation of troubled
debt.

-- Andrew B. Glaab, Partner, also in the field of Bankruptcy &
Workouts. Glaab leads the firm's in-house collections group and
represents both secured and unsecured creditors, including
international and national lenders, insurers, and debt buyers.

-- Richard E. Alpert, Partner, in Personal Injury Law. Alpert
co-leads the Personal Injury Department and heads Cohn & Dussi's
Trusts & Estates Department.

-- Russell Rosenthal, Partner, in Personal Injury Law. Rosenthal is
a senior member of the firm's Litigation Department and co-leads
the Personal Injury Department along with Alpert.

-- Daniel J. Veerman, Senior Associate, in Civil Litigation.
Veerman concentrates his practice in highly contested litigation
and trial matters.

Boston magazine's Top Lawyers List honors lawyers across Greater
Boston who exemplify excellence in their fields, as selected by
their peers.

          About Cohn & Dussi

Cohn & Dussi is a full-service law firm with offices in Boston,
Mass., and Providence, RI, that offers clients comprehensive,
customized solutions to their clients' complex business challenges.
Attorneys in the firm offer extensive experience in collections and
workouts, creditors' rights, commercial litigation, leasing,
bankruptcy, corporate and finance law, construction law, and real
estate transactions. Over the course of 30 years, Cohn & Dussi has
built long-term relationships with its clients, solving problems
using a team approach and leveraging a national network of
attorneys in all 50 states. Learn more at cohnanddussi.com.


[*] Gibson Dunn Elects 35 Lawyers to Partnership
------------------------------------------------
Gibson Dunn has elected 35 lawyers to its partnership, effective
January 1, 2025.

Commenting on the partnership class, Gibson Dunn Chair and Managing
Partner Barbara L. Becker said: "These outstanding attorneys play
an important role in the life of our firm and do extraordinary work
on behalf of our clients—we are excited to see everything they
will continue to accomplish as members of our partnership."

The newly elected partners are:

John Adams (Litigation / Dallas) is a Texas-focused trial lawyer
whose practice involves complex commercial disputes, with an
emphasis on disputes in Texas and in the oil and gas industry. He
received his law degree from Southern Methodist University Dedman
School of Law in 2015.

Cassie Therese Aprile (International Arbitration and Litigation /
London) focuses her practice on complex commercial litigation and
international arbitration, representing clients across a broad
range of industry sectors. She received her LL.B. from the
University of Queensland in 2008.

Maxwell Ball (Mergers and Acquisitions / New York) has experience
in a broad range of mergers and acquisitions transactions, with a
particular focus on representing private equity sponsors in
leveraged buyout acquisitions, joint venture transactions,
divestitures, minority investments, leveraged recapitalizations,
restructuring transactions, and other complex corporate
transactions. He graduated from Harvard Law School in 2015.

Abbey A. Barrera (Privacy, Cybersecurity, and Data Innovation / San
Francisco) focuses on privacy and technology litigation,
counseling, and regulatory matters, and represents several
technology and social media companies in complex privacy class
actions. She graduated from New York University School of Law in
2014.

Alex Bluett (Projects / Paris) is an energy and infrastructure
specialist, advising all types of clients (infra funds,
industrials, developers, funders) across all asset classes
(infrastructure, renewable energy, energy transition) in relation
to their industrial contracts, their financings, and their M&A
transactions. He received his law degree from the University of
Cambridge Faculty of Law in 2008.

Tyler Cohen (Private Equity / Hong Kong) has experience across a
broad range of private equity, M&A and corporate matters across the
Asia-Pacific region, including leveraged buy-outs, growth equity
investments, convertible instruments, infrastructure investments,
and general corporate governance. He received his law degree from
the University of Toronto Faculty of Law in 2015.

Dana Lynn Craig (Litigation / San Francisco) leads the most
consequential discovery challenges our clients encounter,
establishing herself as an authority in effectively and efficiently
guiding all stages of the process, including motion practice, oral
argument, and framing trial themes. She graduated from Stanford Law
School in 2007.

Jakob Egle (Private Equity / London) is an experienced private
equity lawyer who assists sponsor clients with purchase agreements,
shareholder arrangements, management equity plans, and other
transactional requirements in a cross-border context. He received
his LL.M. from Columbia Law School in 2015.

Sara Ghalandari (Land Use and Development / San Francisco) focuses
her practice on land use law, advising clients on all aspects of
land use and development, including entitlement processes, zoning
regulations, environmental documentation, and transactional
agreements between private and public entities. She graduated from
the University of California, Berkeley School of Law in 2010.

Gina Hancock (Executive Compensation and Employee Benefits /
Dallas) focuses her practice on compensation and employee benefits
aspects of corporate transactions and initial public offerings,
including advising on incentive plans, employment and severance
agreements, ERISA benefit plans, and corporate governance matters.
She earned her JD from Georgetown University Law Center in 2015.

Nick Harper (Administrative Law and Regulatory Practice /
Washington, D.C.) specializes in appeals and administrative law,
with a particular focus on representing clients in the crypto
sector. He received his law degree from the University of Chicago
Law School in 2015.

Grace E. Hart (Litigation / New York) represents clients in a wide
range of complex commercial, employment, and trade secret
litigation in federal and state courts, and has significant
experience in matters involving emerging and established technology
companies. She received her law degree from Yale Law School in
2016.

Scott K. Hvidt (Litigation / Dallas) focuses his practice on
complex civil litigation and trial advocacy and is particularly
experienced in antitrust litigation and commercial disputes in
Texas courts. He earned his JD from Columbia Law School in 2015.

James Jennings (Tax / New York) has a broad transactional tax
practice with a focus on complex M&A and capital markets
transactions, as well as a variety of tax advisory matters, and
particular experience in partnership taxation. He received his law
degree from the University of Virgina School of Law in 2015.

Michael J. Kahn (Securities Litigation / San Francisco) focuses his
practice on securities litigation, including shareholder class
actions and derivative lawsuits. He earned his JD from New York
University School of Law in 2012.

Harrison A. Korn (Mergers and Acquisitions / Washington, D.C.)
advises public and private companies, private equity firms, boards
of directors and special committees in a wide variety of complex
corporate matters, including mergers and acquisitions, asset sales
and other carve-out transactions, leveraged buyouts, spin-offs,
joint ventures, and strategic investments and corporate governance
matters. He earned his JD from Yale Law School in 2014.

Allison Kostecka (Securities Litigation / Denver) focuses her
practice on securities litigation and complex civil litigation and
has advised clients facing a broad range of commercial disputes in
state and federal courts, as well as with regulatory agencies. She
graduated from Duke University School of Law in 2010.

Poonam G. Kumar (White Collar Defense and Investigations / Los
Angeles) focuses her practice on white collar criminal defense and
investigations, litigation, and trials, helping clients in a wide
range of industries navigate complex civil and criminal matters.
She received her law degree from the University of Michigan Law
School in 2007.

Melanie E. Neary (Capital Markets and Life Sciences / San
Francisco) advises clients in the life sciences industry on a wide
range of complex transactions and matters, with a particular focus
on capital markets and private company financings and securities
regulation and corporate governance. She earned her JD from the
University of Michigan Law School in 2016.

Daniel Nowicki (Appellate and Constitutional Law / Los Angeles)
focuses his practice on complex civil litigation—with an emphasis
on trial advocacy and appellate brief-writing—and has litigated
numerous cases at the trial and appellate level, as well as in
arbitration.  He received his law degree from New York University
School of Law in 2014.

Andrew Robb (Intellectual Property / Palo Alto) has a wide range of
experience litigating intellectual property disputes, with a focus
on patent litigation. He earned his law degree from the University
of Chicago Law School in 2013.

Sophie C. Rohnke (Privacy, Cybersecurity, and Data Innovation /
Dallas) has broad experience defending clients in regulatory
investigations and high-profile class actions, with a particular
focus on technology companies facing consumer protection and data
privacy issues. She received her law degree from the University of
Oxford Faculty of Law and her LL.M. from Harvard Law School in
2011.

Elizabeth Romefelt (Mergers and Acquisitions / New York) has
experience in a broad range of M&A transactions, including
representation of both public and private companies and financial
sponsors in connection with mergers, acquisitions, divestitures,
joint ventures, minority investments, restructurings and other
complex corporate transactions. She received her JD from The
University of Texas School of Law in 2014.

David P. Salant (Litigation / New York) has a broad litigation
practice focused on complex commercial, securities, and
white-collar disputes in state and federal courts. He received his
law degree from Harvard Law School in 2015.

Dennis Seifarth (Private Equity / Munich) focuses on private equity
and M&A transactions and advises clients on complex domestic and
cross-border acquisitions, leveraged buyouts, divestiture
transactions, management equity programs, joint ventures, and all
aspects of their M&A activities. He received his law degree in 2008
and his Dr. iur. in 2015 from the Friedrich Schiller University
Jena Faculty of Law.

Stephen D. Silverman (Business Restructuring and Reorganization /
New York) focuses on a broad range of restructuring and special
situations matters, including comprehensive in and out of court
restructurings, recapitalizations, financings and complex liability
management transactions, in each case with a focus on creditor and
investor side representations. He graduated from Georgetown
University Law Center in 2015.

Prerna Soni (Real Estate / San Francisco) has a broad real estate
practice that includes acquisitions, joint ventures, mortgage and
mezzanine financings, workouts, debt restructurings, and
foreclosures. She received her JD from the University of
Pennsylvania Law School in 2014.

Wesley Sze (Class Actions / Palo Alto) represents clients in class
actions and complex civil litigation, with a particular focus on
disputes at the intersection of law, technology, and privacy. He
received his law degree from Stanford Law School in 2015.

Kate Timmerman (Investment Funds / New York) specializes in the
establishment and operation of private funds, as well as advising
fund managers with respect to GP-led secondary transactions and
advising investors with respect to their investment in private
funds and transfers of interest from such funds. She earned her
LL.B. from Bond University Faculty of Law in 2012.

Todd J. Trattner (Life Sciences / San Francisco) focuses on
intellectual property transactions in the life sciences industry,
including royalty financings, licensing transactions, commercial
agreements, asset acquisitions, and advising on complex
intellectual property issues in connection with M&A and financing
transactions. He earned his JD from the University of California,
Berkeley School of Law in 2011.

Jessica L. Wagner (Appellate and Constitutional Law / Washington,
D.C.) is an appellate litigator who brings her strong analytical
skills to a range of practice areas, including administrative law,
judgment enforcement, and torts, helping clients present crisp
arguments before all levels of federal and state courts. She earned
her JD from the University of Virginia School of Law in 2015.

Frances Waldmann (Artificial Intelligence / Los Angeles) advises
clients in global regulatory compliance and enforcement, product
counseling, litigation, and transactional matters related to
artificial intelligence, data privacy, and emerging technologies.
She received her law degree from the University of Oxford Faculty
of Law in 2009.

Geoffrey E. Walter (Securities Regulation and Corporate Governance
/ Washington, D.C.) focuses his practice on advising public
companies on a wide range of securities and governance matters,
including corporate governance, shareholder activism, SEC
compliance, annual meetings, investor engagement, and executive
compensation. He received his law degree from Columbia Law School
in 2013.

Adam Whitehouse (Mergers and Acquisitions / Houston) focuses his
practice on M&A and advises clients ranging from private equity
sponsors and portfolio companies to public companies, with
particular experience in the energy space, including related to oil
and gas, energy transition, oilfield services, and tax credit
sales. He graduated from the University of Virginia School of Law
in 2010.

David A. Wolber (International Trade / Hong Kong) focuses on
international trade and financial crime regulatory matters,
spearheading the firm’s International Trade offerings in Asia,
particularly around economic sanctions, export and import controls,
cross border investment controls, and general geopolitical and
national security-based advisory matters. He earned his JD from
Georgetown University Law Center in 2011.

                      About Gibson Dunn

Gibson, Dunn & Crutcher LLP -- https://www.gibsondunn.com/ --is a
leading international law firm. Consistently ranking among the
world’s top law firms in industry surveys and major publications,
Gibson Dunn is distinctively positioned in today’s global
marketplace with more than 2,000 lawyers, and 21 offices, in Abu
Dhabi, Beijing, Brussels, Century City, Dallas, Denver, Dubai,
Frankfurt, Hong Kong, Houston, London, Los Angeles, Munich, New
York, Orange County, Palo Alto, Paris, Riyadh, San Francisco,
Singapore, and Washington, D.C.



[*] Robin Spigel Joins Willkie's New York Office as Partner
-----------------------------------------------------------
Willkie Farr & Gallagher LLP announced that restructuring attorney
Robin Spigel has joined the Firm as a partner. She is based in
Willkie's New York office.

With more than 25 years of bankruptcy and restructuring experience,
Ms. Spigel represents companies, buyers, investors, lenders, and
other major creditors in chapter 11 cases and out-of-court
restructurings. She started her legal career at Willkie and
previously served as counsel at the Firm.

Matthew Feldman, Firm Chairman and U.S. Chair of the Restructuring
Department, commented: "We are delighted to welcome Robin back to
Willkie. She is a talented restructuring lawyer who has
successfully led prominent matters across a range of industries.
Her experience will provide tremendous value to our clients and
complement the work of our market-leading global team."

Ms. Spigel joins Willkie from A&O Shearman, where she was a
partner. Her practice spans a range of industries, including
pharmaceutical, upstream oil & gas, pipeline services, electric
power, software, media, trucking, logistics, and manufacturing,
among others. She also represents professionals in various
distressed company transactions. Ms. Spigel is a member of the New
York City Bar Association and the American Bar Institute, and she
is also a regular contributor to legal and restructuring industry
publications.

Ms. Spigel commented: "I'm thrilled to rejoin Willkie and its
industry-leading restructuring team. The Firm's deep platform
across a range of industries and markets and integrated global
approach are well-suited to my practice. I look forward to
contributing to the success of the Firm and our clients."

Willkie's Restructuring Department is a global practice comprised
with market-leading capabilities in all aspects of business and
financial restructurings and insolvency matters. Its integrated
U.S. and European restructuring professionals offer the hands-on,
results-driven experience that today's distressed situations
demand.  It is held in high regard for its responsiveness and
proven experience in complex multi-lateral cross-border
restructurings (both in and out of court). It represents a broad
spectrum of clients in the U.S., U.K., France, Germany and other
key European jurisdictions.

Willkie Farr & Gallagher LLP -- http://www.willkie.com-- provides
legal solutions on complex, business critical issues spanning
markets and industries. Its approximately 1,200 attorneys across 15
offices worldwide deliver innovative, pragmatic and sophisticated
legal services across approximately 45 practice areas.



[^] BOND PRICING: For the Week from Dec. 16 to 20, 2024
-------------------------------------------------------
  Company                    Ticker   Coupon Bid Price   Maturity
  -------                    ------   ------ ---------   --------
2U LLC                       TWOU      2.250    40.345   5/1/2025
99 Cents Only Stores LLC     NDN       7.500     6.280  1/15/2026
99 Cents Only Stores LLC     NDN       7.500    12.045  1/15/2026
99 Cents Only Stores LLC     NDN       7.500    12.045  1/15/2026
Allen Media LLC / Allen
  Media Co-Issuer Inc        ALNMED   10.500    38.511  2/15/2028
Allen Media LLC / Allen
  Media Co-Issuer Inc        ALNMED   10.500    37.461  2/15/2028
Allen Media LLC / Allen
  Media Co-Issuer Inc        ALNMED   10.500    47.219  2/15/2028
Amyris Inc                   AMRS      1.500     1.063 11/15/2026
Anagram Holdings
  LLC/Anagram
  International Inc          AIIAHL   10.000     0.750  8/15/2026
Anagram Holdings
  LLC/Anagram
  International Inc          AIIAHL   10.000     0.750  8/15/2026
Anagram Holdings
  LLC/Anagram
  International Inc          AIIAHL   10.000     0.750  8/15/2026
At Home Group Inc            HOME      7.125    31.091  7/15/2029
At Home Group Inc            HOME      7.125    31.091  7/15/2029
Audacy Capital LLC           CBSR      6.750     2.938  3/31/2029
Audacy Capital LLC           CBSR      6.500     3.739   5/1/2027
Audacy Capital LLC           CBSR      6.750     2.938  3/31/2029
Avidbank Holdings Inc        AVBH      5.000    90.113 12/30/2029
Avidbank Holdings Inc        AVBH      5.000    90.113 12/30/2029
Avon Products Inc            AVP       8.450     5.000  3/15/2043
Azul Investments LLP         AZUBBZ    7.250    61.500  6/15/2026
Azul Investments LLP         AZUBBZ    7.250    61.425  6/15/2026
BPZ Resources Inc            BPZR      6.500     3.017   3/1/2049
Beasley Mezzanine
  Holdings LLC               BBGI      8.625    59.000   2/1/2026
Beasley Mezzanine
  Holdings LLC               BBGI      8.625    59.977   2/1/2026
Biora Therapeutics Inc       BIOR      7.250    56.639  12/1/2025
BuzzFeed Inc                 BZFD      8.500    92.385  12/3/2026
Castle US Holding Corp       CISN      9.500    45.749  2/15/2028
Castle US Holding Corp       CISN      9.500    45.427  2/15/2028
CommScope Technologies LLC   COMM      6.000    99.870  6/15/2025
CommScope Technologies LLC   COMM      6.000    99.868  6/15/2025
CorEnergy Infrastructure
  Trust Inc                  CORR      5.875    70.250  8/15/2025
Cornerstone Chemical Co LLC  CRNRCH   10.250    50.500   9/1/2027
Cumulus Media New
  Holdings Inc               CUMINT    8.000    37.224   7/1/2029
Cumulus Media New
  Holdings Inc               CUMINT    8.000    36.846   7/1/2029
Curo Oldco LLC               CURO      7.500     2.980   8/1/2028
Curo Oldco LLC               CURO      7.500    10.936   8/1/2028
Curo Oldco LLC               CURO      7.500     2.980   8/1/2028
Cutera Inc                   CUTR      2.250     9.000   6/1/2028
Cutera Inc                   CUTR      2.250    15.299  3/15/2026
Cutera Inc                   CUTR      4.000     8.550   6/1/2029
Danimer Scientific Inc       DNMR      3.250     0.375 12/15/2026
Energy Conversion Devices    ENER      3.000     0.762  6/15/2013
Enviva Partners LP /
  Enviva Partners
  Finance Corp               EVA       6.500    25.000  1/15/2026
Enviva Partners LP /
  Enviva Partners
  Finance Corp               EVA       6.500    25.193  1/15/2026
Exela Intermediate LLC /
  Exela Finance Inc          EXLINT   11.500    34.000  7/15/2026
Exela Intermediate LLC /
  Exela Finance Inc          EXLINT   11.500    33.500  7/15/2026
Federal Farm Credit
  Banks Funding Corp         FFCB      0.320    96.347 12/23/2024
Federal Farm Credit
  Banks Funding Corp         FFCB      0.330    96.435 12/23/2024
Federal Home Loan Banks      FHLB      1.250    99.897 12/24/2024
Federal Home Loan Banks      FHLB      0.550    99.364 12/27/2024
Federal Home Loan Banks      FHLB      0.700    99.366 12/27/2024
Federal Home Loan Banks      FHLB      1.850    99.381 12/27/2024
Federal Home Loan Banks      FHLB      0.550    99.893 12/24/2024
Federal Home Loan Banks      FHLB      0.525    99.894 12/24/2024
Federal Home Loan Banks      FHLB      1.200    99.364 12/27/2024
Federal Home Loan Banks      FHLB      1.170    99.372 12/27/2024
Federal Home Loan Banks      FHLB      0.440    95.927 12/23/2024
Federal Home Loan Banks      FHLB      0.730    99.367 12/27/2024
Federal Home Loan Banks      FHLB      0.520    99.894 12/24/2024
Federal Home Loan Banks      FHLB      0.500    99.894 12/24/2024
Federal Home Loan Banks      FHLB      2.100    99.926 12/24/2024
Federal Home Loan Banks      FHLB      1.070    97.120 12/23/2024
Federal Home Loan Banks      FHLB      1.200    99.375 12/23/2024
Federal Home Loan Banks      FHLB      1.050    99.896 12/24/2024
Federal Home Loan Banks      FHLB      1.250    99.924 12/24/2024
Federal Home Loan Banks      FHLB      0.570    99.373 12/23/2024
Federal Home Loan Banks      FHLB      0.550    99.364 12/27/2024
Federal Home Loan Banks      FHLB      0.500    99.377 12/26/2024
Federal Home Loan Banks      FHLB      0.500    99.372 12/23/2024
Federal Home Loan Banks      FHLB      0.550    99.378 12/26/2024
Federal Home Loan Banks      FHLB      0.550    99.894 12/24/2024
Federal Home Loan
  Mortgage Corp              FHLMC     3.000    99.395 12/23/2024
Federal Home Loan
  Mortgage Corp              FHLMC     0.450    99.895 12/24/2024
Federal Home Loan
  Mortgage Corp              FHLMC     2.000    99.414 12/24/2024
Federal Home Loan
  Mortgage Corp              FHLMC     2.250    99.393 12/27/2024
Federal Home Loan
  Mortgage Corp              FHLMC     2.220    99.393 12/27/2024
First Republic Bank/CA       FRCB      4.375     0.100   8/1/2046
GoTo Group Inc               LOGM      5.500    41.128   5/1/2028
Goodman Networks Inc         GOODNT    8.000     5.000  5/11/2022
Goodman Networks Inc         GOODNT    8.000     1.000  5/31/2022
H-Food Holdings
  LLC / Hearthside
  Finance Co Inc             HEFOSO    8.500     3.000   6/1/2026
H-Food Holdings
  LLC / Hearthside
  Finance Co Inc             HEFOSO    8.500     2.979   6/1/2026
Hallmark Financial
  Services Inc               HALL      6.250    20.740  8/15/2029
Heartland Financial USA Inc  HTLF      5.750    98.219 12/30/2024
Homer City Generation LP     HOMCTY    8.734    38.750  10/1/2026
Inotiv Inc                   NOTV      3.250    34.500 10/15/2027
Invacare Corp                IVC       5.000     0.667 11/15/2024
JPMorgan Chase Bank NA       JPM       2.000    88.546  9/10/2031
Jefferies Financial Group    JEF       6.000   100.000 12/29/2028
Ligado Networks LLC          NEWLSQ   15.500    36.063  11/1/2023
Ligado Networks LLC          NEWLSQ   15.500    37.500  11/1/2023
Ligado Networks LLC          NEWLSQ   17.500     9.925   5/1/2024
Ligado Networks LLC          NEWLSQ   17.500     9.925   5/1/2024
Lightning eMotors Inc        ZEVY      7.500     1.000  5/15/2024
Luminar Technologies Inc     LAZR      1.250    48.650 12/15/2026
MBIA Insurance Corp          MBI      16.178     4.574  1/15/2033
MBIA Insurance Corp          MBI      16.178     4.574  1/15/2033
Macy's Retail Holdings LLC   M         6.700    91.828  7/15/2034
Macy's Retail Holdings LLC   M         6.900    85.685  1/15/2032
Mashantucket Western
  Pequot Tribe               MASHTU    7.350    50.000   7/1/2026
Morgan Stanley               MS        1.800    76.932  8/27/2036
Nomura America Finance LLC   NOMURA    3.681    97.465 12/24/2024
PECF USS Intermediate
  Holding III Corp           UNSTSV    8.000    35.000 11/15/2029
PECF USS Intermediate
  Holding III Corp           UNSTSV    8.000    35.000 11/15/2029
Paramount Global             PARA      4.750    92.547  5/15/2025
Polar US Borrower
  LLC / Schenectady
  International Group Inc    SIGRP     6.750    46.333  5/15/2026
Polar US Borrower
  LLC / Schenectady
  International Group Inc    SIGRP     6.750    46.333  5/15/2026
Rackspace Technology
  Global Inc                 RAX       5.375    28.558  12/1/2028
Rackspace Technology
  Global Inc                 RAX       3.500    29.625  2/15/2028
Rackspace Technology
  Global Inc                 RAX       3.500    29.625  2/15/2028
Rackspace Technology
  Global Inc                 RAX       5.375    30.087  12/1/2028
Renco Metals Inc             RENCO    11.500    24.875   7/1/2003
Rite Aid Corp                RAD       7.700     1.700  2/15/2027
Rite Aid Corp                RAD       6.875     3.209 12/15/2028
Rite Aid Corp                RAD       6.875     3.209 12/15/2028
RumbleON Inc                 RMBL      6.750    97.165   1/1/2025
Shutterfly LLC               SFLY      8.500    47.500  10/1/2026
Shutterfly LLC               SFLY      8.500    88.500  10/1/2026
Spanish Broadcasting
  System Inc                 SBSAA     9.750    66.250   3/1/2026
Spanish Broadcasting
  System Inc                 SBSAA     9.750    66.000   3/1/2026
Spirit Airlines Inc          SAVE      1.000    32.125  5/15/2026
Spirit Airlines Inc          SAVE      4.750    28.000  5/15/2025
Stem Inc                     STEM      4.250    23.625   4/1/2030
TPI Composites Inc           TPIC      5.250    22.750  3/15/2028
TerraVia Holdings Inc        TVIA      5.000     4.644  10/1/2019
Tricida Inc                  TCDA      3.500     9.000  5/15/2027
Veritone Inc                 VERI      1.750    41.875 11/15/2026
Virgin Galactic Holdings     SPCE      2.500    44.938   2/1/2027
Vitamin Oldco Holdings Inc   GNC       1.500     0.469  8/15/2020
Voyager Aviation Holdings    VAHLLC    8.500     9.949   5/9/2026
Voyager Aviation Holdings    VAHLLC    8.500     9.949   5/9/2026
Voyager Aviation Holdings    VAHLLC    8.500     9.949   5/9/2026
Vroom Inc                    VRM       0.750    54.500   7/1/2026
WW International Inc         WW        4.500    20.035  4/15/2029
WW International Inc         WW        4.500    20.799  4/15/2029
Wesco Aircraft Holdings Inc  WAIR      8.500     8.000 11/15/2024
Wesco Aircraft Holdings Inc  WAIR      9.000    42.048 11/15/2026
Wesco Aircraft Holdings Inc  WAIR     13.125     1.101 11/15/2027
Wesco Aircraft Holdings Inc  WAIR      8.500     7.978 11/15/2024
Wesco Aircraft Holdings Inc  WAIR      9.000    42.048 11/15/2026
Wesco Aircraft Holdings Inc  WAIR     13.125     1.101 11/15/2027



                            *********

Monday's edition of the TCR delivers a list of indicative prices
for bond issues that reportedly trade well below par.  Prices are
obtained by TCR editors from a variety of outside sources during
the prior week we think are reliable.  Those sources may not,
however, be complete or accurate.  The Monday Bond Pricing table
is compiled on the Friday prior to publication.  Prices reported
are not intended to reflect actual trades.  Prices for actual
trades are probably different.  Our objective is to share
information, not make markets in publicly traded securities.
Nothing in the TCR constitutes an offer or solicitation to buy or
sell any security of any kind.  It is likely that some entity
affiliated with a TCR editor holds some position in the issuers
public debt and equity securities about which we report.

Each Tuesday edition of the TCR contains a list of companies with
insolvent balance sheets whose shares trade higher than $3 per
share in public markets.  At first glance, this list may look like
the definitive compilation of stocks that are ideal to sell short.
Don't be fooled.  Assets, for example, reported at historical cost
net of depreciation may understate the true value of a firm's
assets.  A company may establish reserves on its balance sheet for
liabilities that may never materialize.  The prices at which
equity securities trade in public market are determined by more
than a balance sheet solvency test.

On Thursdays, the TCR delivers a list of recently filed
Chapter 11 cases involving less than $1,000,000 in assets and
liabilities delivered to nation's bankruptcy courts.  The list
includes links to freely downloadable images of these small-dollar
petitions in Acrobat PDF format.

Each Friday's edition of the TCR includes a review about a book of
interest to troubled company professionals.  All titles are
available at your local bookstore or through Amazon.com.  Go to
http://www.bankrupt.com/books/to order any title today.

Monthly Operating Reports are summarized in every Saturday edition
of the TCR.

The Sunday TCR delivers securitization rating news from the week
then-ending.

TCR subscribers have free access to our on-line news archive.
Point your Web browser to http://TCRresources.bankrupt.com/and use
the e-mail address to which your TCR is delivered to login.

                            *********

S U B S C R I P T I O N   I N F O R M A T I O N

Troubled Company Reporter is a daily newsletter co-published
by Bankruptcy Creditors Service, Inc., Fairless Hills,
Pennsylvania, USA, and Beard Group, Inc., Philadelphia, Pa., USA.
Randy Antoni, Jhonas Dampog, Marites Claro, Joy Agravante,
Rousel Elaine Tumanda, Joel Anthony G. Lopez, Psyche A. Castillon,
Ivy B. Magdadaro, Carlo Fernandez, Christopher G. Patalinghug, and
Peter A. Chapman, Editors.

Copyright 2024.  All rights reserved.  ISSN: 1520-9474.

This material is copyrighted and any commercial use, resale or
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
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are $25 each.  For subscription information, contact Peter A.
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                   *** End of Transmission ***