/raid1/www/Hosts/bankrupt/TCR_Public/241225.mbx
T R O U B L E D C O M P A N Y R E P O R T E R
Wednesday, December 25, 2024, Vol. 28, No. 359
Headlines
420 EASTERN: Seeks to Tap Valmont & Associates as Property Manager
48 VIKING VILLAGE: Voluntary Chapter 11 Case Summary
A GRANDE PROMOTION: Gets OK to Use Cash Collateral Until Feb. 28
ADVANCED VAPE: Seeks to Hire Michael Aversano CPA as Accountant
AGEAGLE AERIAL: Thomas John Corley Holds 5.5% Equity Stake
AIR INDUSTRIES: Files Prospectus for $10MM Securities Offering
AMERICANN INC: Transfers Development Rights to Freetown Property
ASHFORD HOSPITALITY: Offers Series L & M Shares
ASPEN ELECTRONICS: Gets OK to Hire Haddon Morgan as Special Counsel
AV CONTRACTORS: Unsecureds to Get Share of Income for 3 Years
AVINGER INC: All Five Proposals Approved at Annual Meeting
AVINGER INC: Falls Short of Nasdaq's Bid Price Requirement
AVINGER INC: Three Executive Officers Execute Waivers
AVINGER INC: To Seek Shareholder OK for Potential Dissolution
BEAR BRICK: Seeks to Hire Wolff & Orenstein LLC as Attorney
BEECH INTERNATIONAL: Gets OK to Use Cash Collateral Until Jan. 15
BEYOND AIR: Registers Additional 6MM Shares Under Incentive Plan
BLUE CROSS: A.M. Best Cuts FS Rating to C++(Marginal)
BLUEBIRD BIO: Files Amended Certificate of Incorporation
BRPS TITLE: Case Summary & 15 Unsecured Creditors
BURGESS BIOPOWER: Seeks to Extend Exclusivity to March 10, 2025
CEMTREX INC: Regains Compliance with Nasdaq Price Requirements
CHINA PHARMA: Inks Securities Purchase Deal for $600k
CLARITY DIAGNOSTICS: Court OKs Interim Use of Cash Collateral
COMMSCOPE HOLDING: Declares Dividend on Series A Preferred Stock
CONNEXA SPORTS: Incurs $1.3MM Net Loss at Oct. 2024
CRACKED EGGERY: Seeks to Hire McNamee Hosea P.A. as Counsel
D DUNCAN FLORISTRY: Seth Albin Named Subchapter V Trustee
DAWNSTAR CORPORATION: Taps Johnson May as Bankruptcy Counsel
DISTRICT 5 BOUTIQUE: Unsecureds to Get $40K per Year for 5 Years
DOOR COUNTY ENVIRONMENTAL: Case Summary & Six Unsecured Creditors
DOVGAL EXPRESS: Case Summary & 20 Largest Unsecured Creditors
EASTSIDE DISTILLING: Files Prospectus for Resale of 545K Shares
EASTSIDE DISTILLING: Sells Shares to 3 Investors for $341k
EEGEE'S LLC: Seeks to Hire Getzler Henrich as Financial Advisor
EEGEE'S LLC: Seeks to Hire Keery McCue PLLC as Bankruptcy Counsel
EKSO BIONICS: Gets Written Notice from Nasdaq Over Stock Bid Price
ENVIVA INC: AIPCF, Lightship Hold 43% Equity Stake
EPIC! CREATIONS: Trustee Taps Moelis & Company as Investment Banker
EVENTIDE CREDIT: Seeks to Extend Plan Exclusivity to March 6, 2025
EYENOVIA INC: Nasdaq Delists Securities
FARWAY MARINA: Taps Auction Advisors as Real Estate Broker
FELTRIM BALMORAL: Gets OK to Use Cash Collateral Until Jan. 21
FROZEN HORIZON: Unsecured Creditors to Split $10K in Plan
GENEVA REPAIR: Gets OK to Use Cash Collateral Until Jan. 17
GLOBAL WOUND: Taps Isaac Lee of Ankura Consulting Group as CRO
GOLDNER CAPITAL: Taps McGlinchey Stafford PLLC as Special Counsel
GOODY'S FLEET: Unsecured Creditors to Split $100K over 5 Years
GREATER LIGHT: Court Denies Access to Cash Collateral
H.B. FULLER: Fitch Affirms 'BB' LongTerm IDR, Outlook Stable
HEALTHCARE HOLDINGS: Taps Gunster Yoakley & Stewart as Counsel
HTX WELLNESS: Asset Sale Proceeds to Fund Plan Payments
HYPERSCALE DATA: Sells 48,100 Shares to Ault for $48.1MM
ILEARNINGENGINES INC: Voluntary Chapter 11 Case Summary
JAMIESON CAPEX: Seeks Approval to Hire Michael T. Schmitz as CRO
JAYASWAL LLC: Hires Law Office of David G. Baker as Attorney
JJK PROPERTIES: Tom Howley of Howley Law Named Subchapter V Trustee
JOONKO DIVERSITY: Seeks to Extend Exclusivity to March 10, 2025
JPC LAND: Trustee Taps Graves Dougherty as Legal Counsel
K & M AMUSEMENT: Gets OK to Hire Sam Tax as Accountant
LIGHTHOUSE PHOTOGRAPHY: Taps Ronald D. Weiss P.C. as Counsel
LILYDALE PROGRESSIVE: Gets OK to Use Cash Collateral Until Jan. 24
LINX OF LAKE: Aaron Cohen Named Subchapter V Trustee
LIVEONE INC: Holds 16.9MM Shares in PodCastOne
LL FLOORING: Seeks to Extend Plan Exclusivity to March 10, 2025
MAGLEV ENERGY: Gets Interim OK to Use Cash Collateral
MAWSON INFRASTRUCTURE: Sells Shares of Stock for $12-Mil.
MINI MANIA: Gets Final OK to Use Cash Collateral
MY CITY: Incurs $74K Net Loss for 3 Months Ended Oct. 2024
NAZARETH LIMO: Taps Charles A. Higgs as Special Litigation Counsel
NEXTTRIP INC: Inks Forebearance in Share Exchange Agreement
NGL ENERGY: Fitch Affirms 'B' LongTerm IDR, Outlook Stable
OAKRIDGE PROPERTY: Hires FTI Consulting as Financial Advisor
OCEAN POWER: Incurs $3.91 Million Net Loss in Second Quarter
OCEAN POWER: Signs $54-Mil. Note Purchase Agreement With Investor
ODYSSEY HEALTH: Incurs $1.02 Million Net Loss in First Quarter
ODYSSEY HEALTH: Lowers Net Loss to $842K in FY Ended July 31
PALOMAR HEALTH: Fitch Lowers IDR to 'B', On Watch Negative
PARKINSON LAND: Gets Approval to Hire REI Law Firm as Counsel
PARTY CITY HOLDCO: Case Summary & 30 Largest Unsecured Creditors
PARTY CITY: Files Chapter 22, Begins Wind Down of All Operations
PLANET GREEN: Amends Annual Financial Report Ended Dec. 2023
PLASTIC SUPPLIERS: Case Summary & 20 Largest Unsecured Creditors
PORCHLIGHT HOLDINGS: Court OKs Continued Use of Cash Collateral
PROFESSIONAL SECURITY: Court Extends Use of Cash Collateral
REDLINE METALS: Court OKs Continued Use of Cash Collateral
REVO BB OWNER: Voluntary Chapter 11 Case Summary
RIVERA FAMILY: Voluntary Chapter 11 Case Summary
ROYSTONE ON QUEEN: Plan Exclusivity Period Extended to Jan. 8, 2025
SAN INDUSTRIES: Gets CCAA Initial Stay Order; Deloitte as Monitor
SCILEX HOLDING: Sells Shares for $17MM to Raise Funds
SEVEN RIVERS: Beverly Brister Named Subchapter V Trustee
SICHEM INC: Katharine Battaia Clark Named Subchapter V Trustee
SMS LAKEWOOD: Taps Keller Williams, Total Realty as Lease Brokers
SOLUNA HOLDINGS: Completes Payoff of Outstanding Convertible Notes
SOVEREIGN CAPITAL: Voluntary Chapter 11 Case Summary
SOVEREIGN MEDICAL: Voluntary Chapter 11 Case Summary
SPD 2010: Seeks to Hire McManimon Scotland & Baumann as Attorney
ST. CHRISTOPHER: Hires SVN Deegan-Collins as Real Estate Broker
STEEL FABRICATORS: Case Summary & 20 Largest Unsecured Creditors
SUNATION ENERGY: Board Appoints S. Maskin as Permanent CEO
SURGEM LLC: Voluntary Chapter 11 Case Summary
TARO INVESTMENT: Taps SVN Auction Services as Broker/Auctioneer
TBOTG DEVELOPMENT: Seeks to Extend Exclusivity to Feb. 17, 2025
TERRA TECHNOLOGIES: Seeks to Hire TRM Accounting as Auditor
TRANS AMERICAN: Tom Howley of Howley Law Named Subchapter V Trustee
UNRIVALED BRANDS: Taps Buchalter APC as Special Litigation Counsel
US ECO PRODUCTS: Stephen Darr Named Subchapter V Trustee
VICTORIA LIGHT: Voluntary Chapter 11 Case Summary
VIVAKOR INC: Files Amended Financial Statements of Endeavor Units
XTI AEROSPACE: Issues 16MM Shares to Cancel Preferred Stock
ZURVITA HOLDINGS: Case Summary & 20 Largest Unsecured Creditors
*********
420 EASTERN: Seeks to Tap Valmont & Associates as Property Manager
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420 Eastern Parkway LLC seeks approval from the U.S. Bankruptcy
Court for the Eastern District of New York to hire Valmont &
Associates as property manager.
Valmont will handle the management of Debtor's real property
located at 420 Eastern Parkway, Brooklyn, NY 11225.
Valmont will receive a management fee of 6 percent of the monthly
rent price of the property and $200 on renewal of lease.
Juan Almonte, property manager with Valmont & Associates LLC,
assured the court that his firm is a "disinterested person" within
the meaning of 11 U.S.C. 101(14).
The firm can be reached through:
Juan Almonte
Valmont & Associates LLC
195 Plymouth Street, Office 5/4
Brooklyn, NY 11201
Phone: (646) 600-5995
Email: juanalmonteoffice@gmail.com
About 420 Eastern Parkway
420 Eastern Parkway LLC owns a 16-unit apartment building located
at 420 Eastern Parkway, Brooklyn, NY 11225 valued at $2.2 million.
420 Eastern Parkway LLC sought relief under Chapter 11 of the
Bankruptcy Code (Bankr. E.D.N.Y. Case No. 24-43330) on Aug. 9,
2024. In the petition filed by Sylvester Drew, as president, the
Debtor reported total assets of $2,215,521 and total liabilities of
$3,295,158.
The Honorable Bankruptcy Judge Nancy Hershey Lord oversees the
case.
The Debtor is represented by Charles Higgs, Esq. at THE LAW OFFICE
OF CHARLES A. HIGGS.
48 VIKING VILLAGE: Voluntary Chapter 11 Case Summary
----------------------------------------------------
Debtor: 48 Viking Village, LLC
985 Jack Nicklaus Court
Reunion, FL 34747
Business Description: 48 Viking Village is a Single Asset Real
Estate debtor (as defined in 11 U.S.C.
Section 101(51B)).
Chapter 11 Petition Date: December 24, 2024
Court: United States Bankruptcy Court
District of Maine
Case No.: 24-10283
Debtor's Counsel: David C. Johnson, Esq.
MARCUS CLEGG
16 Middle Street Unit 501A
Portland, ME 04101
Tel: (207) 828-8000
E-mail: bankruptcy@marcusclegg.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Ben A. Kaley as manager.
The Debtor indicated in the petition it has no unsecured creditor.
A full-text copy of the petition is available for free at
PacerMonitor.com at:
https://www.pacermonitor.com/view/D3XRHMA/48_Viking_Village_LLC__mebke-24-10283__0001.0.pdf?mcid=tGE4TAMA
A GRANDE PROMOTION: Gets OK to Use Cash Collateral Until Feb. 28
----------------------------------------------------------------
A Grande Promotion Company, LLC received interim approval from the
U.S. Bankruptcy Court for the District of Arizona to use cash
collateral.
The company was authorized to use cash collateral from Nov. 5 to
Feb. 28, 2025, in accordance with its budget, with a 10% variance.
The budget shows projected total average monthly expenses of
$164,058.38.
A Grande will make a monthly payment of $1,890 to the U.S. Small
Business Administration as adequate protection for using the
agency's cash collateral.
In addition, the SBA was granted a replacement lien on all
post-petition revenues of the company to the same extent, priority,
validity, and enforceability as its pre-bankruptcy lien.
About A Grande Promotion Company
A Grande Promotion Company, LLC, a company in Phoenix, Ariz., filed
Chapter 11 petition (Bankr. D. Ariz. Case No. 24-09458) on Nov. 5,
2024, listing $100,000 to $500,000 in assets and $1 million to $10
million in liabilities. Eugene Medrano, a member and manager of A
Grande, signed the petition.
Judge Scott H Gan oversees the case.
Allan D. NewDelman, P.C. serves as the Debtor's legal counsel.
ADVANCED VAPE: Seeks to Hire Michael Aversano CPA as Accountant
---------------------------------------------------------------
Advanced Vape Shop LLC seeks approval from the U.S. Bankruptcy
Court for the District of New Jersey to hire Michael Aversano, CPA
as accountant.
The accountant will review monthly financial reports and assist in
the preparation profit and loss statement, monthly reports as
necessary and any cash flow projections- as well as year end tax
filings.
The accountant will charge $945 per month for its services.
As disclosed in the court filings, Michael Aversano, CPA is a
"disinterested person" within the meaning of 11 U.S.C. 101(14).
The firm can be reached through:
Michael Aversano, CPA
111 Sixth Street
Garden City, NY 11530
Tel: (516) 578-2222
About Advanced Vape Shop LLC
Advanced Vape Shop LLC sought protection for relief under Chapter
11 of the Bankruptcy Code (Bankr. D.N.J. Case No. 24-18842) on
September 6, 2024, listing up to $50,000 in assets and $100,001 to
$500,000 in liabilities. Steven J. Abelson, Esq. at Abelson Law
Offices represents the Debtor as counsel.
AGEAGLE AERIAL: Thomas John Corley Holds 5.5% Equity Stake
----------------------------------------------------------
Corley Thomas John disclosed in a Schedule 13 filed with the U.S.
Securities and Exchange Commission that as of December 13, 2024, he
beneficially owns 240,790 shares of AgEagle Aerial Systems Inc.'s
common stock representing 5.5% of the company's outstanding shares
of stock.
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: Files Prospectus for $10MM Securities Offering
--------------------------------------------------------------
Air Industries Group filed a registration statement on Form S-3
with the U.S. Securities and Exchange Commission using a "shelf"
registration process. Under this registered "shelf," in the future,
the Company may, from time to time, sell any combination of the
securities described herein, in one or more offerings, up to a
maximum aggregate offering price of $10,000,000.
One of the offerings registered under this registration statement
is the offering of the Company's shares of common stock under that
certain At the Market Offering Agreement, with Craig-Hallum Capital
Group LLC, as sales agent.
The registration statement contains two prospectuses:
* a base prospectus, which covers the offering, issuance and
sale by the Company of common stock, preferred stock, debt
securities, warrants, and units identified above from time to time
in one or more offerings, which together shall have an aggregate
initial offering price not to exceed $10,000,000; and
* an "at the market offering" prospectus covering the offer,
issuance and sale by the Company of up to a maximum aggregate
offering price of up to $5,378,227 of its common stock that may be
issued and sold from time to time under the sales agreement with
Craig-Hallum Capital Group LLC.
The $5,378,227 of common stock that may be offered, issued and sold
under the sales agreement prospectus is included in the $10,000,000
of securities that may be offered, issued and sold by the Company
under the base prospectus. Upon termination of the sales agreement,
any portion of the $5,378,227 included in the sales agreement
prospectus that is not sold pursuant to the sales agreement will be
available for sale in other offerings pursuant to the base
prospectus, and if no shares are sold under the sales agreement,
the full $5,378,227 of securities may be sold in other offerings
pursuant to the base prospectus.
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.
AMERICANN INC: Transfers Development Rights to Freetown Property
----------------------------------------------------------------
Americann, Inc., disclosed in a Form 8-K filing with the U.S.
Securities and Exchange Commission that on October 17, 2016, the
Company closed on the acquisition of the 52.6-acre parcel of
undeveloped land in Freetown, Massachusetts. The property is
located approximately 47 miles southeast of Boston.
As part of a simultaneous transaction, the Company maintained the
development rights and assigned the ownership of the property to
Massachusetts Medical Properties, LLC, and entered a lease
agreement pursuant to which MMP agreed to lease the property to the
Company for an initial term of fifty (50) years.
The Company developed a portion of the property with a 30,000
square foot cultivation and manufacturing facility on approximately
4.3 acres.
By agreement dated November 19, 2024, the Company transferred the
development rights and control of the undeveloped portion of the
property, approximately 48.3 acres, to MMP.
The Company maintains sole discretion on how the undeveloped
portion of the property can be developed by MMP. If the undeveloped
land is sold, the Company would receive 20% of the net sales
price.
In November of 2024 the Company received an initial deposit of
$650,000 from MMP.
The Agreement provides AmeriCann the opportunity to purchase, fee
simple, the developed portion of the property, approximately 4.3
acres, from MMP at a predetermined purchase price.
The description of the terms of the November 19, 2024 agreement
between the Company and MMP is available at
https://urlcurt.com/u?l=DFgyH1
About AmeriCann
Headquartered in Denver, CO, Americann, Inc. (OTCQB:ACAN) designs,
develops, leases and operates state-of-the-art cannabis
cultivation, processing and manufacturing facilities. The
Company's business plan is based on the continued growth of the
regulated marijuana market in the United States.
Houston, Texas-based MaloneBailey, LLP, the Company's auditor
since
2016, issued a "going concern" qualification in its report dated
Dec. 22, 2023, 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.
"The Company had an accumulated deficit of $20,649,740 and
$19,853,444 at June 30, 2024 and September 30, 2023, respectively.
These matters, among others, raise substantial doubt about the
Company's ability to continue as a going concern. While the
Company is attempting to increase operations and generate
additional revenues, the Company's cash position may not be
significant enough to support the Company's daily operations.
Management may raise additional funds through the sale of its
securities or borrowings from third parties," said AmeriCann in
its
Quarterly Report for the period ended June 30, 2024.
ASHFORD HOSPITALITY: Offers Series L & M Shares
-----------------------------------------------
Ashford Hospitality Trust, Inc., filed a Form S-11 registration
statement with the U.S. Securities and Exchange Commission for the
offering of a maximum of 12,000,000 shares of the Company's Series
L Redeemable Preferred Stock, par value $0.01 per share, or the
Company's Series M Redeemable Preferred Stock, par value $0.01 per
share, in the Company's primary offering at a public offering price
of $25.00 per share.
The Company is also offering up to 4,000,000 shares of the Series L
Preferred Stock or the Series M Preferred Stock pursuant to a
dividend reinvestment plan at $25.00 per share.
The Company's common stock trades on the New York Stock Exchange
under the symbol "AHT." On December 12, 2024, the last reported
sale price of the Company's common stock on the NYSE was $8.56 per
share.
A full-text copy of the Form S-11 is available at
https://urlcurt.com/u?l=rBL0Eg
About Ashford Hospitality
Headquartered in Dallas, Texas, Ashford Hospitality Trust, Inc.
operates as a self-advised real estate investment trust focusing
on
the lodging industry.
Ashford Hospitality Trust reported a net loss of $180.73 million
for the year ended Dec. 31, 2023, compared to a net loss of
$141.06
million for the year ended Dec. 31, 2022. As of Dec. 31, 2023, the
Company had $3.46 billion in total assets, $3.69 billion in total
liabilities, $22.01 million in redeemable noncontrolling interests
in operating partnership, $79.98 million in Series J Redeemable
Preferred Stock, $0.01 par value (3,475,318 shares issued and
outstanding at December 31, 2023), $4.78 million in Series K
Redeemable Preferred Stock, $0.01 par value (194,193 shares issued
and outstanding at December 31, 2023), and $331.04 million in
total
deficit.
* * *
Egan-Jones Ratings Company, on May 5, 2023, maintained its 'CCC+'
foreign currency and local currency senior unsecured ratings on
debt issued by Ashford Hospitality Trust, Inc.
On March 1, 2024, the Company received notice that the hotel
properties securing the KEYS Pool A and KEYS Pool B loans had been
transferred to a court-appointed receiver.
On March 6, 2024, the Company sold the Residence Inn Salt Lake
City
in Salt Lake City, Utah, for $19.2 million in cash. As reported by
the TCR on April 22, the Company closed on the sale of the
390-room
Hilton Boston Back Bay in Boston, Massachusetts, for $171 million.
On April 29, it closed on the sale of the 85-room Hampton Inn in
Lawrenceville, Georgia, for $8.1 million. On May 27, Ashford
closed
a $267 million refinancing of the mortgage loan for the 673-room
Renaissance Hotel in Nashville, Tennessee, which had a final
maturity date of March 2026. On June 14, the Company closed on the
sale of the 90-room Courtyard located in Manchester, Connecticut,
for $8 million.
ASPEN ELECTRONICS: Gets OK to Hire Haddon Morgan as Special Counsel
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Aspen Electronics Manufacturing, Inc. received approval from the
U.S. Bankruptcy Court for the District of Colorado to employ
Haddon, Morgan and Foreman P.C. as special counsel.
The firm will represent the Debtor with respect to malpractice
claims against James "JP" Phillips and Phillips Legal, P.C., and
any related issues.
Christopher P. Montville will be the primary attorney responsible
for the Debtor's account. Mr. Montville's hourly rate is $545 per
hour. Other attorneys and professionals who may perform services on
the Debtor's account bill at an hourly rate of $350 for associates,
$495 for of counsel, and $150 for paralegals.
Mr. Montville disclosed in a court filing that his firm is
"disinterested" as defined in section 101(14) of the Bankruptcy
Code.
The firm can be reached through:
Christopher P. Montville, Esq.
Haddon, Morgan and Foreman, PC
150 East 10th Avenue
Denver, CO 80203
Phone: (303) 831-7364
Email: cmontville@hmflaw.com
About Aspen Electronics Manufacturing
Aspen Electronics Manufacturing Inc., an electronics manufacturer
in Westminster, Colorado, sought relief under Subchapter V of
Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Colo. Case No.
24-16558) on Nov. 1, 2024. In the petition filed by Giao Le,
president, the Debtor disclosed total assets of $1,828,289 and
total liabilities of $2,710,940.
Judge Joseph G. Rosania Jr. oversees the case.
The Debtor tapped Jenny M.F. Fujii, Esq., at Kutner Brinen Dickey
Riley PC and Laurin H. Mills, Esq., at Werther & Mills, LLC as
special counsel.
AV CONTRACTORS: Unsecureds to Get Share of Income for 3 Years
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AV Contractors Services, LLC, filed with the U.S. Bankruptcy Court
for the Middle District of Florida a Subchapter V Plan of
Reorganization dated December 10, 2024.
AVC is a Florida limited liability company formed in 2016 by
husband and wife Leidy Gutierrez and Daniel Bula.
AVC is a general contractor providing interior/exterior painting,
pressure washing, demolition and drywall/stucco repairs for theme
parks (Disney and Universal) and other commercial clientele. AVC is
often tasked with painting roller coaster tracks for Disney and
Universal when the need arises.
Prior to the pandemic, AVC had no trouble paying its operating
expenses as most companies it performed services for paid on a
weekly basis or as soon as projects were completed. During and
after the pandemic, customers of AVC were slow to remit payment
making it difficult for AVC to meet its payroll obligations, among
other operating expenses.
In order to find relief, AVC engaged Liberty Staffing USA to
recruit and supply temporary employees for the Debtor in order to
alleviate AVC's payroll expenses. Unfortunately, associating itself
with Liberty created additional issues as the staffing company took
advantage of AVC charging exorbitant fees and costs and otherwise
creating a scenario AVC could not escape. When AVC confirmed it
could not (and would not) pay, Liberty threatened AVC (and Mr. and
Mrs. Bula) claiming it would contact Disney and Universal (i.e.,
critical customers of the Debtor) and take their home.
Ultimately, AVC elected to avoid further disruptions and preserve
its ongoing business, using the benefits of the breathing spell to
reorganize its financial affairs. Unfortunately, even after filing
its Chapter 11 petition, Liberty continued to violate the automatic
stay which severely hindered its business.
Class 1 consists of all Allowed General Unsecured Claims against AV
Contractors Services, LLC. As set forth in the Debtor's financial
projections, the Debtor's projected disposable income is
$220,805.02. In full satisfaction of the Allowed Class 1 General
Unsecured Claims, Holders of Class 3 Claims shall receive a pro
rata share of Distributions totaling $220,805.02 paid pursuant to
the following payment schedule, which payments shall commence on
the Effective Date:
Month 1 through 12 (Plan Year 1): $6,133.47 per month.
Month 13 through 24 (Plan Year 2): $6,133.47 per month.
Month 25 through 36 (Plan Year 3): $6,133.47 per month.
In addition to the annual Distributions, Class 1 Claimholders shall
also receive a pro rata share of the net proceeds recovered from
all Causes of Action (which currently include at least (1)
preference action and (1) civil suit for the recovery of damages
and sanction for violation of the automatic stay) after payment of
professional fees and costs associated with such collection
efforts, and after Administrative Claims and Priority Claims are
paid in full. The maximum Distribution to Class 1 Claimholders
shall be equal to the total amount of all Allowed Class 1 General
Unsecured Claims. Class 1 is Impaired.
Class 2 consists of all equity interests in AV Contractors
Services, LLC Class 2 Interest Holders shall retain their
respective Interests in AV Contractors Services, LLC in the same
proportions such Interests were held as of the Petition Date (i.e.,
100.00% Interest retained by Mr. Daniel Bula). Class 2 is
Unimpaired.
The Plan contemplates the Debtor will continue to manage and
operate its business in the ordinary course, but with restructured
debt obligations, reduced overhead, and better manufacturing terms.
It is anticipated the Debtor's post-confirmation business will
mainly involve continued operation of its general contracting
business, the income from which will be committed to make the Plan
Payments to the extent necessary.
Funds generated from the Debtor's operations through the Effective
Date will be used for Plan Payments; however, the Debtor's cash on
hand as of Confirmation will be available for payment of
Administrative Expenses.
A full-text copy of the Subchapter V Plan dated December 10, 2024
is available at https://urlcurt.com/u?l=gB3Zqj from
PacerMonitor.com at no charge.
Counsel for the Debtor:
Daniel A Velasquez, Esq.
Latham Luna Eden & Beaudine, LLP
201 S. Orange Ave., Suite 1400
Orlando, FL 32801
Tel: (407) 481-5800
Fax: (407) 481-5801
Email: dvelasquez@lathamluna.com
About AV Contractors Services, LLC
AV Contractors Services LLC in Longwood, FL, is a general
contractor providing interior/exterior painting, pressure washing,
demolition and drywall/stucco repairs for theme parks (Disney and
Universal) and other commercial clientele.
The Debtor sought relief under Chapter 11 of the Bankruptcy Code
filed its voluntary petition for Chapter 11 protection (Bankr. M.D.
Fla. Case No. 24-04875) on Sept. 11, 2024, listing $100,000 to
$500,000 in assets and $1 million to $10 million in liabilities.
Daniel A. Bula as managing member, signed the petition.
Judge Tiffany P Geyer oversees the case.
LATHAM LUNA EDEN & BEAUDINE LLP serves as the Debtor's legal
counsel.
AVINGER INC: All Five Proposals Approved at Annual Meeting
----------------------------------------------------------
Avinger, Inc. disclosed in a Form 8-K filed with the Securities and
Exchange Commission that on Dec. 19, 2024, it held its 2024 Annual
Meeting of Stockholders at which the stockholders:
(1) elected James G. Cullen and Tamara N. Elias as Class III
directors to serve until the 2027 annual meeting of stockholders
and until their successors are duly elected and qualified;
(2) ratified the appointment of Moss Adams LLP as the Company's
independent registered public accounting firm for its fiscal year
ending Dec. 31, 2024;
(3) voted, on an advisory basis, in favor of the compensation
paid to the Company's named executive officers, as disclosed in the
Executive Compensation section of the Company's definitive proxy
statement;
(4) approved the Third Amended and Restated Avinger, Inc. 2015
Equity Incentive Plan which (i) increases the number of shares
reserved for issuance under the plan by 1,500,000 shares and (ii)
extends the term of the plan until 2034; and
(5) approved the adjournment of the Annual Meeting, if
necessary, to continue to solicit votes in favor of the foregoing
proposals.
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.
AVINGER INC: Falls Short of Nasdaq's Bid Price Requirement
----------------------------------------------------------
Avinger, Inc. disclosed in a Form 8-K filed with the Securities and
Exchange Commission that on Nov. 20 it received a letter from the
Listing Qualifications Department of The NASDAQ Stock Market, LLC
notifying the Company that the Company was not in compliance with
Nasdaq Listing Rule 5550(a)(2), as the minimum bid price for the
Company's listed securities was less than $1 for the previous 32
consecutive business days. The Company has a period of 180
calendar days, or until May 19, 2025, to regain compliance with the
rule referred to in this paragraph. To regain compliance, the bid
price of the Company's common stock must close at $1 or more for a
minimum of ten consecutive business days during the 180-day
compliance period. The notice has no present impact on the listing
of the Company's securities on Nasdaq.
If the Company does not regain compliance during such 180-day
compliance period, the Company may be eligible for an additional
180 calendar days, provided that the Company meets the continued
listing requirement for market value of publicly held shares and
all other initial listing standards for Nasdaq except for Nasdaq
Listing Rule 5550(a)(2), and provides a written notice of its
intention to cure this deficiency during the second compliance
period, including by effecting a reverse stock split, if necessary.
If it appears to Nasdaq that the Company will not be able to cure
the deficiency, or if the Company is otherwise not eligible, it
will receive written notification that its securities are subject
to delisting. At that time, the Company may appeal the delisting
determination to a hearings panel pursuant to the procedures set
forth in the applicable Nasdaq Listing Rules.
The Company intends to actively monitor its bid price and will
consider available options to resolve the deficiency and regain
compliance with the Nasdaq Listing Rules.
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.
AVINGER INC: Three Executive Officers Execute Waivers
-----------------------------------------------------
Avinger, Inc. disclosed in a Form 8-K filed with the Securities and
Exchange Commission that in connection with a potential assignment
for the benefit of creditors, followed by a voluntary dissolution
and liquidation, as described in the preliminary proxy statement
filed with the SEC on Dec. 11, 2024, 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, 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.
AVINGER INC: To Seek Shareholder OK for Potential Dissolution
-------------------------------------------------------------
Avinger, Inc. reported in a Form 8-K filed with the Securities and
Exchange Commission that on Dec. 11, 2024, it filed with the SEC a
preliminary proxy statement in connection with its special meeting
of stockholders scheduled for Jan. 17, 2025. The preliminary proxy
statement contains a proposal to approve an assignment for the
benefit of creditors followed by a voluntary dissolution and
liquidation if the Company's board of directors deems such actions
to be in the best interests of the Company and its stockholders.
Such proposal may be deemed to be an event of default under Section
11.01(i) of that certain term loan agreement dated Sept. 22, 2015
(as amended, modified or supplemented from time to time) by and
between the Company and CRG Partners III L.P. and certain of its
affiliated funds.
The Assignment is a state-governed insolvency procedure in which
the Company would transfer all of its right, title, interest in,
and custody and control of, its property to an assignee. The
Assignee will then liquidate the property and distribute the
proceeds to the Company's creditors to satisfy its obligations.
From the effective date of the Assignment, the Assignee, as a
fiduciary, will have sole control over the Company's assets and the
Company will no longer control its operations, the liquidation or
distribution of assets or the resolution of claims. Because the
Company does not know the final amount which the Assignee will
recover from a liquidation of the Company's assets or how the
Assignee will resolve the Company's outstanding obligations, the
Company does not know whether any amounts will be available for
distribution to holders of its common stock; however, based upon
the Company's current outstanding liabilities it is unlikely that
holders of its common stock will receive any distribution.
The Company expects that, in connection with the proposed
Assignment and Dissolution, if effected, the Company's common stock
would be delisted from Nasdaq.
Additionally, on Dec. 11, 2024, the Company notified CRG, pursuant
to Section 8.02 of the CRG Agreement, that it was not in compliance
with the $3,500,000 minimum liquidity covenant required by Section
10.01 of the CRG Agreement. Failure to remain in compliance with
such liquidity covenant is an immediate event of default under
Section 11.01(d) of the CRG Agreement.
Under the terms of the CRG Agreement, upon the occurrence of an
event of default under Section 11.01(i), the principal, accrued
interest, fees and other obligations become immediately due and
payable without further action or notice from CRG.
Under the terms of the CRG Agreement, upon the occurrence of an
event of default under Section 11.01(d), the Majority Lenders (as
defined in the CRG Agreement) may, at their discretion and upon
notice to the Company, accelerate the outstanding balance under the
CRG Agreement, making the principal, accrued interest, fees and
other obligations, immediately due and payable.
As of Dec. 11, 2024, a total of approximately $2.8 million in
principal and interest was outstanding under the CRG Agreement.
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.
BEAR BRICK: Seeks to Hire Wolff & Orenstein LLC as Attorney
-----------------------------------------------------------
Bear Brick Oven, Co. seeks approval from the U.S. Bankruptcy Court
for the District of Maryland to employ Wolff & Orenstein, LLC as
attorneys.
The firm's services include:
a. providing the Debtor with legal advice with respect to its
powers and duties as a Debtor-in-Possession and in the operation of
its business and management of its assets;
b. representing the Debtor in defense of proceedings
instituted to reclaim property or to obtain relief from the
automatic stay under Sec. 362(a) of the Bankruptcy Code;
c. preparing any necessary applications, motions, answers,
orders, reports and other pleadings, and appearing on the Debtor's
behalf in proceedings instituted by or against the Debtor;
d. assisting the Debtor in the preparation of schedules,
statements of financial affairs, and any amendments thereto that
the Debtor may be required to file in this case;
e. assisting the Debtor in the preparation of a plan of
reorganization;
f. representing the Debtor at any hearings before this Court
and/or meetings with the Office of the United States Trustee or the
Subchapter V Trustee; and
g. assisting the Debtor with all bankruptcy legal work or
other legal services for the Debtor that may be necessary or
desirable in the course of this case.
The firm will be paid at these rates:
Jeffrey M. Orenstein $490 per hour
Matthew E. Abbott $290 per hour
Paralegal/legal assistants $150 per hour
On Oct 25, 2024, W&O received a retainer in the amount of $3,000 to
be applied towards pre-petition services rendered in evaluating the
Debtor's financial circumstances and providing advice as to how the
Debtor might proceed. On Nov 25, 2024, an additional payment of
$25,000 was received on account of pre-petition services that had
been and would be provided by W&O, and for post-petition services
rendered and expenses incurred in connection with the Chapter 11
proceeding.
The firm will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Jeffrey M. Orenstein, Esq., a partner at Wolff & Orenstein, 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:
Jeffrey M. Orenstein, Esq.
Wolff & Orenstein, LLC
15245 Shady Grove Road
Suite 465, North Lobby
Rockville, MD 20850
Tel: (301) 250-7232
Email: jorenstein@wolawgroup.com
About Bear Brick Oven Co.
Bear Brick Oven Co. sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. D. Md. Case No. 24-20292) on December 6,
2024. In the petition signed by George Jarrell, president, the
Debtor disclosed $102,893 in assets and $1,136,040 in liabilities.
Judge Maria Ellena Chavez-Ruark oversees the case.
Matthew Abbott, Esq., at Wolff & Orenstein, LLC, represents the
Debtor as legal counsel.
BEECH INTERNATIONAL: Gets OK to Use Cash Collateral Until Jan. 15
-----------------------------------------------------------------
Beech International, LLC received interim approval from the U.S.
Bankruptcy Court for the Eastern District of Pennsylvania to use
cash collateral.
The company was authorized to use cash collateral from Dec. 17 to
Jan. 15, 2025, in accordance with its budget, with a 20% variance.
The company, however, cannot use cash collateral budgeted for
January 2025 unless UMB Bank is provided with a revised budget
covering the period from Jan. 1 to July 31, 2025, broken down on a
weekly basis.
As adequate protection for the use of cash collateral, UMB Bank and
PIDC were granted replacement liens on all property of Beech
International acquired after the petition date.
A final hearing is scheduled for Jan. 13, 2025.
About Beech International LLC
Beech International LLC is a Single Asset Real Estate debtor (as
defined in 11 U.S.C. Section 101(51B)).
Beech International LLC sought relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. E.D. Pa. Case No. 24-14406) on December 10,
2024. In the petition filed by Ken Scott, as CEO, the Debtor
reports estimated assets and liabilities between $10 million and
$50 million each.
Honorable Bankruptcy Judge Ashely M. Chan handles the case.
The Debtor is represented by:
Robert Lapowsky, Esq.
STEVENS & LEE, P.C.
620 Freedom Business Center, Ste. 200
King of Prussia PA 19406
Tel: (215) 751-2866
Email: Robertlapowsky@stevenslee.com
BEYOND AIR: Registers Additional 6MM Shares Under Incentive Plan
----------------------------------------------------------------
Beyond Air, Inc., filed a Form S-8 registration statement with the
U.S. Securities and Exchange Commission for the purpose of
registering an additional 6,000,000 shares of the Company's common
stock of Beyond Air, Inc., par value $0.0001 per share, issuable
pursuant to the Beyond Air, Inc. Seventh Amended and Restated 2013
Equity Incentive Plan.
The Registration Statement is also being filed for the purpose of
registering shares of Common Stock issuable upon the exercise of a
stock option award granted to David Webster, the Company's Chief
Commercial Officer, to induce such individual to accept employment
with the Company. The Inducement Award was granted effective as of
July 8, 2024 and is exercisable for the purchase of 125,000 shares
of Common Stock.
The Inducement Award was approved by the Company's Compensation
Committee of the Board of Directors in compliance with and in
reliance on Nasdaq Listing Rule 5635(c)(4). The Inducement Award
was granted outside of the Amended Plan.
A full-text copy of the Form S-8 is available at
https://urlcurt.com/u?l=4VyGG4
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.
BLUE CROSS: A.M. Best Cuts FS Rating to C++(Marginal)
-----------------------------------------------------
AM Best has downgraded the Financial Strength Rating to C++
(Marginal) from B (Fair) and the Long-Term Issuer Credit Ratings to
"b+" (Marginal) from "bb" (Fair) of Blue Cross and Blue Shield of
Vermont (BCBSVT) and its subsidiary, The Vermont Health Plan, LLC,
collectively known as Blue Cross and Blue Shield of VT Group
(BCBSVT Group). In addition, AM Best has maintained the under
review with negative implication status for these Credit Ratings
(ratings).
The ratings reflect BCBSVT Group's balance sheet strength, which AM
Best assesses as weak, as well as its marginal operating
performance, limited business profile and marginal enterprise risk
management.
The rating downgrades are attributed to a significant decline in
the level of risk-adjusted capitalization and the group's limited
business profile. The risk-adjusted capitalization, as measured by
Best's Capital Adequacy Ratio (BCAR), through the third quarter of
2024, has deteriorated to the very weak assessment. The decline
through the third quarter is being driven by a
higher-than-projected net loss due mainly to continued elevated
medical and pharmacy claims costs and worsening utilization trends
that drove increased underwriting and net losses. This follows a
significant decline in capital at year-end 2023 and second-quarter
2024, which resulted in BCBSVT being placed under a capital
restoration plan by Vermont's Department of Financial Regulation in
July 2024. Additionally, BCBSVT continues to evaluate potential
options for capital support to bolster its risk-adjusted capital
and has taken significant rate action for 2025 as part of its
corrective action plan.
The limited business profile reflects the challenging regulatory
environment in Vermont, with the Department of Financial Regulation
overseeing regulatory capital while the Vermont Green Mountain Care
Board has oversight on rate increases. The objectives of the two
regulatory authorities have a history of not being aligned, which
has hindered BCBSVT Group's ability to obtain requested rate
increases. BCBSVT Group maintains a large market share in Vermont
where a large majority of businesses are small in scale and
maintains a large presence in the ACA marketplace. However, the
group faces limited competition in these markets due to few
companies participating.
The under review with negative implications status on BCBSVT
Group's ratings reflects AM Best's concerns that underwriting and
net losses in the fourth quarter of 2024 could worsen and further
erode absolute and risk-adjusted capitalization. The ratings will
remain under review while AM Best has further discussions with
BCBSVT management and monitors the status of the organization's
balance sheet strength and operating performance for full-year 2024
and as it implements corrective measures for 2025.
BLUEBIRD BIO: Files Amended Certificate of Incorporation
--------------------------------------------------------
bluebird bio, Inc., discloses in a Form 8-K filing with the U.S.
Securities and Exchange Commission that it filed a Certificate of
Amendment to its Amended and Restated Certificate of Incorporation,
as amended, with the Secretary of State of the State of Delaware to
effect a 1-for-20 reverse stock split of the Company's common
stock, par value $0.01 per share, effective December 12, 2024 at
5:00 p.m., Eastern Time, and the Company's shares of Common Stock
began trading on a split-adjusted basis on The Nasdaq Global Select
Market at the commencement of trading on December 13, 2024, under
the Company's existing trading symbol "BLUE". The new CUSIP number
for the Common Stock following the Reverse Stock Split is 09609G
209.
As previously reported, the Reverse Stock Split was approved by the
Company's stockholders at the Company's reconvened annual meeting
of stockholders held on December 4, 2024, at a ratio ranging from
any whole number between 1-for-15 and 1-for-20, as determined by
the Company's board of directors in its discretion. On December 4,
2024, the Board approved a ratio of 1-for-20 for the Reverse Stock
Split and abandoned all other amendments.
The Charter Amendment provides that at the Effective Time, every 20
shares of the Company's issued and outstanding shares of Common
Stock immediately prior to the Effective Time, will be
automatically converted, without any action on the part of the
holder thereof, into one share of Common Stock. The number of
authorized shares of Common Stock and the par value of each share
of Common Stock remain unchanged. No fractional shares will be
issued as a result of the Reverse Stock Split. Stockholders who
otherwise would be entitled to receive a fractional share in
connection with the Reverse Stock Split will receive a cash payment
in lieu thereof.
The description is qualified in its entirety by the Charter
Amendment, a copy of which is available at
https://urlcurt.com/u?l=pWfKaV
About bluebird bio, Inc.
bluebird bio, Inc. was incorporated in Delaware on April 16, 1992,
and is headquartered in Somerville, Massachusetts. The Company is
a
biotechnology firm dedicated to researching, developing, and
commercializing potentially curative gene therapies for severe
genetic diseases based on its proprietary lentiviral vector gene
addition platform. Since its inception, bluebird bio has focused
nearly all its resources on research and development efforts
related to its product candidates and the commercialization of its
approved products, including activities to manufacture product
candidates, conduct clinical studies, perform preclinical
research,
provide administrative support, and market and commercially
manufacture its approved products.
Boston, Massachusetts-based Ernst & Young LLP, the Company's
auditor since 2012, issued a "going concern" qualification in its
report dated September 13, 2024, citing that the Company has
suffered recurring operating losses and negative operating cash
flows, raising substantial doubt about its ability to continue as
a
going concern.
bluebird bio had a net loss of $211.9 million for the year ended
December 31, 2023, and an accumulated deficit of $4.3 billion as
of
December 31, 2023. As of September 30, 2024, bluebird bio had
$465.1 million in total assets, $470.8 million in total
liabilities, and $5.8 million in total stockholders' deficit.
BRPS TITLE: Case Summary & 15 Unsecured Creditors
-------------------------------------------------
Debtor: BRPS Title of Texas LLC
5353 W. Alabama St. Suite 310
Houston, TX 77056
Chapter 11 Petition Date: December 23, 2024
Court: United States Bankruptcy Court
Southern District of Texas
Case No.: 24-36006
Judge: Hon. Jeffrey P Norman
Debtor's Counsel: Susan Tran Adams, Esq.
TRAN SINGH, LLP
2502 La Branch St.
Houston TX 77004
E-mail: stran@ts-llp.com
Total Assets: $41,299
Total Liabilities: $1,452,304
The petition was signed by Jason Klam as chief operating officer.
A full-text copy of the petition containing, among other items, a
list of the Debtor's 15 unsecured creditors is available for free
at PacerMonitor.com at:
https://www.pacermonitor.com/view/YFOJ4SI/BRPS_Title_of_Texas_LLC__txsbke-24-36006__0001.0.pdf?mcid=tGE4TAMA
BURGESS BIOPOWER: Seeks to Extend Exclusivity to March 10, 2025
---------------------------------------------------------------
Burgess BioPower, LLC and Berlin Station, LLC asked the U.S.
Bankruptcy Court for the District of Delaware to extend their
exclusivity periods to file a plan of reorganization and obtain
acceptance thereof to March 10, 2025 and May 5, 2025,
respectively.
Since the Petition Date, the Debtors focused their attention on,
among other things, the formulation of a plan of reorganization and
conducting a sale process. As the Court is aware, on April 11,
2024, the Debtors filed the Plan which constitutes a "toggle" plan
pursuant to which the Debtors pursued both a sale process and a
plan that included a debt-for equity swap by the Lenders.
In addition, the Debtors have negotiated the Settlement to resolve
the Selling Lenders' claims and finalize the contours of an exit
from Chapter 11, but need additional time to conclude negotiations
with the Remaining Lender and the Third-Party Purchaser.
The Debtors explain that the requested extension of the Exclusive
Periods is reasonable given the Debtors' progress to date and the
current posture of the Chapter 11 Cases. Despite the progress that
the Debtors have made, the Debtors, to preserve their exclusive
rights under section 1121 of the Bankruptcy Code, request an
extension of the Exclusive Periods as a precautionary measure.
Allowing the expiration of the Exclusive Periods at this stage
could interfere with the substantial progress that the Debtors have
made in the months following the Petition Date.
The Debtors claim that creditors will not be harmed by the
extension of the Exclusive Periods, and this is only the Debtors'
third motion to extend the Exclusive Periods. The Debtors are not
seeking an extension of the Exclusive Periods to delay
administration of the Chapter 11 Cases, but rather to allow the
Debtors to continue to maximize the value of their estates and
proceed through consummation of the Settlement, and the sale/plan
confirmation process with the Remaining Lenders and the Third Party
Purchaser.
Under the circumstances, the extension aligns with the intent and
purpose of section 1121 of the Bankruptcy Code and should be
granted. Therefore, the Debtors submit that sufficient cause exists
to extend the Exclusive Filing Period through and including March
10, 2025, and the Exclusive Solicitation Period through and
including May 5, 2025.
Co-Counsel for Debtors:
Chantelle D. McClamb, Esq.
GIBBONS P.C.
300 Delaware Ave., Suite 1015
Wilmington, DE 19801
Tel: (302) 518-6300
Email: cmcclamb@gibbonslaw.com
- AND -
Robert K. Malone, Esq.
Kyle P. McEvilly, Esq.
GIBBONS P.C.
One Gateway Center
Newark, New Jersey 07102
Tel: (973) 596-4500
E-mail: rmalone@gibbonslaw.com
kmcevilly@gibbsonlaw.com
Co-Counsel for Debtors:
Alison D. Bauer, Esq.
William F. Gray, Jr., Esq.
Jiun-Wen Bob Teoh, Esq.
FOLEY HOAG LLP
1301 Avenue of the Americas, 25th Floor
New York, New York 10019
Tel: (212) 812-0400
Email: abauer@foleyhoag.com
wgray@foleyhoag.com
jteoh@foleyhoag.com
- AND -
Kenneth S. Leonetti, Esq.
Christian Garcia, Esq.
FOLEY HOAG LLP
155 Seaport Boulevard
Boston, Massachusetts 02210
Tel: (617) 832-1000
Email: ksl@foleyhoag.com
cgarcia@foleyhoag.com
About Burgess BioPower
Burgess BioPower, LLC and its affiliates are renewable energy power
companies that own and operate a 75-megawatt biomass-fueled power
plant located on an approximately 62-acre site in Berlin, New
Hampshire. Berlin Station owns the facility and the facility site,
and Burgess BioPower leases the facility pursuant to a long-term
lease. Burgess BioPower also holds the necessary regulatory
licenses for the operation of the facility.
The Debtors sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. D. Del. Lead Case No. 24-10235) on Feb. 9,
2024, with $10 million to $50 million in assets and $100 million to
$500 million in liabilities. Dean Vomero, chief restructuring
officer, signed the petitions.
Judge Laurie Selber Silverstein oversees the cases.
The Debtors tapped Foley Hoag, LLP as general bankruptcy counsel;
Gibbons P.C. as Delaware counsel; and SSG Capital Advisors, L.P. as
investment banker.
CEMTREX INC: Regains Compliance with Nasdaq Price Requirements
--------------------------------------------------------------
Cemtrex, Inc., disclosed in a Form 8-K filing with the U.S.
Securities and Exchange Commission that on December 11, 2024, it
received a notification letter from the Listing Qualifications
Department of The Nasdaq Stock Market LLC notifying the Company
that it has regained compliance with the minimum bid price
requirements. The Company's security will continue to be listed and
traded on The Nasdaq Stock Market.
About Cemtrex
Cemtrex, Inc. was incorporated in 1998 in the state of Delaware
and
has evolved through strategic acquisitions and internal growth
into
a multi-industry company. During the first quarter of fiscal year
2023, the Company reorganized its reporting segments to be in line
with its current structure consisting of (i) Security, (ii)
Industrial Services, and (iii) Cemtrex Corporate.
As of June 30, 2024, Cemtrex had $43.8 million in total assets,
$43.5 million in total liabilities, $304,967 in non-controlling
interest, and $47,956 in total Cemtrex shareholders' equity.
Jericho, New York-based Grassi & Co, CPAs, P.C., the Company's
auditor since 2021, issued a "going concern" qualification in its
report dated Dec. 28, 2023, citing that the Company has sustained
net losses and has significant short-term debt obligations, which
raise substantial doubt about its ability to continue as a going
concern.
CHINA PHARMA: Inks Securities Purchase Deal for $600k
-----------------------------------------------------
China Pharma Holdings, Inc., disclosed in a Form 8-K filing with
the U.S. Securities and Exchange Commission that it entered into a
securities purchase agreement with certain institutional investor
with respect to an at-the-market offering under which the Investor
may purchase, and the Company may sell within the commitment period
from December 12, 2024 to December 31, 2024, at the Investor's sole
discretion, shares of the Company's common stock, par value $0.001
per share, having an aggregate offering price of up to $600,000.
The Investor may acquire the Company's Common Stock through one or
more closings upon the Company's receipt of purchase notices. The
number of the Company's Common Stock will be determined based on
the at-the-market price equal to the lower of (i) the closing price
the day prior to the purchase notice or (ii) the five (5) day
average closing prices as reported by Bloomberg or on the NYSE
American Market's website, but in no event shall the per share
price be lower than $0.15, which is to be stated in the purchase
notice subject to repricing adjustments as contemplated under the
SPA. In the event the Company's delivery of the shares is not
confirmed by 1:00 pm E.T. on the trading day the purchase notice is
submitted, the Investor has the right to adjust the purchase price
to match the at-the-market price on the date of the delivery of the
purchase notice, which is only permitted if the market price on the
delivery day is lower than the previously established price.
Further, the Investor, has the right, in its sole discretion, to
return to the Company any or all the shares issued under the SPA
within one business day following the initial receipt of such
shares and prior to the payment of the purchase price to the
Company if, based on price discovery or market conditions, the
Investor determines that the issuance of such shares is
unfavorable.
Additionally, the Company also provided "most favored nation"
treatment (the "MFN") to the Investor should the Company enter into
any financing, transaction, settlement, or similar agreement with
more favorable terms within thirty (30) days after the effective
date of the SPA. In the event any of the forgoing events occurs
during the term above referenced, such more favorable terms shall
be retroactively applied to all closed purchases and any future
purchases under the SPA (the "MFN Adjustments") as if the more
favorable terms had been in effect prior to each closing. MFN
Adjustments may include but are not limited to, at-the-market price
discounts, the inclusion of warrants, or anti-dilution/true-up
provisions. The difference in value from the MFN adjustments shall
be issued to the Investor as a convertible note.
The actual proceeds to the Company will vary depending on the
number of shares sold and the prices of such sales. Because there
is no minimum offering amount required as a condition to close this
offering, the actual total offering amount and proceeds to us, if
any, are not determinable at this time.
The offering of the Company's Common Stock pursuant to the SPA will
terminate on the earlier of (i) the date on which the Investor has
purchased our Common Stock in a value equal to $600,000, (ii) the
date on which the Registration Statement is no longer effective, or
(iii) December 31, 2024, unless extended or terminated earlier in
accordance with the terms of the SPA.
A full text of the SPA is available at
https://urlcurt.com/u?l=eMTUvK
About China Pharma
China Pharma Holdings, Inc. is a specialty pharmaceutical company
that develops, manufactures, and markets a diversified portfolio
of
products, focusing on conditions with high incidence and high
mortality rates in China, including cardiovascular, CNS,
infectious, and digestive diseases. The Company's cost-effective
business model is driven by market demand and supported by new
GMP-certified product lines covering the major dosage forms. In
addition, the Company has a broad and expanding nationwide
distribution network across all major cities and provinces in
China. The Company's wholly-owned subsidiary, Hainan Helpson
Medical & Biotechnology Co., Ltd., is located in Haikou City,
Hainan Province.
Lakewood, Colorado-based BF Borgers CPA PC, the Company's auditor
since 2016, issued a "going concern" qualification in its report
dated April 1, 2024, citing that the Company's significant
operating losses raise substantial doubt about its ability to
continue as a going concern.
On May 7, 2024, the Company, a corporation incorporated under the
laws of the State of Nevada, terminated the engagement with
Borgers
serving as the Company's independent registered public accounting
firm, after the firm and its owner, Benjamin F. Borgers, were
charged by the Securities and Exchange Commission with deliberate
and systemic failures to comply with Public Company Accounting
Oversight Board (PCAOB) standards in its audits and reviews
incorporated in more than 1,500 SEC filings from January 2021
through June 2023; falsely representing to their clients that the
firm's work would comply with PCAOB standards; fabricating audit
documentation to make it appear that the firm's work did comply
with PCAOB standards; and falsely stating in audit reports
included
in more than 500 public company SEC filings that the firm's audits
complied with PCAOB standards. Borgers agreed to pay a $14 million
civil penalty and agreed to permanent suspensions from appearing
and practicing before the Commission as accountants, effective
immediately.
On the same date, the Company's audit committee approved the
engagement of Enrome LLP as the Company's new independent
registered public accounting firm.
CLARITY DIAGNOSTICS: Court OKs Interim Use of Cash Collateral
-------------------------------------------------------------
Clarity Diagnostics, LLC received seventh interim approval from the
U.S. Bankruptcy Court for the Southern District of Florida to use
its cash collateral.
The court on Dec. 23 authorized Clarity Diagnostics to use cash
collateral to pay the expenses set forth in the company's budget,
subject to the written consent of creditor FCS Advisors, LLC.
Payments are limited to the expenses approved by FCS.
FCS, doing business as Brevet Capital Advisors, LLC, is the
assignee of a financing statement filed on Sept. 10, 2020, which
lists all of Clarity Diagnostics' assets as collateral.
Accordingly, FCS likely has a first position security interest in
the company's cash collateral.
Meanwhile, secured creditors were granted replacement liens on all
of Clarity Diagnostics' assets to the same extent and with the same
priority as their pre-bankruptcy liens.
The next hearing is scheduled for Jan. 8, 2025.
About Clarity Diagnostics
Clarity Diagnostics, a company in Boca Raton, Fla., manufactures
point of care rapid diagnostic tests, diagnostic equipment, and
over-the-counter diagnostic tests that are targeted toward the
Continuum of Care, Alternative Care, Acute Care, Laboratory, and
OTC markets.
Clarity Diagnostics filed Chapter 11 petition (Bankr. S.D. Fla.
Case No. 24-18938) on August 30, 2024, with $1 million to $10
million in both assets and liabilities. Clarity Diagnostics
President Richard Simpson signed the petition.
Judge Erik P. Kimball presides over the case.
Bradley S. Shraiberg, Esq., at Shraiberg Page, PA represents the
Debtor as legal counsel.
COMMSCOPE HOLDING: Declares Dividend on Series A Preferred Stock
----------------------------------------------------------------
Commscope Holding Company, Inc., disclosed in a Form 8-K filing
with the U.S. Securities and Exchange Commission that the Board of
Directors declared a dividend on the shares of Series A Preferred
Stock issued and outstanding as of the record date for such
dividend, as a dividend in kind in the form of 16,646 shares of
Series A Preferred Stock in the aggregate, plus $877.50 in cash in
the aggregate in lieu of fractional shares. The Company expects to
pay the Dividend on December 31, 2024.
As previously disclosed, on April 4, 2019, CommScope Holding
Company, Inc. (the "Company") issued and sold 1,000,000 shares of
the Company's Series A Convertible Preferred Stock, par value $0.01
per share (the "Series A Preferred Stock"), for an aggregate
purchase price of $1.0 billion, or $1,000 per share, pursuant to an
Investment Agreement by and between the Company and Carlyle
Partners VII S1 Holdings, L.P. ("Carlyle"), dated as of November 8,
2018. Also, as previously disclosed, through December 31, 2023, the
Company has paid dividends in kind in the aggregate amount of
162,085 shares of Series A Preferred Stock to the holders of the
Series A Preferred Stock; on March 31, 2024, the Company paid a
dividend in kind in the aggregate amount of 15,978 shares of Series
A Preferred Stock to the holders of the Series A Preferred Stock as
of March 15, 2024; on June 30, 2024, the Company paid a dividend in
kind in the aggregate amount of 16,198 shares of Series A Preferred
Stock to the holders of the Series A Preferred Stock as of June 15,
2024; and on September 30, 2024, the Company paid a dividend in
kind in the aggregate amount of 16,421 shares of Series A Preferred
Stock to the holders of the Series A Preferred Stock as of
September 15, 2024. The material terms of the Series A Preferred
Stock are described in the Company's Current Report on Form 8-K
filed with the Securities and Exchange Commission on April 4, 2019,
which description is incorporated by reference herein.
The Dividend is exempt from registration under the Securities Act
of 1933, as amended (the "Securities Act"), pursuant to Section
4(a)(2) of the Securities Act. Carlyle represented to the Company
that it is an "accredited investor" as defined in Rule 501 of the
Securities Act and that the Series A Preferred Stock is being
acquired for investment purposes and not with a view to, or for
sale in connection with, any distribution thereof, and appropriate
legends will be affixed to any certificates evidencing the shares
of Series A Preferred Stock and/or shares of the Company's common
stock, par value $0.01 per share, issued upon conversion of Series
A Preferred Stock.
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.
CONNEXA SPORTS: Incurs $1.3MM Net Loss at Oct. 2024
---------------------------------------------------
Connexa Sports Technologies Inc. filed with the Securities and
Exchange Commission its Quarterly Report on Form 10-Q reporting a
net loss of $1,366,144 for the three months ended October 31, 2024,
compared to a net income of $1,762,119 for the three months ended
October 31, 2023.
The Company reported $ 21,583,761 in total assets, $13,542,980 in
total liabilities, and $8,040,781 in total stockholders' equity at
October 31, 2024.
The financial statements have been prepared on a going concern
basis, which assumes the Company will be able to realize its assets
and discharge its liabilities in the normal course of business for
the foreseeable future. The Company has an accumulated deficit of
$(172,973,917) as of October 31, 2024, and more losses are
anticipated in the development of the business. Accordingly, there
is substantial doubt about the Company's ability to continue as a
going concern. These financial statements do not include any
adjustments related to the recoverability and classification of
assets or the amounts and classification of liabilities that might
be necessary should the Company be unable to continue as a going
concern.
The ability to continue as a going concern is dependent upon the
results of the Company post-merger, generating profitable
operations in the future and/or being able to obtain the necessary
financing to meet its obligations and repay its liabilities arising
from normal business operations when they become due.
Management intends to finance operating costs over the next twelve
months with existing cash on hand, revenue from operations, and/or
private or public placement of debt and/or common stock. In the
event that the Company is unable to successfully raise capital
and/or generate revenues, the Company will likely reduce general
and administrative expenses, and cease or delay its development
plan until it is able to obtain sufficient financing. The Company
has reduced operating expenses and cash outflows by selling
PlaySight, as well as selling 75% of Foundation Sports in November
and December 2022, respectively to the former shareholders of those
companies. There can be no assurance that additional funds will be
available on terms acceptable to the Company, or at all. The
company has recorded the 25% investment in Foundation Sports at $0.
The company has recorded their 20% ownership stake in YYEM at
$16,500,000.
A full-text copy of the Form 10-Q is available at
https://urlcurt.com/u?l=gOcVAC
About Connexa Sports
Headquartered in Windsor Mill, Maryland, Connexa Sports
Technologies Inc. -- www.connexasports.com -- is a connected
sports
company delivering products, technologies, and services across a
range of activities in sports. Connexa's mission is to reinvent
sports through technological innovation driven by an unwavering
focus on today's sports consumer.
Lagos, Nigeria-based Olayinka Oyebola & Co., the Company's former
auditor 2023, issued a "going concern" qualification in its report
dated July 24, 2024, citing that the Company suffered an
accumulated deficit of $(167,387,028), net loss of $(15,636,418),
and decline in net sales. These matters raise substantial doubt
about the Company's ability to continue as a going concern.
As of July 31, 2024, Connexa Sports had $23.2 million in total
assets, $13.7 million in total liabilities, and $9.4 million in
total stockholders' equity.
CRACKED EGGERY: Seeks to Hire McNamee Hosea P.A. as Counsel
-----------------------------------------------------------
Cracked Eggery Inc. seeks approval from the U.S. Bankruptcy Court
for the District of Columbia to hire McNamee Hosea, P.A. as
counsel.
The firm will provide these services:
a. providing the Debtor legal advice with respect to its
powers and duties as a debtor in possession and in the operation
and management of the business;
b. preparing any necessary applications, answers, orders,
reports and other legal papers, and appearing on the Debtor's
behalf in proceedings instituted by or against the Debtor;
c. assisting the Debtor the confirmation of a plan;
d. assisting the Debtor with other legal matters related to
the Debtor's reorganization;
e. performing all of the legal services for the Debtor that
may be necessary or desirable.
The firm will be paid at these rates:
Janet M. Nesse $525
Kevin R. Feig $325
The firm will also be reimbursed for reasonable out-of-pocket
expenses incurred.
On Nov. 6, 2024, McNamee Hosea was paid a retainer of $5,000 by the
Debtor and on Nov. 27, 2024, McNamee Hosea was paid an additional
retainer of $15,000 by Michael Tabb, a director and co-founder of
the Debtor.
Kevin R. Feig, Esq., a partner at McNamee Hosea, P.A., disclosed in
a court filing that the firm is a "disinterested person" as the
term is defined in Section 101(14) of the Bankruptcy Code.
The firm can be reached at:
Kevin R. Feig, Esq.
McNamee Hosea, P.A.
6404 Ivy Lane, Suite 820
Greenbelt, MD 20770
Telephone: (301) 441-2420
Email: kfeig@mhlawyers.com
About Cracked Eggery Inc.
Cracked Eggery Inc. -- https://crackedeggery.com/-- serves
delicious and innovative egg sandwiches, bowls and tots made from
premium, local ingredients.
Cracked Eggery Inc. sought relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. D. Col. Case No. 24-00416) on December 5,
2024. In the petition filed by Andrew Zarinsky, as
co-founder/director, the Debtor reports estimated assets up to
$50,000 and estimated liabilities between $1 million and $10
million.
Honorable Bankruptcy Judge Elizabeth L. Gunn handles the case.
The Debtor is represented by Kevin R. Feig, Esq. at MCNAMEE HOSEA,
P.A.
D DUNCAN FLORISTRY: Seth Albin Named Subchapter V Trustee
---------------------------------------------------------
The Acting U.S. Trustee for Region 13 appointed Seth Albin of
Summers Compton Wells, Attorneys At Law as Subchapter V trustee for
D Duncan Floristry and Boutique, LLC.
Mr. Albin will be paid an hourly fee of $295 for his services as
Subchapter V trustee and will be reimbursed for work-related
expenses incurred.
Mr. Albin declared that he is a disinterested person according to
Section 101(14) of the Bankruptcy Code.
The Subchapter V trustee can be reached at:
Seth A. Albin
Summers Compton Wells, Attorneys At Law
903 S. Lindbergh Blvd., Suite 200
St. Louis, MO 63131
(314)991-4999 office
(314)872-0381 fax
Email: salbin@summerscomptonwells.com
About D Duncan Floristry
D Duncan Floristry and Boutique, LLC creates floral designs for
weddings, anniversaries, funerals and birthdays.
D Duncan sought protection under Chapter 11 of the U.S. Bankruptcy
Code (Bankr. E.D. Mo. Case No. 24-10677) on December 12, 2024, with
$1,098,900 in assets and $1,461,129 in liabilities. Dustin Duncan,
company owner, signed the petition.
David M. Dare, Esq., at Herren, Dare & Streett represents the
Debtor as legal counsel.
DAWNSTAR CORPORATION: Taps Johnson May as Bankruptcy Counsel
------------------------------------------------------------
Dawnstar Corporation seeks approval from the U.S. Bankruptcy Court
for the District of Idaho to hire Johnson May as bankruptcy
counsel.
The firm will provide these services:
(a) prepare and file a petition, schedules, statement of
financial affairs, and other related pleadings;
(b) attend all meetings of creditors, hearings, pretrial
conferences, and trials in the case or any litigation arising in
connection with the case, whether in state or federal court;
(c) prepare, file, and present to the Bankruptcy Court of any
pleadings requesting relief;
(d) prepare, file and present to the court a disclosure
statement and plan or arrangement under Chapter 11 of the
Bankruptcy Code;
(e) review of claims made by creditors or interested parties,
preparation, and prosecution of any objections to claims as
appropriate;
(f) prepare, file and present to the court all applications to
employ and compensate professionals in the Chapter 11 proceeding;
and
(g) prepare and present final accounting and motion for final
decree closing the bankruptcy case.
The firm received a total retainer of $25,000 from the Debtor.
Matthew Christensen, Esq., an attorney at Johnson May, disclosed in
a court filing that the firm is a "disinterested person" as the
term is defined in Section 101(14) of the Bankruptcy Code.
The firm can be reached through:
Matthew T. Christensen, Esq.
Johnson May
199 N. Capitol Blvd., Suite 200
Boise, ID 83702
Telephone: (208) 384-8588
Facsimile: (208) 629-2157
Email: mtc@johnsonmaylaw.com
About Dawnstar Corporation
Dawnstar Corporation is engaged in the automotive equipment rental
and leasing business.
Dawnstar Corporation filed its voluntary petition for relief under
Chapter 11 of the Bankruptcy Code (Bankr. D. Idaho Case No.
24-00825) on Dec. 6, 2024, listing $1,264,438 in total assets and
$1,203,273 in liabilities. The petition was signed by Theodore
Walker Wills as president.
Judge Benjamin P. Hursh presides over the case.
Matthew Christensen, Esq. at JOHNSON MAY represents the Debtor as
counsel.
DISTRICT 5 BOUTIQUE: Unsecureds to Get $40K per Year for 5 Years
----------------------------------------------------------------
District 5 Boutique LLC submitted an Amended Plan of Reorganization
dated December 10, 2024.
The Debtor will make quarterly installments ranging from $5,000 to
$15,000 for a five-year period for distributions to impaired
unsecured creditors. Distributions will total $40,000 annually and
a total of $200,000 over life of plan.
Furthermore, the Debtor will be pursuing preference claims and
claims against former credit card processors that are improperly
withholding funds from the Debtor. The plan payments plus the net
proceeds from the claims against third parties will be used first
to satisfy pre-petition arrears to Newtek, then to administrative
expenses, then to priority claims and lastly then towards general
unsecured claims.
In exchange for receipt of distributions, creditors will release
the reorganized debtor of any further liability except for its
obligations set forth in this Plan of reorganization.
The Debtor has not yet completed its investigation with regard to
prepetition transactions. The Debtor anticipates completing its
investigation by January 15, 2024. If you received a payment or
other transfer of property within 90 days of the bankruptcy, the
Debtor may seek to avoid such transfer. The Debtor intends to
institute suit against various credit card processing companies
that have wrongfully retained the Debtor's funds in breach of their
agreements with the Debtor.
Class 3 consists of Priority Creditors. Creditors that are existing
customers who were entitled to store credit will retain that credit
up to $3,350.00 per person. Any excess of claim the priority amount
shall become a general unsecured claim, consistent with the
treatment of Class 4.
Class 4 consists of General Unsecured Claims. After satisfaction of
administrative claims and priority claims. The Debtor will pay all
Allowed General Unsecured Claims in Quarterly installments over a
five-year period commencing as of the Effective Date as follows:
$5,000.00 on December 31st; (ii) $15,000.00 on March 31st; (iii)
$15,000.00 on June 30th and (iv) $5,000.00 on September 30th.
Ms. DeMarco is the sole Equity Interest holder. Ms. DeMarco to
maintain her ownership interest in the debtor.
The plan payments will come from revenues from the Debtor's ongoing
business operations. On Confirmation of the Plan, all property of
the Debtor, tangible and intangible, including, without limitation,
licenses, furniture, fixtures and equipment, will revert, free and
clear of all Claims and Equitable Interests except as provided in
the Plan, to the Debtor. The Debtor expects to have sufficient cash
on hand to make the payments required on the Effective Date.
A full-text copy of the Amended Plan dated December 10, 2024 is
available at https://urlcurt.com/u?l=wvIyWm from PacerMonitor.com
at no charge.
Counsel to the Debtor:
Donald F. Campbell Jr., Esq.
GIORDANO HALLERAN & CIESLA, PC
125 Half Mile Road, Suite 300
Red Bank, NJ 07701
Phone: (732) 741-3900
E-mail: dcampbell@ghclaw.com
About District 5 Boutique
District 5 Boutique, LLC, is a family-owned retailer of clothing
and clothing accessories in Kenilworth, N.J.
District 5 Boutique filed Chapter 11 petition (Bankr. D.N.J. Case
No. 24-15612) on June 3, 2024, with $100,000 to $500,000 in assets
and $1 million to $10 million in liabilities. Theresa DeMarco,
sole member, signed the petition.
The Debtor is represented by Donald F. Campbell, Jr., Esq., at
Giordano, Halleran & Ciesla, P.C.
DOOR COUNTY ENVIRONMENTAL: Case Summary & Six Unsecured Creditors
-----------------------------------------------------------------
Debtor: Door County Environmental Energy LLC
110 Canterbury Court
Waunakee, WI 53597
Chapter 11 Petition Date: December 19, 2024
Court: United States Bankruptcy Court
Eastern District of Wisconsin
Case No.: 24-26772
Debtor's Counsel: Claire Ann Richman, Esq.
RICHMAN & RICHMAN LLC
122 W. Washington Avenue
Suite 850
Madison, WI 53703-2732
Tel: 608-630-8990
E-mail: crichman@randr.law
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $10 million to $50 million
The petition was signed by Chris A. Lenzendorf as authorized
signatory of Door County Environmental Energy LLC.
A full-text copy of the petition containing, among other items, a
list of the Debtor's six unsecured creditors is available for free
at PacerMonitor.com at:
https://www.pacermonitor.com/view/NI4GJBI/Door_County_Environmental_Energy__wiebke-24-26772__0001.0.pdf?mcid=tGE4TAMA
DOVGAL EXPRESS: Case Summary & 20 Largest Unsecured Creditors
-------------------------------------------------------------
Debtor: Dovgal Express, Inc.
d/b/a DVL Express Inc.
2064 W. 167th Street
Markham, IL 60428
Business Description: The Debtor is a transportation services
provider specializing in dry van truckload,
less-than-truckload, and refrigerated
shipments.
Chapter 11 Petition Date: December 20, 2024
Court: United States Bankruptcy Court
Northern District of Illinois
Case No.: 24-18991
Judge: Hon. Timothy A Barnes
Debtor's Counsel: O. Allan Fridman, Esq.
LAW OFFICE OF ALLAN FRIDMAN
555 Skokie Blvd 500
Northbrook, IL 60062
Tel: 847-412-0788
Fax: 847-412-0898
E-mail: allan@fridlg.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $10 million to $50 million
The petition was signed by Oleksandr Dovgal 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/Z3Y53QY/Dovgal_Express_Inc__ilnbke-24-18991__0001.0.pdf?mcid=tGE4TAMA
EASTSIDE DISTILLING: Files Prospectus for Resale of 545K Shares
---------------------------------------------------------------
Eastside Distilling, Inc., filed a prospectus on Form S-1 with the
U.S. Securities and Exchange Commission relating to the offering
and resale of 545,406 shares of the Company's Common Stock.
On November 14, 2024, the Company closed a financing in which it
received gross proceeds of $1,615,000 before deducting fees to the
placement agent and other offering expenses payable by the Company.
In the Private Placement, the Company executed Securities Purchase
Agreements with accredited investors, under which each Investor
received a Senior Secured Note and Pre-Funded Warrants with an
exercise price of $0.50 per share to purchase a total of 363,602
shares of the Company's common stock, par value $0.001 per share.
Of the $0.50 exercise price of the Warrants, $0.499 was pre-funded
and received by the Company at the closing of the Private Placement
and is included in the above gross proceeds.
The company is obligated to register the Common Stock underlying
the Warrants sold in the Private Placement pursuant to a
registration rights agreement by and between the Company and the
Selling Stockholders dated Novembre 14, 2024, that the Company
entered into with the Selling Stockholders on November 14, 2024.
Pursuant to the Registration Rights Agreement the Company is
required to register 150% of the number of shares of the Common
Stock issuable upon full exercise of the Warrants.
About Eastside Distilling
Headquartered in Portland, Oregon, Eastside Distilling, Inc. has
been producing craft spirits in Portland, Oregon since 2008. The
Company is distinguished by its highly decorated product lineup
that includes Azunia Tequilas, Burnside Whiskeys, Hue-Hue Coffee
Rum, and Portland Potato Vodkas. All Eastside spirits are crafted
from natural ingredients for the highest quality and taste.
Eastside's Craft Canning + Printing subsidiary is one of the
Northwest's leading independent mobile canning, co-packing, and
digital can printing businesses.
The Woodlands, Texas-based M&K CPAS, PLLC, the Company's auditor
since 2017, issued a "going concern" qualification in its report
dated April 1, 2024, citing that the Company suffered a net loss
from operations and used cash in operations, which raises
substantial doubt about its ability to continue as a going
concern.
Eastside Distilling incurred a net loss of $7.5 million during the
year ended December 31, 2023. As of June 30, 2024, Eastside
Distilling had $16,589,000 in total assets, $18,523,000 in total
liabilities, and $1,934,000 in total stockholders' deficit.
EASTSIDE DISTILLING: Sells Shares to 3 Investors for $341k
----------------------------------------------------------
Eastside Distilling, Inc., disclosed in a Form 8-K filing with the
U.S. Securities and Exchange Commission that from December 9 to
December 12, 2024, the "Company entered into a Securities Purchase
Agreement with three accredited investors pursuant to which the
Company sold units comprised of a total of 669,790 shares of a
newly designated Series G Convertible Preferred Stock and five-year
Warrants to purchase a total of 334,895 shares of the Company's
Common Stock for total gross proceeds of $341,593.
The offers and sales are part of the Company's offering of up to a
total of 5,956,467 shares of Series G and Warrants to purchase up
to 2,978,234 shares of Common Stock for total gross proceeds of up
to $3,037,800. Since the offering of Series G shares and Warrants
commenced on November 26, 2024, the Company has sold a total of
2,052,143 shares of Series G and Warrants to purchase 1,026,072
shares of Common Stock for total gross proceeds of $1,046,593. The
Company intends to use the net proceeds, after deducting offering
expenses and related costs, for working capital and general
corporate purposes.
In connection with the foregoing, the Company entered into a
registration rights agreement with the investors.
The offer and sale of the units were exempt from registration
Section 4(a)(2) of the Securities Act of 1933 and Rule 506(b)
promulgated thereunder.
A full-text copy of the Form 8-K is available at
https://urlcurt.com/u?l=P6VrgH
About Eastside Distilling
Headquartered in Portland, Oregon, Eastside Distilling, Inc. has
been producing craft spirits in Portland, Oregon since 2008. The
Company is distinguished by its highly decorated product lineup
that includes Azunia Tequilas, Burnside Whiskeys, Hue-Hue Coffee
Rum, and Portland Potato Vodkas. All Eastside spirits are crafted
from natural ingredients for the highest quality and taste.
Eastside's Craft Canning + Printing subsidiary is one of the
Northwest's leading independent mobile canning, co-packing, and
digital can printing businesses.
The Woodlands, Texas-based M&K CPAS, PLLC, the Company's auditor
since 2017, issued a "going concern" qualification in its report
dated April 1, 2024, citing that the Company suffered a net loss
from operations and used cash in operations, which raises
substantial doubt about its ability to continue as a going
concern.
Eastside Distilling incurred a net loss of $7.5 million during the
year ended December 31, 2023. As of June 30, 2024, Eastside
Distilling had $16,589,000 in total assets, $18,523,000 in total
liabilities, and $1,934,000 in total stockholders' deficit.
EEGEE'S LLC: Seeks to Hire Getzler Henrich as Financial Advisor
---------------------------------------------------------------
Eegee's, LLC seeks approval from the U.S. Bankruptcy Court for the
District of Arizona to employ Getzler Henrich & Associates, LLC as
financial advisor.
The firm will render these services:
a. assist management with the bankruptcy process to minimize
costs;
b. assist with the preparation of Court motions as requested
by counsel;
c. assist the Debtor with compliance with the reporting
requirements of the Bankruptcy Code, Bankruptcy Rules and local
rules, including, but not limited to, Monthly Operating Reports,
Statement of Financial Affairs, and Schedules of Assets and
Liabilities;
d. prepare a DIP budget and weekly actual vs. budget
reporting;
e. participate in Court hearings and, if necessary, provide
testimony in connection with any hearings before the Court;
f. assist Debtor and its advisors with the consummation of a
Sec 363 sale process, as appropriate;
g. assist with the analysis and reconciliation of claims
against the Debtor and other bankruptcy avoidance actions;
h. assist in the development and negotiation of a Plan of
Reorganization or Liquidation, as appropriate;
i. consult with all retained parties, lenders, creditors'
committee, and other parties-Âin-interest;
j. assist with the preparation of monthly operating reports;
and
k. perform such other tasks as appropriate as may reasonably
be requested by management or Debtor’s counsel.
The firm will be paid at these rates:
Principal/Managing Director $635 to 795 per hour
Director/Specialists $495 to 735 per hour
Associate Professionals $185 to 495 per hour
The firm will also be reimbursed for reasonable out-of-pocket
expenses incurred.
The firm received an initial retainer in the amount of $200,000.
Mark Samson, managing director at Getzler Henrich & Associates 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:
Mark Samson
Getzler Henrich & Associates LLC
295 Madison Ave, 20th Floor
New York, NY 10017
Tel: (212) 697-2400
Email: msamson@getzlerhenrich.com
About Eegee's, LLC
Eegee's, LLC owns and operates a fast food restaurant. The Debtor
sought protection under Chapter 11 of the U.S. Bankruptcy Code
(Bankr. D. Ariz. Case No. 24-10470) on December 6, 2024. In the
petition signed by Christopher Westcott , CEO, the Debtor disclosed
up to $50 million in both assets and liabilities.
Judge Brenda K Martin oversees the case.
Patrick Keery, Esq., at KEERY MCCUE, PLLC, represents the Debtor as
legal counsel.
EEGEE'S LLC: Seeks to Hire Keery McCue PLLC as Bankruptcy Counsel
-----------------------------------------------------------------
Eegee's, LLC seeks approval from the U.S. Bankruptcy Court for the
District of Arizona to employ Keery McCue, PLLC as bankruptcy
counsel.
The Debtor requires legal counsel to:
(a) prepare pleadings and applications;
(b) conduct examinations incidental to administration;
(c) advise the Debtor of its rights, duties, and obligations
under Chapter 11 of the Bankruptcy Code;
(d) take any and all other necessary action incident to the
proper preservation and administration of this Chapter 11 estate;
and
(e) advise the Debtor in the formulation and presentation of a
plan pursuant to Chapter 11 of the Bankruptcy Code, the disclosure
statement and concerning any and all matters relating thereto.
The range of hourly rates charged by KM are as follows:
Attorneys $300 to $475
Paralegals and Law Clerks $165 to $185
Administrative Assistants $75 per hour
Patrick Keery, Esq., an attorney at Keery McCue, disclosed in a
court filing that his firm is a "disinterested person" pursuant to
Section 101(14) of the Bankruptcy Code.
The firm can be reached through:
Martin J. McCue, Esq.
Patrick F. Keery, Esq.
Keery McCue, PLLC
6803 East Main Street, Suite 1116
Scottsdale, AZ 85251
Tel: (480) 478-0709
Fax: (480) 478-0787
Email: mjm@keerymccue.com
pfk@keerymccue.com
About Eegee's, LLC
Eegee's, LLC owns and operates a fast food restaurant. The Debtor
sought protection under Chapter 11 of the U.S. Bankruptcy Code
(Bankr. D. Ariz. Case No. 24-10470) on December 6, 2024. In the
petition signed by Christopher Westcott , CEO, the Debtor disclosed
up to $50 million in both assets and liabilities.
Judge Brenda K Martin oversees the case.
Patrick Keery, Esq., at KEERY MCCUE, PLLC, represents the Debtor as
legal counsel.
EKSO BIONICS: Gets Written Notice from Nasdaq Over Stock Bid Price
------------------------------------------------------------------
Ekso Bionics Holdings, Inc., disclosed in a Form 8-K filing with
the U.S. Securities and Exchange Commission the Company received a
written notice from the Nasdaq Listing Qualifications staff of The
Nasdaq Stock Market LLC indicating that, for the last 31
consecutive business days, the minimum bid price of the Company's
common stock had been below the $1.00 per share minimum 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
has been provided an initial period of 180 calendar days, or until
June 10, 2025, to regain compliance with the Minimum Bid Price
Requirement. The Notice states that the Nasdaq staff will provide
written notification that the Company has achieved compliance with
Rule 5550(a)(2) if, at any time before June 10, 2025, the closing
bid price of the Company's common stock is $1.00 per share or more
for a minimum of ten consecutive business days. The Notice has no
immediate effect on the listing or trading of the Company's common
stock.
In the event the Company does not regain compliance with the
Minimum Bid Price Requirement by June 10, 2025, the Company may be
eligible for additional time to regain compliance. To qualify, the
Company will be required to meet the continued listing requirement
for market value of publicly held shares and all other initial
listing standards for The Nasdaq Capital Market, with the exception
of the Minimum Bid Price Requirement, and will need to provide
written notice of its intention to cure the deficiency during the
second compliance period, by effecting a reverse stock split, if
necessary. If the Company meets these requirements, the Company
will be granted an additional 180 calendar days to regain
compliance. If the Company does not qualify for or fails to regain
compliance during the second compliance period, then the Nasdaq
staff will provide written notification to the Company that its
common stock will be subject to delisting. The Company would then
be entitled to appeal that determination to a Nasdaq hearings
panel.
The Company intends to actively monitor the closing bid price of
its common stock and may, if appropriate, consider available
options to regain compliance with the Minimum Bid Price
Requirement.
There can be no assurance that the Company will regain compliance
with the Minimum Bid Price Requirement during the 180-day
compliance period ending June 10, 2025, secure an extension of the
compliance period beyond June 10, 2025 or maintain compliance with
any other Nasdaq listing requirements.
About Ekso Bionics Holdings
San Rafael, Calif.-based Ekso Bionics Holdings, Inc. designs,
develops, and markets exoskeleton products to augment human
strength, endurance, and mobility.
San Francisco, Calif.-based WithumSmith+Brown PC, the Company's
auditor since 2010, issued a 'going concern' qualification in its
report dated March 4, 2024, citing that the entity has an
accumulated deficit at December 31, 2023, and, since inception,
has
suffered significant operating losses and negative cash flows from
operations that raise substantial doubt about its ability to
continue as a going concern.
For the years ended December 31, 2023, and 2022, Ekso reported net
losses of $15.2 million and $15.1 million, respectively. As of
September 30, 2024, Ekso Bionics Holdings had $29.2 million in
total assets, $14.3 million in total liabilities, and $14.9
million
in total stockholders' equity.
ENVIVA INC: AIPCF, Lightship Hold 43% Equity Stake
--------------------------------------------------
AIPCF VIII (Cayman), Ltd., AIPCF VIII (Cayman), L.P., A-ENV Funding
LP, A-ENV Funding GP, LLC, AIPCF VIII Global Corp Holding LP,
Lightship Capital III LP, Lightship Capital III GP, LLC, and AIPCF
VIII Credit Opportunity Holding LP, disclosed in a Schedule 13D
filing with the U.S. Securities and Exchange Commission that as of
December 6, 2024, they beneficially own 32,230,491 shares of Enviva
Inc.'s common stock, representing 43% of the company's outstanding
shares.
A full-text copy of the Scheduled 13D is available at
https://urlcurt.com/u?l=bRK6Fq
About Enviva Inc.
Headquartered in Bethesda, Md., Enviva Inc. --
https://www.envivabiomass.com -- is a producer of industrial wood
pellets, a renewable and sustainable energy source produced by
aggregating a natural resource, wood fiber, and processing itinto
a
transportable form, wood pellets. Enviva exports its wood pellets
to global markets through its deep-water marine terminals at the
Port of Chesapeake, Virginia, the Port of Wilmington, North
Carolina, and the Port of Pascagoula, Mississippi, and from
third-party deep-water marine terminals in Savannah, Georgia,
Mobile, Alabama, and Panama City, Florida.
Enviva Inc. and certain affiliates sought protection under Chapter
11 of the U.S. Bankruptcy Code (Bankr. E.D. Va. Lead Case No.
24-10453) on March 13, 2024. In the petition signed by Glenn T.
Nunziata, interim chief executive officer and chief financial
officer, Enviva Inc. disclosed $2,893,581,000 in assets and
$2,631,263,000 in liabilities.
Judge Brian F. Kenney oversees the cases.
The Debtors tapped Vinson & Elkins, LLP as general bankruptcy
counsel; Kutak Rock, LLP as local counsel; Lazard Freres & Co.,
LLC
as investment banker; Alvarez & Marsal Holdings, LLC as financial
advisor; and Kurtzman Carson Consultants, LLC as notice and claims
agent.
The U.S. Trustee for Region 4 appointed an official committee to
represent unsecured creditors in the Debtors' Chapter 11 cases.
The
committee tapped Akin Gump Strauss Hauer & Feld, LLP as lead
bankruptcy counsel; Hirschler Fleischer, PC as local counsel;
Ducera Partners, LLC as investment banker; and AlixParners, LLP as
financial advisor.
EPIC! CREATIONS: Trustee Taps Moelis & Company as Investment Banker
-------------------------------------------------------------------
Claudia Z. Springer, Esq., the Trustee for Epic! Creations, Inc.
and its affiliates, seeks approval from the U.S. Bankruptcy Court
for the District of Delaware to employ Moelis & Company LLC as
investment banker and financial advisor.
The firm will render these services:
a. assist the Trustee in reviewing and analyzing the results
of Epic's operations, financial condition and business plan;
b. assist the Trustee in reviewing and analyzing any potential
Sale Transaction;
c. assist the Trustee in negotiating any Sale Transaction;
d. advise the Trustee on its preparation of information
memorandum for, a potential Sale Transaction (each, an "Information
Memo");
e. assist the Trustee in contacting potential Acquirers that
Moelis and the Trustee agree are appropriate, and meet with and
provide them with the Information Memo and such additional
information about Epic's assets, properties or businesses that is
acceptable to the Trustee, subject to customary business
confidentiality agreements;
f. provide testimony, in the form of affidavits, declarations,
and/or live testimony before the Bankruptcy Court, in connection
with obtaining the Bankruptcy Court's approval of any Sale
Transaction; and
g. provide such other financial advisory and investment
banking services in connection with a Sale Transaction as Moelis
and the Trustee may mutually agree upon in writing.
The firm will be compensated as follows:
i. Monthly Fee. During the term of the Engagement Letter, a
fee of $150,000 per month (the "Monthly Fee"), payable in advance
of each month. The Trustee will cause the Estate to pay the first
Monthly Fee immediately upon the execution of the Engagement
Letter, and all subsequent Monthly Fees prior to each monthly
anniversary of the date of the Engagement Letter. Whether or not a
Sale Transaction occurs, Moelis shall earn and be paid the Monthly
Fee every month during the term of the Engagement Letter. 50
percent of the Monthly Fee shall be offset, to the extent
previously paid, against the first Sale Transaction Fee, provided
that such crediting shall not reduce such Sale Transaction Fee
payable to less than zero.
ii. Sale Transaction Fee. A transaction fee (the "Sale
Transaction Fee") payable promptly at the initial closing of a Sale
Transaction, equal to the greater of (i) the Minimum Sale
Transaction Fee and (ii) the Minimum Sale Transaction Fee plus an
amount based on Transaction Value as follows:
a. 1.5 percent for the portion of Transaction Value in
excess of $150 million up to and including $200 million; plus
b. 3.0 percent for the portion of Transaction Value in
excess of $200 million.
iii. Minimum Sale Transaction Fee. A transaction fee (the
"Minimum Sale Transaction Fee") of $2,000,000; provided, that, in
the event that a credit bid is selected as the winning bid for a
Sale Transaction (such Sale Transaction, a "Credit Bid Sale
Transaction"), the Minimum Sale Transaction Fee shall be
$1,500,000, regardless of whether a third party bid is received or
not.
In the event of a Credit Bid Sale Transaction, the applicable
Transaction Value used to calculate the Sale Transaction Fee will
be the Transaction Value of the highest binding third party bid
that is deemed a "qualified bid" received during the term of the
Engagement Letter and the Sale Transaction Fee will be calculated
at a 25 percent discount to the Sale Transaction Fee calculated
based on such Transaction Value (provided however, that such Sale
Transaction Fee shall not be lower than the Minimum Sale
Transaction Fee).
Cullen Murphy, an executive director at Moelis & Company, 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:
Cullen Murphy
Moelis & Company LLC
399 Park Ave.
New York, NY 10022
Telephone: (212) 883-3800
About Epic! Creations Inc.
Epic! Creations Inc. -- https://www.getepic.com/ -- doing business
as Byju's, retails books online. The Company offers digital library
which includes kids books, ebooks, and videos. Epic! Creations
serves customers in the State of California.
Alleged creditors of Epic! Creations sought involuntary petition
under Chapter 11 of the the U.S. Bankruptcy Code against Epic!
Creations (Bankr. D. Del. Case No. 24-11161) on June 5, 2024.
The creditors who signed the petition are:
* HPS Investment Partners, LLC,
* TBK Bank, SSB
* Redwood Capital Management, LLC,
* Veritas Capital Credit Opportunities Fund SPV, L.L.C. and
Veritas Capital Credit Opportunities Fund II SPV, L.L.C.
* HGV BL SPV, LLC,
* Midtown Acquisitions GP LLC,
* Silver Point Capital, L.P.,
* Shawnee 2022-1 LLC,
* Sentinel Dome Partners, LLC,
* Stonehill Capital Management LLC,
* Diameter Capital Partners LP,
* Ellington CLO III, Ltd. and Ellington Special Relative Value
Fund L.L.C.
* GLAS Trust Company LLC, in its capacity as administrative
agent and collateral agent,
* Continental Casualty Company, and
* India Credit Solutions, L.P.
Glas Trust Company is represented by:
Laura Davis Jones
Pachulski, Stang, Ziehl & Jones LLP
Telephone: (302) 778-6401
E-mail: ljones@pszjlaw.com
TBK Bank, et al., are represented by:
G. David Dean
Cole Schotz P.C.
Telephone: (302) 652-3131
E-mail: ddean@coleschotz.com
EVENTIDE CREDIT: Seeks to Extend Plan Exclusivity to March 6, 2025
------------------------------------------------------------------
Eventide Credit Acquisitions, LLC, asked the U.S. Bankruptcy Court
for the Northern District of Texas to extend its exclusivity
periods to file a plan of reorganization and obtain acceptance
thereof to March 6, 2025, and May 6, 2025, respectively.
The Debtor claims that this case is sufficiently large and complex
to favor granting the Motion. Pursuant to the Local Rule, this case
qualifies as "complex case" because the total liabilities exceed
$25 million. The case also qualifies as a "mega case" under General
Order 2022-02 because the assets and liabilities exceed $50
million. The case is being treated as "mega case" in this District.
The size and complexity of the case weighs in favor of extending
the Exclusivity Periods.
The Debtor explains that it has attempted to negotiate with its
major creditors and will continue to do so. The Debtor has made
significant progress in this case when it resolved the Pending
Actions between the Debtor, BPL, the Tribe, and various other
parties, which will provide the capital for Eventide to fund a
plan. Eventide requires additional time to formulate a plan to
adequately address the claims of the Consumer Borrowers and other
unsecured creditors.
Moreover, Eventide is still attempting to resolve issues pertaining
to the claims of the Consumer Borrowers and Unknown Borrowers. All
of Eventide's efforts to date have been undertaken with the
ultimate goal of formulating a plan that will maximize the return
to creditors and, potentially, equity. Eventide's success to date
demonstrates the good faith progress it has made toward proposing a
plan.
The Debtor asserts that it does not seek an extension of
exclusivity as a tactic to pressure creditors. Instead, (i) the
resolution of the Pending Actions, and (ii) the number and amount
of Consumer Borrower claims filed will dictate the contents of a
plan. Rather, Eventide seeks this extension in order to formulate a
plan that is in the best interest of its estate. Eventide's goal is
not to pressure creditors, but to propose and confirm a plan that
maximizes the return to legitimate creditors.
The Debtor further asserts that it is not mismanaging its affairs.
Rather, Eventide has acted responsibly and has taken the
appropriate steps to maximize the value of its assets for the
benefit of its legitimate creditors. Eventide has engaged in
constructive negotiations at every step of this case, which has led
to resolution of some of the Debtor's biggest issues in its case.
Eventide will continue to manage its business and affairs in a
responsible manner and fulfill its fiduciary duties as a
debtor-in-possession as it works toward proposing a plan for the
collective benefit of all parties in interest in this case.
Eventide Credit Acquisitions, LLC is represented by:
Jeff Prostok, Esq.
Suzanne K. Rosen, Esq.
FORSHEY & PROSTOK, LLP
777 Main Street, Suite 1550
Fort Worth, TX 76012
Tel: 817-877-8855
Email: jprostok@forsheyprostok.com
srosen@forsheyprostok.com
- and -
Robin Phelan, Esq.
PHELANLAW
4214 Woodfin Drive
Dallas, TX 75220
Tel: 214-704-0222
Email: robin@phelanlaw.org
About Eventide Credit Acquisitions
Eventide Credit Acquisitions, LLC, a Dallas-based company, filed
voluntary Chapter 11 petition (Bankr. N.D. Tex. Lead Case No.
23-90007) on Sept. 6, 2023.
On October 9, 3023, its affiliate, BWH Texas LLC, filed its
voluntary petition for relief under Subchapter V of Chapter 11 of
the Bankruptcy Code. In the petition signed by Matt Martorello,
manager, Eventide Credit disclosed up to $100 million in both
assets and liabilities.
Judge Mark X. Mullin oversees the cases.
The Debtors tapped Forshey Prostok as bankruptcy counsel and
Donlin, Recano & Company, Inc. as notice, claims and balloting
agent.
EYENOVIA INC: Nasdaq Delists Securities
---------------------------------------
Eyenovia, Inc., disclosed in a Form 8-K filing with the U.S.
Securities and Exchange Commission that The Nasdaq Stock Market LLC
has determined to delist the Company's securities from the The
Nasdaq Capital Market.
As previously disclosed, on September 18, 2024, the Company
received a letter from the staff of Nasdaq 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 March 17, 2025, to
regain compliance with this requirement (the "Bid Price Cure
Period").
On December 12, 2024, the Company received a letter from Nasdaq
notifying the Company that, as of December 11, 2024, the common
stock had a closing bid price of $0.10 or less for 10 consecutive
trading days. Accordingly, the Company is subject to the provisions
of Listing Rule 5810(c)(3)(A)(iii) (the "Low Priced Stocks Rule").
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 19, 2024, and it intends to appeal such determination
before a panel (the "Hearings Panel"). The hearing request will
stay the suspension of the trading of the Company's common stock
pending the decision of the Hearings Panel.
At such hearing, the Company intends to submit its plan to regain
compliance with the applicable Nasdaq listing rules discussed
above. On December 12, 2024, the Company filed a preliminary proxy
statement for a Special Meeting of Stockholders to be held on
January 21, 2025 to consider certain proposals, including approval
of a reverse stock split, which is intended to result in an
increase in the trading price of the Company's common stock that
would cure the listing deficiencies noted above.
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.
About Eyenovia
New York, N.Y.-based Eyenovia, Inc. is an ophthalmic technology
company commercializing Mydcombi (tropicamide and phenylephrine
HCL
ophthalmic spray) for inducing mydriasis for routine diagnostic
procedures and in conditions where short-term pupil dilation is
desired, preparing for the commercialization of clobetasol
propionate ophthalmic suspension 0.05% ("clobetasol propionate"),
for the treatment of post-operative inflammation and pain
following
ocular surgery, and developing the Optejet delivery system both
for
use in combination with its own drug-device therapeutic programs
and for out-licensing for use in combination with therapeutics for
additional indications. The Company's aim is to improve the
delivery of topical ophthalmic medication through the ergonomic
design of the Optejet, which facilitates ease-of-use and delivery
of a more physiologically appropriate medication volume, with the
goal to reduce side effects and improve tolerability and introduce
digital health technology to improve therapy compliance and
ultimately medical outcomes.
In its Quarterly Report for the three months ended September 30,
2024, Eyenovia reported that it had unrestricted cash and cash
equivalents of approximately $7.2 million and an accumulated
deficit of approximately $175.4 million as of September 30, 2024.
For the nine months ended September 30, 2024 and 2023, the Company
used cash in operations of approximately $24.0 million and $17.5
million, respectively. The Company does not have recurring
significant revenue and has not yet achieved profitability. The
Company expects to continue to incur cash outflows from operations
for the near future. The Company expects that it will continue to
incur significant research and development and selling, general
and
administrative expenses and, as a result, it will eventually need
to generate significant product revenues to achieve profitability.
These circumstances raise substantial doubt about the Company's
ability to continue as a going concern for at least one year from
the date that the financial statements were issued.
For the years ended December 31, 2023 and 2022, Eyenovia incurred
net losses of approximately $27.3 million and $28 million,
respectively.
FARWAY MARINA: Taps Auction Advisors as Real Estate Broker
----------------------------------------------------------
Farway Marina, Inc. seeks approval from the U.S. Bankruptcy Court
for the Eastern District of New York to employ Auction Advisors as
real estate brokers.
The broker proposes to provide marketing and auction services in
connection with the sale of the Debtor' assets.
The "Broker Fee" shall be equal to 6 percent of the amount bid by
the buyer and shall be paid by buyer in addition to the amount bid
at auction as a "Buyer's Premium".
As disclosed in the court filings, Auction Advisors is a
"disinterested person" within the meaning of 11 U.S.C. 101(14).
The firm can be reached through:
Joshua Olshin
Auction Advisors
1350 Avenue of the Americas, 2nd Floor
New York, NY 10019
About Farway Marina
Farway Marina, Inc., a company in Far Rockaway, N.Y., filed its
voluntary petition for Chapter 11 protection (Bankr. E.D.N.Y. Case
No. 23-41446) on April 27, 2023, with as much as $50,000 in assets
and $1 million to $10 million in liabilities. Judge Jil
Mazer-Marino oversees the case.
Leech Tishman Robinson Brog, PLLC is the Debtor's legal counsel.
FELTRIM BALMORAL: Gets OK to Use Cash Collateral Until Jan. 21
--------------------------------------------------------------
The U.S. Bankruptcy Court for the Middle District of Florida, Tampa
Division granted Feltrim Balmoral Estates, LLC and its affiliates
interim authorization to use cash collateral until Jan. 21, 2025.
The court approved the use of cash collateral, including cash,
deposit accounts, account receivables and proceeds from business
operations, subject to compliance with the companies' budgets, with
a 10% variance.
As adequate protection, secured creditors Seacoast National Bank
and Lynk Capital were granted continuing and perfected replacement
liens to the same extent and with the same priority and validity as
their pre-bankruptcy liens.
As additional protection, Seacoast will receive a monthly payment
of $5,000.
The next hearing is scheduled for Jan. 21, 2025.
About Feltrim Balmoral Estates
Feltrim Balmoral Estates, LLC owns a clubhouse located at 124 Kenny
Blvd., Haines City, Fla., having a fair value of $3 million.
Feltrim Balmoral Estates and its affiliates filed their voluntary
petitions for relief under Chapter 11 of the Bankruptcy Code
(Bankr. M.D. Fla. Case No. 24-02122) on April 17, 2024. The case is
jointly administered in Case No. 24-02122.
In the petitions signed by Garrett Kenny, owner and manager,
Feltrim Balmoral Estates disclosed $4,657,697 in assets and
$16,239,519 in liabilities; The Enclave At Balmoral, LLC disclosed
$5,091,844 in assets and $10,565,256 in liabilities; and Balmoral
Estates, LP listed $14,327,306 in assets and $25,909,466 in
liabilities.
Judge Catherine Peek McEwen oversees the case.
Alberto F. Gomez Jr., Esq., at Johnson Pope Bokor Ruppel & Burns
LLP, is the Debtors' counsel.
FROZEN HORIZON: Unsecured Creditors to Split $10K in Plan
---------------------------------------------------------
Frozen Horizon Alaska, LLC filed with the U.S. Bankruptcy Court for
the District of Alaska a First Amended Plan of Reorganization dated
December 10, 2024.
The business was started in October, 2018. The Debtor operates as a
franchise of Filta Environmental Kitchen Solutions and provides
deep fryer cleaning and waste oil collection for restaurants and
commercial kitchens across Anchorage, Alaska.
The business was able to grow quickly but began to experience
financial hardship during the Covid-19 pandemic. The primary
customers of the Debtor are restaurants and commercial kitchens,
both of which were not able to operate for some time during the
pandemic. As a result of the lack of income and delay in payment
from customers, the Debtor fell behind on 941 taxes owed to the
Internal Revenue Service.
Prior to filing, the Internal Revenue issued a levy against
Debtor's funds in the bank account and further directed Debtor's
customers to pay the Internal Revenue directly. The Debtor was
unable to continue operations following the issuance of the levy
and filed a petition under Chapter 11, Subchapter V on August 29,
2024.
Class 1 consists of General Unsecured Claims. The allowed unsecured
claims total $224,470.31. The Debtor proposed a total amount of
$10,000.00 to non-priority unsecured creditors with $175 monthly
payment.
The Plan will be funded with revenue from the Debtor's operation.
It is anticipated the Debtor's fixed expenses will remain
relatively constant moving forward with variable expenses
increasing proportionately with revenue. Debtor expects the income
and expenses to remain consistent through the life of the Plan.
Monthly payments will be paid by the Debtor, direct to creditors.
The Debtor will begin making all designated Plan payments beginning
on February 5, 2025.
A full-text copy of the Plan of Reorganization dated December 10,
2024 is available at https://urlcurt.com/u?l=dDIBd3 from
PacerMonitor.com at no charge.
Attorney for the Debtor:
Jennifer L. Neeleman, Esq.
Neeleman Law Group
1403 8th Street
Marysville, WA 98270
Tel: (425) 212-4800
Fax: (425) 212-4802
About Frozen Horizon Alaska
Frozen Horizon Alaska, LLC operates as a franchise of Filta
Environmental Kitchen Solutions and provides deep fryer cleaning
and waste oil collection for restaurants and commercial kitchens
across Anchorage, Alaska.
The Debtor filed a petition under Chapter 11, Subchapter V of the
Bankruptcy Code (Bankr. D. Alaska Case No. 24-00155) on August 30,
2024, with up to $50,000 in assets and up to $500,000 in
liabilities.
Jennifer L. Neeleman, Esq., at Neeleman Law Group, P.C. represents
the Debtor as bankruptcy counsel.
GENEVA REPAIR: Gets OK to Use Cash Collateral Until Jan. 17
-----------------------------------------------------------
Geneva Repair Shop, Inc. received 11th interim approval from the
U.S. Bankruptcy Court for the Northern District of Illinois to use
the cash collateral of its secured creditors to pay operating
expenses.
The interim order penned by Judge Donald Cassling approved the use
of cash collateral for the period from Dec. 21 to Jan. 17, 2025, in
accordance with Geneva's budget.
The budget shows total weekly expenses ranging from $6,300 to
$9,050. These expenses include payroll, parts, and various
operational costs.
To protect the interests of secured creditors, the order stipulates
several measures, including allowing creditors to inspect the
company's books and records and requiring the company to maintain
insurance on its assets. Additionally, the company must provide
evidence of collateral upon request and ensure the proper
maintenance of its business operations.
The final hearing is set for Jan. 14, 2025.
About Geneva Repair Shop
Geneva Repair Shop, Inc. is a family-owned business offering an
array of auto body collision services, custom paint, airbrushing
and restoration projects. The company is based in Batavia, Ill.
Geneva Repair Shop filed a petition under Chapter 11, Subchapter V
of the Bankruptcy Code (Bankr. N.D. Ill. Case No. 23-13878) on Oct.
17, 2023, with $1 million to $10 million in both assets and
liabilities. Neema Varghese of NV Consulting Services has been
appointed as Subchapter V trustee.
Judge Donald R. Cassling oversees the case.
David K. Welch, Esq., at Burke, Warren, Mackay & Serritella, PC
represents the Debtor as legal counsel.
GLOBAL WOUND: Taps Isaac Lee of Ankura Consulting Group as CRO
--------------------------------------------------------------
Global Wound Care Medical Group filed a supplemental application
seeking approval from the U.S. Bankruptcy Court for the Southern
District of Texas to expand the employment of Ankura Consulting
Group, LLC as financial and restructuring advisor to include the
approval of the appointment Isaac Lee as chief restructuring
officer.
The CRO will render these services:
a. Mr. Lee will serve as CRO of the Debtor, and in such
position he will be a duly appointed officer of the Debtor and a
temporary member of the Debtor's senior executive team. As CRO, Mr.
Lee will report directly to Dr. Owen Ellington, the Chief Executive
Officer of the Company (the "CEO"), and be authorized to interact
and coordinate with key stakeholders and parties of interest as
deemed necessary by the CRO.
b. As CRO, Mr. Lee will provide the following services:
i. Leading the Debtor's Financial Restructuring and
Bankruptcy Related Activities: Serve as the Debtor's designated
officer in coordinating the Debtor's financial restructuring,
negotiations with the DOJ and CMS with regard to the pending
investigations, bankruptcy exit plan and transaction activities,
including the Services set forth in (a) -- (k) of the Engagement
Agreement. The CRO would be supported by the Ankura team, Debtor
management, and the Debtor's legal and other advisors, to explore,
evaluate, and analyze the Debtor's available restructuring and
bankruptcy exit plan options.
ii. Advisory Services: Lead the Debtor's management and
advisors in informing and advising the CEO on restructuring plan
and bankruptcy exit plan options and recommendations.
iii. Stakeholder Communication: Serve as the Debtor's
designee regarding engagement with internal and external
stakeholders such as creditors, landlords and governmental agencies
related to the Medicare suspension investigation and potential
resolution.
iv. Cash Management and Liquidity: Monitor disbursements
made by the Debtor and provide oversight and guidance regarding
actions to enhance and preserve the Debtor's available liquidity.
v. Financial Authority and Responsibility: Approve budgets,
expenditures related to the budget and related financial matters,
and other matters related to the stipulation with the DOJ, all of
which are subject to collaborating with the CEO as necessary to
ensure that a physician is involved in any decision-making that
affects the practice of medicine, as required by California's
corporate practice of medicine doctrine.
The firm will be paid at these rates:
Managing Directors $1,000 and $1,120 per hour
Other Professionals $460 to $1,350 per hour
Paraprofessionals $360 to $415 per hour
Ankura received a total of $136,683.72 in retainers and
replenishments.
In addition, the firm will seek reimbursement for expenses
incurred.
Ankura does not hold any interest adverse to the Debtors' estates,
and is a "disinterested person" as that term is defined in section
101(14) of the Bankruptcy Code, as modified by section 1107(b) of
the Bankruptcy Code, according to court filings.
The firm can be reached through:
Isaac Lee
Ankura Consulting Group, LLC
555 S. Flower St., Suite 4220
Los Angeles, CA 90071
Tel: (213) 670-3200
Mobile (917) 796-0044
Email: isaac.lee@ankura.com
About Global Wound Care Medical Group
Global Wound Care Medical Group sought protection under Chapter 11
of the U.S. Bankruptcy Code (Bankr. S.D. Tex. Case No. 24-34908) on
Oct. 21, 2024. In the petition signed by Owen B. Ellington, M.D.,
president, the Debtor disclosed up to $500 million in both assets
and liabilities.
Judge Eduardo V. Rodriguez oversees the case.
Casey W. Doherty, Jr., Esq., at Dentons US LLP serves as the
Debtor's counsel. Verita Global is the Debtor's notice, claims, and
balloting agent.
GOLDNER CAPITAL: Taps McGlinchey Stafford PLLC as Special Counsel
-----------------------------------------------------------------
Goldner Capital Management LLC seeks approval from the U.S.
Bankruptcy Court for the Eastern District of New York to hire
McGlinchey Stafford PLLC as special counsel.
The professional services that McGlinchey is to render to the
Debtors include advising the Debtors with respect to the pending
motion to dismiss filed by Capital Source, LLC, as well as the
related discovery and litigation, and other litigation matters as
warranted and/or necessary in these Debtors' cases.
McGlinchey Stafford will be paid at these hourly rates:
Members $535
Of Counsel $535
Associates $425
Legal Assistants/Paralegals $250
T. Dylan Reeves, Esq., partner of McGlinchey Stafford PLLC, assured
the Court that the firm is a "disinterested person" as the term is
defined in Section 101(14) of the Bankruptcy Code and does not
represent any interest adverse to the Debtors and their estates.
McGlinchey Stafford can be reached at:
T. Dylan Reeves, Esq.
McGlinchey Stafford PLLC
333 Commerce Street Suite 1425
Nashville, TN 37201
Email: dreeves@mcglinchey.com
Tel: (615) 762-9050
Fax: (615) 296-4716
About Goldner Capital Management LLC
Goldner Capital Management LLC is a limited liability company.
Goldner Capital Management LLC sought relief under Chapter 11 of
the U.S. Bankruptcy Code (Bankr. E.D.N.Y. Case No. 24-73789) on
October 2, 2024. In the petition filed by Samuel Goldner, as
manager, the Debtor reports estimated assets up to $50,000 and
estimated liabilities between $10 million and $50 million.
Bankruptcy Judge Alan S. Trust handles the case.
The Debtor is represented by Gary F. Herbst, Esq. at LAMONICA
HERBST & MANISCALCO, LLP.
GOODY'S FLEET: Unsecured Creditors to Split $100K over 5 Years
--------------------------------------------------------------
Goody's Fleet Solutions, LLC, filed with the U.S. Bankruptcy Court
for the Middle District of Florida a Plan of Reorganization dated
December 10, 2024.
The Debtor is a fleet mechanical service located in Hillsborough
County, Florida. The Debtor provides mechanical services and diesel
repair services throughout the Southeastern United States area,
including Tampa Bay, Orlando, Jacksonville, South Florida, and
North Atlanta.
The Plan under Chapter 11 of the Bankruptcy Code proposes to pay
creditors of the Debtor from the Debtor's current and future
earnings.
This Plan provides for one class of priority claims; twelve classes
of secured claims; one class of general unsecured claims; and one
class of equity security holders.
Unsecured creditors holding allowed claims will receive a pro rata
distribution of their allowed claim payable over five years. This
Plan also provides for the payment of administrative and priority
claims under the terms to the extent permitted by the Code or by
agreement between the Debtor and the claimant.
Class 14 consists of General Unsecured Claims. The Debtor will pay
a total of $100,000 to claimants in this class. Claimants in this
class will receive a pro-rata distribution without interest over
five years, with payments commencing on the start of the calendar
quarter immediately following the Effective Date of Confirmation
and continuing for a total of twelve consecutive quarters. In the
event that this quarter starts less than thirty days after the
entry of the Confirmation Order, payment shall not commence until
the following quarter. Total estimated payments are $5,000 per
quarter.
Promissory notes will be issued to each creditor in this class with
allowed claims to evidence payments, which promissory notes shall
be enforceable in any Court of Competent Jurisdiction. The amount
of the pro rata distribution will be considered final and binding
thirty days after the filing of the Certificate of Substantial
Consummation by the Debtor. This Class is impaired.
Class 15 consists of Equity Security Holders of the Debtor. Equity
will retain ownership in the Debtor post-confirmation. No
distributions will be made to equity until such time as all
payments in Class 14 have been made.
Joshua D. Gudeman will continue to manage the Debtor post
confirmation. The Plan will be funded by the continued operations
of the Debtor.
A full-text copy of the Plan of Reorganization dated December 10,
2024 is available at https://urlcurt.com/u?l=NjrlHl from
PacerMonitor.com at no charge.
Attorney for the Debtor:
Buddy D. Ford, Esq.
Jonathan A. Semach, Esq.
Heather M. Reel, Esq.
Buddy D. Ford, P.A.
9301 West Hillsborough Avenue
Tampa, FL 33615-3008
Telephone: (813) 877-4669
Email: Buddy@tampaesq.com
About Goody's Fleet Solutions
Goody's Fleet Solutions, LLC is a fleet mechanical service located
in Hillsborough County, Florida.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. M.D. Fla. Case No. 24-05407) on September
11, 2024, with up to $50,000 in assets and up to $500,000 in
liabilities. Michael Markham, Esq., serves as Subchapter V
trustee.
Judge Roberta A. Colton presides over the case.
Buddy D. Ford, Esq., at Buddy D. Ford, P.A., is the Debtor's legal
counsel.
GREATER LIGHT: Court Denies Access to Cash Collateral
-----------------------------------------------------
The U.S. Bankruptcy Court for the Eastern District of California
has denied without prejudice Greater Light Baptist Church of
Sacramento's motion to use cash collateral.
The decision was made after reviewing pleadings, evidence, and oral
arguments.
About Greater Light Baptist Church
Greater Light Baptist Church of Sacramento is a tax-exempt
religious organization in Sacramento, Calif.
Greater Light Baptist Church filed its voluntary petition for
Chapter 11 protection (Bankr. E.D. Cal. Case No. 23-24467) on Dec.
13, 2023, listing $10 million to $50 million in assets and $1
million to $10 million in liabilities. Pastor O.J. Swanigan,
president of Greater Light Baptist Church, signed the petition.
Judge Fredrick E. Clement oversees the case.
The Law Offices of Gabriel Liberman, APC serves as the Debtor's
legal counsel.
H.B. FULLER: Fitch Affirms 'BB' LongTerm IDR, Outlook Stable
------------------------------------------------------------
Fitch Ratings has affirmed H.B. Fuller Company's Long-Term (LT)
Issuer Default Rating (IDR) at 'BB'. Fitch has also affirmed the
company's senior secured LT issue ratings at 'BBB-' with a Recovery
Rating (RR) of 'RR1' and senior unsecured LT ratings at 'BB'/'RR4.
The Rating Outlook remains Stable.
The rating reflects the company's leading position in the global
adhesives market. Its solution- and innovation-oriented product
portfolio results in relatively high customer switching costs and
stable EBITDA margins around the mid-teens.
The Stable Outlook reflects Fitch expectations for EBITDA leverage
to trend around 3.5x-4.0x over the medium term.
Key Rating Drivers
Resilient Performance Amid Soft Demand: H.B. Fuller's operating
performance was resilient despite continued soft demand through YTD
3Q24, as volume growth, raw material cost deflation, and benefits
from restructuring offset lower product pricing. This is exhibited
by yoy growth of 10% in Fitch-calculated EBITDA, while total
revenues grew by 1%.
Fitch believes H.B. Fuller's recent profitability gains exemplify
the company's key competitive advantages. These include its leading
market position in specialty adhesives, strong cost management, and
an increasingly specialized product offering that entrenches the
company into its end-customer's manufacturing processes.
Continued Acquisitive Appetite: Given the fragmented nature of the
adhesives industry, Fitch believes H.B. Fuller will continue to
execute value-added M&A to further build out its product portfolio,
regional exposures and technical capabilities. The company has
completed two bolt-on acquisitions over the last 12 months for
approximately $275 million, which complement its Construction and
Engineering Adhesives segments.
Leverage Expectations: The company has historically funded small
acquisitions with FCF but has sometimes stretched leverage above
its 2x-3x net target to fund medium-sized purchases. H.B. Fuller
has also built a recent track record of deleveraging back toward
its targeted range within 12 months after leveraging transactions.
The issuer upsized its term loan B facility by $200 million in
February 2024, which Fitch expects to mostly be deployed towards
continued value-accretive mergers & acquisitions over the medium
term. Fitch forecasts EBITDA leverage to trend around 3.5x-4.0x
over the medium term.
Leader in Fragmented Adhesives Market: H.B. Fuller is the number
one or two player in most of its markets, and the second largest
player, behind Henkel, in the fragmented $50 billion adhesives
market, where the top five players account for less than 35% of the
market. Benefiting from its size, scale and diversification, the
company has a R&D-linked competitive advantage versus global
competitors that more firmly places it into its regional and global
customers' value chains.
Long-Term Trends Drive Growth: The need for light-weighting and
energy efficiency, sustainable packaging, digitization and
healthcare-related supplies are favorable growth drivers H.B.
Fuller. The 2017 acquisition of Royal Adhesives and Sealants
further strengthened its ability to address these high-value demand
applications across the Engineering Adhesives segment.
Stable, Mid-Teens Margin Profile: H.B. Fuller's diversification and
specialization of offerings combined with pass-through clauses with
customers help mitigate cost risk and provides the company
relatively resilient, through-the-cycle margins in the mid-teens.
In the near term, Fitch forecasts EBITDA margins will remain around
15%-16% due to strong pricing and gains from the restructuring
program. EBITDA margins are projected to trend slightly higher
thereafter as the company moves downstream in its product
offerings. Fitch-calculated EBITDA margins increased by 120bps yoy
to 16.2% at YTD 3Q24.
Raw Material Diversification Supports Profitability: H.B. Fuller
purchases numerous raw materials, with the top 25 materials making
up less than 20% of the annual spend. The company categorizes
around 87% of the sourced raw materials as 'Specialty Raw,' which
flow through to downstream applications. This generates resilient
margins due to the low-cost (e.g., less than 1% of customer cost of
goods sold) but critical aspects of the company's products for its
customers.
Positive FCF Generation Forecast: H.B. Fuller consistently
generates positive FCF given its relatively stable EBITDA margins,
limited working capital risk, and low capital intensity with
capital spending typically averaging around 3.5% of sales. FCF
margin has averaged around 5% dating back to 2016, and Fitch
projects FCF margins of around 4% through the forecast. Fitch
believes FCF will be mainly allocated toward strategic bolt-on
acquisitions and measured shareholder returns over the medium
term.
Derivation Summary
H.B. Fuller is larger than equally rated peer Ingevity Corp.
(BB/Stable) and smaller than Axalta Coating Systems Ltd. (unrated).
It maintains relatively lower EBITDA margins in the mid-teens
compared with Ingevity and Axalta, which typically range from the
high teens to mid-high twenties. However, H.B. Fuller has less
variability. Fitch expects the company's margins to continue to
expand as it focuses on downstream growth within Engineering
Adhesives.
Additionally, the company consistently generates FCF margins at
around 5%-6%, given its typically low capex requirements of around
2%-3% of revenues, versus around 3% of revenues for Axalta and
5%-6% of revenues for Ingevity. Like its peers, H.B. Fuller is a
leader in a specialized industry with a similar appetite for debt
funded M&A and operates with EBITDA Leverage around 3.0x-4.0x over
the forecast period versus Axalta, which is generally at around
4.0x and Ingevity typically around 3.0x. Fitch projects H.B. Fuller
will generate consistent FCF margins in the mid-single digits over
the forecast period, given low maintenance capex requirements and
relatively stable earnings, which is consistent with Fitch's views
for Axalta and Ingevity.
Key Assumptions
Fitch's Key Assumptions Within the Rating Case for the Issuer
- Roughly flat organic revenue growth in 2025, driven by continued
soft demand leading to muted volumes for the EA and CA segments,
partially offset by resiliency in the HHC segment;
- EBITDA margins trending around 15%-16%, driven by strong pricing,
coupled with cost deflation, downstream product penetration, and
benefits from restructuring;
- Capex of approximately $150 million-$160 million annually;
- $275 million in annual acquisition spending with the assumption
that management may temporarily increase leverage;
- Measured dividends and share repurchases, at levels in-line with
historical trends.
RATING SENSITIVITIES
Factors That Could, Individually or Collectively, Lead to Negative
Rating Action/Downgrade
- Loss of leading market positions leading to total debt with
EBITDA leverage durably above 4.5x;
- Reduced ability to pass through costs to customers, leading to
less stable EBITDA margins and heightened cash flow risk;
- More aggressive than anticipated M&A activity, including
transformative, credit-unfriendly acquisitions, or shareholder
return strategy otherwise incompatible with management's
articulated capital deployment policy.
Factors That Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade
- Sustained adherence to the company's long-term financial policy
coupled with continued cash generation and earnings stability,
leading to EBITDA leverage durably below 3.5x;
- Continued trend toward higher EBITDA margins that demonstrates
successful execution of the shift towards higher value-add
products.
Liquidity and Debt Structure
As of Aug. 31, 2024, H.B. Fuller had approximately $131 million of
cash and cash equivalents with full availability under the
company's $700 million revolving credit facility due 2028.
Additionally, Fitch anticipates solid FCF generation through the
forecast, which Fitch believes will largely go toward continued
M&A.
Issuer Profile
H.B. Fuller Company is a global formulator, manufacturer and
marketer of adhesives and other specialty chemical products. The
company has three reportable segments: Hygiene, Health and
Consumable Adhesives, Engineering Adhesives and Construction
Adhesives.
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
----------- ------ -------- -----
H.B. Fuller Company LT IDR BB Affirmed BB
senior unsecured LT BB Affirmed RR4 BB
senior secured LT BBB- Affirmed RR1 BBB-
HEALTHCARE HOLDINGS: Taps Gunster Yoakley & Stewart as Counsel
--------------------------------------------------------------
Healthcare Holdings of Florida LLC and its affiliate seek approval
from the U.S. Bankruptcy Court for the Southern District of Florida
to employ Gunster, Yoakley & Stewart, P.A. as transactional,
Medicare and healthcare regulatory counsel in connection with the
Chapter 11 Cases.
Gunster's current hourly rates for matters related to these Chapter
11 Cases, with a 15 percent discount for this matter is as follows:
Samantha L. Prokop (Shareholder) $573.75
Shareholders $500 to $1,105
Associates $275 to $500
Paralegals, law clerks,
planners, investigators $42.50 to $500
Gunster Yoakley will also be reimbursed for reasonable
out-of-pocket expenses incurred.
Samantha Prokop, partner of Gunster Yoakley & Stewart P.A., assured
the Court that the firm is a "disinterested person" as the term is
defined in Section 101(14) of the Bankruptcy Code and does not
represent any interest adverse to the Debtor and its estates.
Gunster Yoakley can be reached at:
Samantha Prokop, Esq.
GUNSTER YOAKLEY & STEWART P.A.
777 South Flagler Drive Suite 500
East West Palm Beach, FL 33401
Tel: (561) 655-1980
Email: sprokop@gunster.com
About Healthcare Holdings of Florida LLC
Healthcare Holdings of Florida LLC and affiliates constitute a
business enterprise that collectively provide a full suite of home
care services, including custodial care, skilled care, and senior
placement services, particularly for senior patients in the State
of Florida.
The Debtors sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. S.D. Fla. Case No. 24-21355-SMG) on October
30, 2024. In the petition signed by Gary R. Loffredo, chief
executive officer and manager, the Debtor disclosed up to $10
million in both assets and liabilities.
Judge Scott M. Grossman oversees the case.
Joseph A. Pack, Esq., at Pack Law, represents the Debtor as legal
counsel.
HTX WELLNESS: Asset Sale Proceeds to Fund Plan Payments
-------------------------------------------------------
HTX Wellness Group, LLC, filed with the U.S. Bankruptcy Court for
the Southern District of Texas a Plan of Reorganization for Small
Business under Subchapter V dated December 10, 2024.
The Debtor is a limited liability company formed and organized
under the laws of the State of Texas. The Debtor was formed in
January 2021 by Lindsay Dalton and Shaun Six, who have served as
Co-Managers of the Company at all times.
The Company was organized and has operated at all times as a
franchisee of iCRYO Franchise Systems, LLC to operate a business
providing wholebody and local cryotherapy, infusion services,
compression therapy, and red-light therapy, under the iCRYO brand
name at 3839 Bellaire Blvd., Houston, TX 77027.
Leading up to the present bankruptcy case, the Debtor's cash flows
became insufficient to be able to service its long-term debts due
to increases in interest rates; increased franchise-related fees;
and a lack of growth in its customer base. Ultimately, on September
11, 2024, the Debtor sought relief in this bankruptcy case in order
to sell its assets and the ongoing business in an orderly manner in
order to pay its debts.
This Plan of Reorganization proposes to pay creditors of the Debtor
from from the private sale of its assets to the Shah Group, or
alternatively, to the highest bidder at an auction.
Non-priority unsecured creditors holding allowed claims will
receive distributions, which the proponent of this Plan has valued
at a di minimis amount. This Plan also provides for the payment of
administrative claims and priority claims to the extent such claims
are entitled to priority.
Class 4 consists of the general, unsecured claims as well as those
portions of tax claims and secured claims described above that are
treated as general unsecured claims in Class 4. Holders of Allowed
Claims in Class 4 will be paid all proceeds remaining from the sale
of Debtor's assets. This is estimated to result in di minimis
payment to holders of Allowed Claims in this Class. This Class is
impaired.
Class 5 consists of the equity interests of the Debtor's Member,
Hoop Loops, LLC. As a result of confirmation of this Plan, Hoop
Loops, LLC will retain its membership interest in the Debtor. Upon
the distribution of all cash and other assets to the holders of
Allowed Claims in Classes 1 through 4, the Debtor's Management will
wind-up and dissolve the Debtor in accordance with applicable
non-bankruptcy law at such time as Management, in its business
judgment, deems proper.
Except as to physical assets that are abandoned because they are of
no economic value, the Debtor's Member shall receive no dividend or
distribution under this Plan until all administrative expenses
claims, allowed priority tax claims, and allowed claims in Classes
1 through 4 are paid in full.
The Debtor believes it will be able to complete negotiations on the
terms in which the Shaw Group would purchase the furniture,
equipment, fixtures, and other physical assets that are not branded
with the iCRYO trademarks. In the event the proposed sale is
objected to by any creditor, the Debtor reserves the right to have
the property sold at auction with the Shaw Group being a stalking
horse bidder on terms to be approved by the Bankruptcy Court.
A full-text copy of the Plan of Reorganization dated December 10,
2024 is available at https://urlcurt.com/u?l=G3tbHI from
PacerMonitor.com at no charge.
Counsel for the Debtor:
Leonard H. Simon, Esq.
William P. Haddock, Esq.
Pendergraft & Simon, LLP
2777 Allen Parkway, Suite 800
Houston, TX 77019
Telephone: (713) 528-8555
Facsimile: (713) 868-1267
About HTX Wellness Group
HTX Wellness Group, LLC, operates a business providing whole-body
and local cryotherapy, infusion services, compression therapy, and
red-light therapy under a franchise agreement with iCRYO.
HTX Wellness Group filed a petition under Chapter 11, Subchapter V
of the Bankruptcy Code (Bankr. S.D. Texas Case No. 24-34239) on
Sept. 11, 2024, listing up to $500,000 in assets and up to $1
million in liabilities.
Judge Jeffrey P. Norman oversees the case.
Leonard H. Simon, Esq., at Pendergraft & Simon, LLP, is the
Debtor's bankruptcy counsel.
HYPERSCALE DATA: Sells 48,100 Shares to Ault for $48.1MM
--------------------------------------------------------
Hyperscale Data, Inc., disclosed in a Form 8-K filing with the U.S.
Securities and Exchange Commission that as December 13, 2024, Ault
& Company, Inc., has purchased an aggregate of 48,100 shares of
Series C Convertible Preferred Stock and Series C Warrants to
purchase an aggregate of 406,288 Warrant Shares, for an aggregate
purchase price of $48.1 million.
On December 12, 2024, the Company, pursuant to the Securities
Purchase Agreement entered into with Ault on November 6, 2023, sold
500 shares of Series C convertible preferred stock and warrants to
purchase 4,223 shares of the Company's common stock to the
Purchaser, for a purchase price of $500,000.
The Agreement provides that the Purchaser may purchase up to $75
million of Series C Convertible Preferred Stock and Series C
Warrants in one or more closings.
Ault is an affiliate of the Company.
About Hyperscale Data
Hyperscale Data, Inc., formerly known as Ault Alliance, Inc., is a
diversified holding company pursuing growth by acquiring
undervalued businesses and disruptive technologies with a global
impact. Through the Company's wholly and majority-owned
subsidiaries and strategic investments, the Company owns and/or
operates data centers at which it mines Bitcoin and offers
colocation and hosting services for the emerging artificial
intelligence ecosystems and other industries, and provides
mission-critical products that support a diverse range of
industries, including a metaverse platform, oil exploration, crane
services, defense/aerospace, industrial, automotive,
medical/biopharma, consumer electronics, and textiles.
New York, New York-based Marcum LLP, the Company's auditor since
2016, issued a "going concern" qualification in its report dated
April 16, 2024, citing that the Company has a working capital
deficiency, has incurred net 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.
ILEARNINGENGINES INC: Voluntary Chapter 11 Case Summary
-------------------------------------------------------
Two affiliates that concurrently filed voluntary petitions for
relief under Chapter 11 of the Bankruptcy Code:
Debtor Case No.
------ --------
ILearningEngines, Inc. (Lead Case) 24-12826
f/d/b/a Arrowroot Acquisition Corp.
6701 Democracy Boulevard
Bethesda, MD 20817
ILearningEngines Holdings, Inc. 24-12827
6701 Democracy Boulevard
Bethesda, MD 20817
Business Description: The Company offers an Artifical Intelligence
("AI") platform focused on automation of
learning and enabling organizations
to drive mission critical outcomes at
scale.
Chapter 11 Petition Date: December 20, 2024
Court: United States Bankruptcy Court
District of Delaware
Judge: Hon. Laurie Selber Silverstein
Debtors' Counsel: Ian J. Bambrick, Esq.
FAEGRE DRINKER BIDDLE & REATH LLP
222 Delaware Avenue
Suite 1410
Wilmington, DE 19801
Tel: 302-467-4200
Email: ian.bambrick@faegredrinker.com
Total Assets as of Sept. 30, 2024: $148,848,000
Total Debts as of Sept. 30, 2024: $141,036,000
The petitions were signed by Bonnie-Jeanne Gerety as interim chief
financial officer.
Full-text copies of the petitions are available for free at
PacerMonitor.com at:
https://www.pacermonitor.com/view/M4X2OGY/ILearningEngines_Inc__debke-24-12826__0001.0.pdf?mcid=tGE4TAMA
https://www.pacermonitor.com/view/V5CZTSI/ILearningEngines_Holdings_Inc__debke-24-12827__0001.0.pdf?mcid=tGE4TAMA
JAMIESON CAPEX: Seeks Approval to Hire Michael T. Schmitz as CRO
----------------------------------------------------------------
Jamieson CAPEX Fund, LLC seeks approval from the U.S. Bankruptcy
Court for the District of North Dakota to hire Michael T. Schmitz
as chief restructuring officer.
The Debtor seeks to appoint Mr. Schmitz to serve as its CRO,
granting him authority to oversee the financial and operational
restructuring of CAPEX for the duration of this case and through
the term of a plan of reorganization, until such a time as all
pre-petition creditor claims are paid in full.
Mr. Schmitz seeks to be compensated at the rate of $404.72 per
hour.
Mr. Schmitz assured the court that he is a "disinterested person"
within the meaning of 11 U.S.C. 101(14).
Mr. Schmitz can be reached at:
Michael T. Schmitz
Point CPA
4585 Coleman Street
Bismarck, ND 58503
Tel: (701) 751-3646
Email: pointcpa@pointcpa.com
About Jamieson CAPEX Fund, LLC
Jamieson CAPEX Fund is engaged in activities related to real
estate.
Jamieson CAPEX Fund, LLC filed its voluntary petition for relief
under Chapter 11 of the Bankruptcy Code (Bankr. D.N.D. Case No.
24-30422) on September 22, 2024, listing $8,172,488 in assets and
$3,122,538 in liabilities. The petition was signed by Jeremy
Carlson as manager.
Judge Shon Hastings presides over the case.
Maurice VerStandig, Esq. at The Dakota Bankruptcy Firm represents
the Debtor as counsel.
JAYASWAL LLC: Hires Law Office of David G. Baker as Attorney
------------------------------------------------------------
Jayaswal LLC seeks approval from the U.S. Bankruptcy Court for the
District of Massachusetts to hire the Law Office of David G. Baker,
as attorney.
The firm will render these services:
a. assist the Debtor in taking all necessary action to protect
and preserve the estate;
b. negotiate with creditors and other parties in interest;
c. advise the Debtor in connection with the bankruptcy
proceeding
d. prepare the plan of reorganization and disclosure
statement;
e. prepare any necessary pleadings and attend court hearings
thereon; and
f. perform other legal services normally incident to Chapter
11 cases.
David G. Baker will be paid at the hourly rate of $375. The firm
will be paid a retainer in the amount of $3,000. It will also be
reimbursed for reasonable out-of-pocket expenses incurred.
David G. Baker, sole practitioner of the Law Office of David G.
Baker, assured the Court that the firm is a "disinterested person"
as the term is defined in Section 101(14) of the Bankruptcy Code
and does not represent any interest adverse to the Debtor and its
estates.
David G. Baker can be reached at:
David G. Baker, Esq.
LAW OFFICE OF DAVID G. BAKER
236 Huntington Avenue, Ste. 306
Boston MA 02115
Tel: (617) 340-3680
E-mail: david@bostonbankruptcy.org
About Jayaswal LLC
Jayaswal LLC sought protection for relief under Chapter 11 of the
Bankruptcy Code (Bankr. D. Mass. Case No. 24-12444) on December 4,
2024, listing $100,000 to $500,000 in assets and up to $50,000 in
liabilities. The petition was signed by Anuradha Jayaswal, sole
member.
David G. Baker, Esq. at Law Office of David G. Baker represents the
Debtor as counsel.
JJK PROPERTIES: Tom Howley of Howley Law Named Subchapter V Trustee
-------------------------------------------------------------------
The U.S. Trustee for Region 7 appointed Tom Howley, Esq., at Howley
Law, PLLC as Subchapter V trustee for JJ Properties LLC.
Mr. Howley will be paid an hourly fee of $550 for his services as
Subchapter V trustee and will be reimbursed for work-related
expenses incurred.
Mr. Howley declared that he is a disinterested person according to
Section 101(14) of the Bankruptcy Code.
The Subchapter V trustee can be reached at:
Tom Howley, Esq.
Howley Law, PLLC
711 Louisiana Street, Suite 1850
Houston, TX 77002
Telephone: (713) 333-9120
Email: tom@howley-law.com
About JJK Properties
JJK Properties, LLC sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. S.D. Texas Case No. 24-35845) on December
12, 2024, with $50,001 to $100,000 in assets and $500,001 to $1
million in liabilities.
Judge Eduardo V. Rodriguez presides over the case.
Robert C. Lane, Esq., at The Lane Law Firm represents the Debtor as
bankruptcy counsel.
JOONKO DIVERSITY: Seeks to Extend Exclusivity to March 10, 2025
---------------------------------------------------------------
Joonko Diversity Inc. asked the U.S. Bankruptcy Court for the
District of Delaware to extend its exclusivity periods to file a
plan of reorganization and obtain acceptance thereof to March 10,
2025 and May 9, 2025, respectively.
The Debtor explains that it has made and will continue to make
timely payments on its undisputed post-petition obligations in the
ordinary course, meaning that the requested extension of the
Exclusive Periods will not prejudice the legitimate interests of
post-petition creditors. As such, this factor weighs in favor of
extending the Exclusive Periods.
The Debtor claims that granting the requested extensions of the
Exclusive Periods will not pressure the Debtor's creditors or grant
the Debtor any unfair bargaining leverage. As noted, Plan
solicitation is complete and the Debtor has adjourned the
Confirmation Hearing solely to provide it the necessary time to
build the evidentiary record necessary to adjudicate the Raz Claim.
The resolution of this claim is important to the Debtor's creditors
and interest holders alike because, if allowed, it has the
potential to consume all or most of the Debtor's remaining funds.
As such, all creditors and interest holders will benefit from a
careful vetting of Raz's claim, which must occur at or prior to the
Confirmation Hearing. The Debtor is seeking extensions of the
Exclusive Periods to ensure that there is sufficient time to
properly adjudicate the Raz Claim free from unnecessary distraction
or competing plan proposals. Therefore, this factor also weighs in
favor of extending the Exclusive Periods.
The Debtor asserts that the Plan has been solicited and approved by
the only voting class (i.e., preferred shareholders). Although
there are several objections to confirmation pending in addition to
the objection filed by Raz, the Debtor believes that it will be
able to resolve these objections consensually through limited
modifications to the Plan and the addition of language to the
confirmation order. Accordingly, the Debtor believes that this
factor weighs in favor of extending the Exclusive Periods.
Joonko Diversity Inc. is represented by:
David R. Hurst, Esq.
McDermott Will & Emery LLP
The Brandywine Building
1000 N West Street, Suite 1400
Wilmington, DE 19801
Phone: (302) 485-3930
Email: dhurst@mwe.com
Catherine Lee, Esq.
444 West Lake Street, Suite 4000
Chicago, Illinois 60606
Telephone: (312) 372-2000
Facsimile: (312) 984-7700
Email: clee@mwe.com
About Joonko Diversity Inc.
Joonko Diversity Inc. is an AI-powered employee recruitment
venture.
Joonko Diversity sought relief under Chapter 11 of the Bankruptcy
Code (Bankr. D. Del. Case No. 24-11007) on May 14, 2024. In the
petition filed by Ilan Band, as chief executive officer, the Debtor
estimated assets between $1 million and $10 million and estimated
liabilities up to $50,000.
McDermott Will & Emery LLP, led by David R. Hurst, is the Debtor's
counsel.
JPC LAND: Trustee Taps Graves Dougherty as Legal Counsel
--------------------------------------------------------
John Patrick Lowe, Chapter 11 Trustee of JPC Land Holdings, LLC,
seeks approval from the U.S. Bankruptcy Court for the Western
District of Texas to employ Graves Dougherty Hearon & Moody, PC as
his counsel.
The firm will be representing and advising the Trustee with respect
to efforts to liquidate assets of the estate, in performing his due
diligence with respect to investigation and prosecution of
potential claims asserted by or against the Estate, investigation
and pursuit of avoidance actions, analysis of and objections to
claim, and other matters that may arise during the administration
of the Chapter 11 estate.
The firm will be paid at these rates:
Brian T. Cumings $475
Other Attorneys $285 to $650
Paralegals and Administrative Staffs $200 to $250
In addition, the firm will seek reimbursement for out-of-pocket
expenses.
Brian Cumings, Esq., a partner at Graves, disclosed in a court
filing that his firm is a "disinterested person" as the term is
defined in Section 101(14) of the Bankruptcy Code.
The firm can be reached at:
Brian T. Cumings, Esq.
Graves Dougherty Hearon & Moody, PC
401 Congress Avenue, Suite 2700
Austin, TX 78701
Tel: (512) 480-5626
Fax: (512) 536-9926
Email: bcumings@gdhm.com
About JPC Land Holdings, LLC
JPC Land Holdings is a Single Asset Real Estate debtor (as defined
in 11 U.S.C. Section 101(51B)). The Debtor owns a 369-acre property
known as Terra Escondido Subdivision valued at $3.2 million.
JPC Land Holdings sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. W.D. Tx. Case No. 24-11180) on September
24, 2024, with up to $3,200,000 total assets and up to $7,537,126
total liabilities. The petition was signed by Raif Castello as
director and president.
Judge Shad Robinson presides over the case.
Stephen W. Sather, Esq., at Barron Newburger, PC, serves as the
Debtor's counsel.
K & M AMUSEMENT: Gets OK to Hire Sam Tax as Accountant
------------------------------------------------------
K & M Amusement Center, LLC received approval from the U.S.
Bankruptcy Court for the District of Massachusetts to hire Samir M.
Souri of Sam Tax and Accounting Services as accountant.
Mr. Souri will prepare the regular accounting documents, including
tax returns and filings, necessary to the operation of the LLC, and
to prepare specialized financial reports for filing in this
bankruptcy case .
Mr. Souri will bill the Debtor LLC for accounting services actually
performed on an hourly or flat fee basis.
Mr. Souri assured the court that his firm is a "disinterested
person" within the meaning of 11 U.S.C. 101(14).
The firm can be reached through:
Samir M. Souri
Sam Tax and Accounting Services
1040 Shirley Street, Unit 1,
Winthrop, MA 02152
Tel: (617) 799-5359
About K & M Amusement Center
K & M Amusement Center, LLC owns and operates an amusement park in
Tewksbury, Mass.
K & M Amusement Center sought protection under Chapter 11 of the
U.S. Bankruptcy Code (Bankr. D. Mass. Case No. 24-41064) on October
22, 2024, with $1 million to $10 million in both assets and
liabilities. Angelica Morales, manager, signed the petition.
Judge Elizabeth D. Katz oversees the case.
Douglas Beaton, Esq., at Beaton Law Firm, represents the Debtor as
bankruptcy counsel.
LIGHTHOUSE PHOTOGRAPHY: Taps Ronald D. Weiss P.C. as Counsel
------------------------------------------------------------
Lighthouse Photography Dream Weddings, Inc. seeks approval from the
U.S. Bankruptcy Court for the Eastern District of New York to hire
the Law Firm of Ronald D. Weiss, P.C. as counsel.
The Debtor requires legal counsel to:
(a) give advice with respect to the powers and duties of the
Debtor in the continued management of its business and property;
(b) represent the Debtor before the bankruptcy court and at
all hearings on matters pertaining to its affairs;
(c) advise and assist the Debtor in the preparation and
negotiation with its creditors of a Plan of Reorganization;
(d) prepare all necessary legal papers; and
(e) perform all other legal services for the Debtor which may
be desirable and necessary.
The hourly rates of the firm's counsel and staff are $450 per hour
for attorneys and $250 per hour for paralegals.
In addition, the firm will seek reimbursement for expenses
incurred.
The Debtor paid a retainer of $17,500, which includes the legal fee
$15,000, $1,738 court filing fee, $100 for Asset Search, $37 NCAIS
Code Search, and $625 judgment/lien search.
Ronald D. Weiss, Esq., an attorney at The Law Office of Ronald D.
Weiss, disclosed in a court filing that the firm is a
"disinterested person" as that term is defined in Section 101(14)
of the Bankruptcy Code.
The firm can be reached through:
Ronald D. Weiss, Esq.
LAW OFFICE OF RONALD D. WEISS, P.C.
445 Broadhollow Road, Suite CL-10
Melville NY 11747
Tel: (631) 271-3737
Fax: (631) 271-3784
Email: weiss@ny-bankruptcy.com
About Lighthouse Photography
Lighthouse Photography Dream Weddings, Inc. sought protection under
Chapter 11 of the U.S. Bankruptcy Code (Bankr. E.D.N.Y. Case No.
24-73670) on September 23, 2024, with $100,001 to $500,000 in
assets and $500,001 to $1 million in liabilities.
Judge Louis A. Scarcella presides over the case.
Ronald D. Weiss, Esq. represents the Debtor as legal counsel.
LILYDALE PROGRESSIVE: Gets OK to Use Cash Collateral Until Jan. 24
------------------------------------------------------------------
Lilydale Progressive Missionary Baptist Church received third
interim approval from the U.S. Bankruptcy Court for the Northern
District of Illinois to use cash collateral.
Lilydale was authorized to use cash collateral from Dec. 17 to Jan.
24, 2025, in accordance with its budget.
The church owes CadleRock III, LLC under a loan agreement, secured
by a mortgage on its property. As of the petition date, the
church's debt to CadleRock was at least $504,401.05.
As adequate protection, CadleRock was granted a replacement lien on
all post-petition cash collateral and post-petition acquired
property to the same extent and with the same priority as its
pre-bankruptcy lien.
The church will make monthly payments to CadleRock in the amount of
$10,000 per month and will remit to CadleRock all revenues for the
30-day period that exceed $45,000.
A status hearing is scheduled for Jan. 22, 2025.
About Lilydale Progressive Missionary
Lilydale Progressive Missionary Baptist Church sought protection
under Chapter 11 of the U.S. Bankruptcy Code (Banker. N.D. Ill.
Case No. 24-12502) on August 26, 2024, with $500,001 to $1 million
in assets and $100,001 to $500,000 in liabilities.
Judge Janet S. Baer presides over the case.
The Debtor tapped the Law Office William E. Jamison & Associates as
bankruptcy counsel and Chitwood & Chitwood Financial Services as
accountant.
LINX OF LAKE: Aaron Cohen Named Subchapter V Trustee
----------------------------------------------------
The U.S. Trustee for Region 21 appointed Aaron Cohen, Esq., a
practicing attorney in Jacksonville, Fla., as Subchapter V trustee
for Linx of Lake Mary, LLC.
Mr. Cohen will be paid an hourly fee of $315 for his services as
Subchapter V trustee and will be reimbursed for work-related
expenses incurred.
Mr. Cohen declared that he is a disinterested person according to
Section 101(14) of the Bankruptcy Code.
The Subchapter V trustee can be reached at:
Aaron R. Cohen, Esq.
P.O. Box 4218
Jacksonville, FL 32201
Tel: (904) 389-7277
Email: aaron@arcohenlaw.com
About Linx of Lake Mary
Linx of Lake Mary, LLC sought protection under Chapter 11 of the
U.S. Bankruptcy Code (Bankr. M.D. Fla. Case No. 24-06781) on
December 13, 2024, with $1 million to $10 million in both assets
and liabilities. Patrick Schneider, manager, signed the petition.
Judge Grace E. Robson presides over the case.
Justin M. Luna, Esq., at Latham Luna Eden & Beaudine, LLP
represents the Debtor as legal counsel.
LIVEONE INC: Holds 16.9MM Shares in PodCastOne
----------------------------------------------
LiveOne, Inc., disclosed in a Form 3 filing with the U.S.
Securities and Exchange Commission that as of September 7, 2023, it
beneficially owns 16,948,724 shares of PodCastOne, Inc.'s common
stock, and 1,100,000 shares of warrants.
About LiveOne
Headquartered in Los Angeles, Calif., LiveOne, Inc. (NASDAQ: LVO)
(formerly known as LiveXLive Media, Inc.) is a creator-first,
music, entertainment, and technology platform focused on
delivering
premium experiences and content worldwide through memberships and
live and virtual events. LiveOne's wholly-owned subsidiaries
include Slacker Radio, PodcastOne (Nasdaq: PODC), PPVOne, CPS,
LiveXLive, DayOne Music Publishing, Drumify and Splitmind. LiveOne
is available on iOS, Android, Roku, Apple TV, Spotify, Samsung,
Amazon Fire, Android TV, and through STIRR's OTT applications.
For
more investor information, please visit ir.liveone.com.
Los Angeles, Calif.-based Macias Gini & O'Connell LLP, the
Company's auditor since 2022, issued a "going concern"
qualification in its report dated July 1, 2024, citing that the
Company has suffered recurring losses from operations, negative
cash flows from operating activities and has a net capital
deficiency. These matters raise substantial doubt about the
Company's ability to continue as a going concern.
LL FLOORING: Seeks to Extend Plan Exclusivity to March 10, 2025
---------------------------------------------------------------
LL Flooring Holdings, Inc. and certain of its affiliates asked the
U.S. Bankruptcy Court for the District of Delaware to extend their
exclusivity periods to file a plan of reorganization and obtain
acceptance thereof to March 10, 2025 and May 8, 2025, respectively.
The Debtors explain that managing the Sales and Plan processes,
while addressing the concerns of the Debtors' creditors and
stakeholders along the way, among other things, required
substantial attention of the Debtors, their employees, and their
advisors. Subsequent to obtaining approval of and closing the
Sandston DC and F9 Sales, the Debtors engaged in extensive
discussions with the U.S. Trustee, the Committee, and significant
stakeholders to formulate a Plan that resolves the issues of all of
the major constituencies in these Chapter 11 Cases.
In addition, given the progress in a short period of time,
including the fact that the Debtors have obtained approval of the
Disclosure Statement on an interim basis and commenced solicitation
of the Plan, the Debtors submit that the complexity and relatively
short duration of these Chapter 11 Cases warrant the extension of
the Exclusive Periods so that the Debtors may continue to focus
their efforts on seeking approval of the Disclosure Statement on a
final basis and confirmation of the Plan at the Confirmation
Hearing.
The Debtors assert that they continue to pay undisputed
postpetition obligations on a timely basis. As such, the requested
extension of the Exclusive Periods will afford the Debtors a
meaningful opportunity to complete solicitation of votes on the
Plan and negotiate with key parties in order to confirm the Plan
without prejudice to the parties in interest in the Chapter 11
Cases.
The Debtors further assert that throughout the chapter 11 process,
they have endeavored to establish and maintain cooperative working
relationships with their primary creditor constituencies.
Importantly, the Debtors are not seeking the extension of the
Exclusive Periods to delay administration of the Chapter 11 Cases
or to exert pressure on their creditors, but rather to continue the
orderly, efficient, and cost-effective chapter 11 process, which is
expected to culminate with confirmation of the Plan. Thus, this
factor also weighs in favor of the requested extension of the
Exclusive Periods.
Moreover, termination of the Exclusive Periods would adversely
impact the administration of the Chapter 11 Cases. If the Court
were to deny the Debtors' request for an extension of the Exclusive
Periods, upon the expiration of the Exclusive Filing Period, any
party in interest would be free to propose a chapter 11 plan for
the Debtors and solicit acceptances thereof. Terminating the
Exclusive Periods would only serve to foster a chaotic environment
and only add the opportunity for parties to engage in
counterproductive behavior in pursuit of alternatives that are
simply not feasible under the circumstances of these Chapter 11
Cases.
Counsel to the Debtors:
Lisa Laukitis, Esq.
Elizabeth M. Downing, Esq.
Angeline J. Hwang, Esq.
SKADDEN, ARPS, SLATE, MEAGHER &
FLOM LLP
One Manhattan West
New York, NY 10001
Telephone: (212) 735-3000
Facsimile: (212) 735-2000
Email: Lisa.Laukitis@skadden.com
Edmon L. Morton, Esq.
Kenneth J. Enos, Esq.
Elizabeth S. Justison, Esq.
S. Alexander Faris, Esq.
Young Conaway Stargatt & Taylor, LLP
1000 N. King St.
Wilmington, DE 19801
Telephone: (302) 571-5728
About LL Flooring Holdings
LL Flooring Holdings, Inc. is a specialty retailer of flooring. The
company carries a wide range of hard-surface floors and carpets in
a range of styles and designs, and primarily sells to consumers or
flooring-focused professionals.
LL Flooring and four of its affiliates sought relief under Chapter
11 of the Bankruptcy Code (Bankr. D. Del. Lead Case No. 24-11680)
on August 11, 2024. In the petitions signed by Holly Etlin as chief
restructuring officer, LL Flooring disclosed total assets of
$501,117,025 and total debt of $416,298,035 as of July 31, 2024.
Judge Brendan Linehan Shannon oversees the cases.
The Debtors tapped Skadden, Arps, Slate, Meagher & Flom LLP as
counsel. Houlihan Lokey Capital Inc. serves as the Debtors'
investment banker, AlixPartners LLP acts as the Debtors' financial
advisor, and Stretto, Inc., acts as the Debtors' claims and
noticing agent.
MAGLEV ENERGY: Gets Interim OK to Use Cash Collateral
-----------------------------------------------------
The U.S. Bankruptcy Court for the Middle District of Florida, Tampa
Division granted Maglev Energy, Inc. authorization to use cash
collateral on an interim basis.
The company was authorized to use cash collateral to cover U.S.
Trustee fees and other necessary expenses outlined in its budget,
with a 10% limit above each line item unless explicitly approved.
The budget outlines the company's monthly expenses of $23,596 for
December.
Secured creditors retain liens on cash collateral with the same
priority as their pre-bankruptcy liens.
A continued hearing is scheduled for Jan. 21, 2025.
About Maglev Energy
Maglev Energy, Inc., a company in Seminole, Fla., engineers motor
and generator technology including permanent magnet alternator,
vertical wind turbine, and auxiliary power unit.
filed a petition under Chapter 11, Subchapter V of the Bankruptcy
Code (Bankr. M.D. Fla. Case No. 24-06552) on Nov. 5, 2024, with
$241,312 in assets and $2,384,522 in liabilities. Jon Harms,
executive vice president, signed the petition.
Judge Catherine Peek Mcewen oversees the case.
Blanchard Law, P.A. serves as the Debtor's bankruptcy counsel.
MAWSON INFRASTRUCTURE: Sells Shares of Stock for $12-Mil.
---------------------------------------------------------
Mawson Infrastructure Group Inc. disclosed in a Form 8-K filing
with the U.S. Securities and Exchange Commission it entered into a
Sales Agreement with Roth Capital Partners, LLC, and
A.G.P./Alliance Global Partners to sell shares of its common stock,
par value $0.001 per share, having an aggregate sales price of up
to $12 million, from time to time, through an "at the market
offering" program under which the Agents will act as sales agent.
The sales, if any, of the Shares made under the Sales Agreement
will be made by any method permitted by law deemed to be an "at the
market offering" as defined in Rule 415 promulgated under the
Securities Act of 1933, as amended.
The Company will pay the Lead Agent a commission rate equal to 2.5%
of the aggregate gross proceeds from each sale of Shares and have
agreed to provide the Agents with customary indemnification and
contribution rights. The Company have agreed to reimburse the
Agents for their reasonable and documented out-of-pocket expenses
(including but not limited to the reasonable and documented fees
and expenses of their legal counsel) in an amount not to exceed
$75,000, in connection with entering into the Sales Agreement and
for the Agents' reasonable and documented out-of-pocket expenses
related to quarterly maintenance of the Sales Agreement (including
but not limited to the reasonable and documented fees and expenses
of its legal counsel) on a quarterly basis in an amount not to
exceed $5,000. The Sales Agreement contains customary
representations and warranties and conditions to the sale of the
Shares pursuant thereto.
The Company is not obligated to sell any of the Shares under the
Sales Agreement and may at any time suspend solicitation and offers
thereunder. The offering of Shares pursuant to the Sales Agreement
will terminate on the earlier of (1) the sale, pursuant to the
Sales Agreement, of Shares having an aggregate offering price of
$12 million and (2) the termination of the Sales Agreement by
either the Company or an Agent, as permitted therein.
About Mawson Infrastructure Group
Mawson Infrastructure Group specializes in data centers for
Bitcoin
miners and AI firms.
Mawson Infrastructure Group's creditors filed a Chapter 11
involuntary petition against the company (Bankr. D. Del. Case No.
24-12726) on December 4, 2024. The petitioning creditors include W
Capital Advisors Pty Ltd, Marshall Investments MIG Pty Ltd, and
Rayra Pty Ltd.
The petitioners' counsel is Robert J. Dehney, Esq. of Morris,
Nichols, Arsht & Tunnell.
Honorable Bankruptcy Judge Mary F. Walrath handles the case.
MINI MANIA: Gets Final OK to Use Cash Collateral
------------------------------------------------
Mini Mania, Inc. received final approval from the U.S. Bankruptcy
Court for the Eastern District of California to use cash collateral
from Dec. 29 to July 5, 2025.
The company was authorized to use cash collateral in accordance
with its budget, with the ability to deviate from the budget by
specified percentages without notification to the secured
creditors. The company's projected total disbursement for the
period is $1,367,688.
If gross revenues exceed projections, 75% of the excess can be
applied to costs of goods sold, with the balance applied to other
expenses.
Secured creditors, including Bank of America, N.A., Kapitus
Servicing, Inc., and Kapitus LLC, were granted a replacement lien
in all post-petition assets of the company, excluding avoidance
power actions and recoveries. The replacement lien has the same
validity, extent, and priority as the secured creditors'
pre-bankruptcy liens.
Additionally, Mini Mania must pay $1,900 monthly to Bank of America
during the period.
About Mini Mania
Mini Mania Inc., doing business as Sprintboostersales.com, owns and
operates automotive parts, accessories, and tire stores. On the
Web: https://minimania.com/
Mini Mania filed Chapter 11 petition (Bankr. E.D. Calif. Case No.
24-22456) on June 4, 2024, with total assets of $1,155,121 and
total liabilities of $3,312,513. Jonathan Harvey, president of Mini
Mania, signed the petition.
Judge Fredrick E. Clement oversees the case.
Steven R. Fox, Esq., at The Fox Law Corporation, Inc. and The
Patrick Rettig Corporation serve as the Debtor's legal counsel and
financial consultant, respectively.
MY CITY: Incurs $74K Net Loss for 3 Months Ended Oct. 2024
----------------------------------------------------------
My City Builders, Inc., filed a Form 10-Q for the quarterly period
ended October 31, 2024, reporting $74,485 in net loss for the three
months ended October 31, 2024, compared to $78,577 in net loss for
the three months ended October 31, 2023.
The Company reported $3,671,312 in assets, $ 2,584,117 in
liabilities, and $ 1,087,195 in total stockholders' equity at
October 31, 2024.
The accompanying condensed consolidated financial statements have
been prepared assuming that the Company will continue as a going
concern, which contemplates the realization of assets and the
liquidation of liabilities in the normal course of business. During
the three months ended October 31, 2024, the Company incurred a net
loss of $74,485. As of October 31, 2024, the Company had an
accumulated deficit of $2,094,394. In order to continue as a going
concern, the Company will need, among other things, additional
capital resources. Management's plans to raise necessary funding
through equity financing arrangements may be insufficient to fund
its capital expenditures, working capital and other cash
requirements for the year ended July 31, 2025. However, until the
Company engages in an active business or makes an acquisition, the
Company is likely to not be able to raise any significant debt or
equity financing.
The ability of the Company to begin operations in its new business
model is dependent upon, among other things, obtaining financing to
commence operations and develop a business plan or making an
acquisition. The Company cannot give any assurance as to its
ability to develop or acquire a business or to operate profitably.
These factors, among others, raise substantial doubt about the
Company's ability to continue as a going concern. The accompanying
consolidated financial statements do not include any adjustments
that might result from the outcome of this uncertainty.
A full-text copy of the Form 10-Q is available at
https://urlcurt.com/u?l=sVzlXD
About My City
Headquartered in Miami, FL, My City Builders, Inc., through its
subsidiary, plans to focus on real estate transactions, in which
it
will buy and develop real estate for sale or rent of low-income
housing. The Company plans to invest in three sectors of this
market by (i) buying, refurbishing, and selling traditional
foreclosures, (ii) buying, developing and renting "Land Banks"
that
have an average pool of homes or lots in excess of 100 in one
location, and (iii) buying, refurbishing or developing and selling
homes made available by the government through HECM pools.
Diamond Bar, California-based KCCW Accountancy Corp., the
Company's
auditor since 2022, issued a "going concern" qualification in its
report dated Nov. 14, 2023, citing that the Company has incurred
losses from operations and is in need of additional capital to
grow
its operations so that it can become profitable. These factors
raise substantial doubt about the Company's ability to continue as
a going concern.
NAZARETH LIMO: Taps Charles A. Higgs as Special Litigation Counsel
------------------------------------------------------------------
Nazareth Limo, Inc. seeks approval from the U.S. Bankruptcy Court
for the Southern District of New York to hire the Law Office of
Charles A. Higgs as special litigation counsel.
The firm will review, prepare, and commence an action in the
Debtor's Chapter 11 Bankruptcy for the purpose of recovering unpaid
invoices for services previously rendered.
The firm received a retainer in the amount of $1,500.
The firm will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Charles Higgs, Esq., a partner at Law Office of Charles A. Higgs,
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:
Charles Higgs, Esq.
Law Office Of Charles A. Higgs
2 Depot Plaza First Floor, Office 4
Bedford Hills, NY 10507
Tel: (917) 673-3768
Email: Charles@freshstartesq.com
About Nazareth Limo Inc.
Nazareth Limo, Inc., filed a Chapter 11 bankruptcy petition (Bankr.
S.D.N.Y. Case No. 24-23023) on Nov. 20, 2024. At the time of
filing, the Debtor estimated up to $50,000 in assets and $50,001 to
$100,000 in liabilities.
Judge Sean H Lane oversees the case.
The Debtor tapped the Law Office of James J. Rufo as bankruptcy
counsel.
NEXTTRIP INC: Inks Forebearance in Share Exchange Agreement
-----------------------------------------------------------
NextTrip, Inc., disclosed in a Form 8-K filing with the U.S.
Securities and Exchange Commission that, together with NextTrip
Holdings, Inc., via William Kerby as its shareholder
representative, it entered into a forbearance agreement related to
the issuance of certain contingent shares of Company common stock
issuable upon NTH earning certain milestones as provided in that
certain share exchange agreement entered into by and among the
Company, NTH and NextTrip Group, LLC, the sole stockholder of NTH,
and the NTH shareholder representative, pursuant to which the
Company acquired 100% of NTH in exchange for shares of Company
common stock.
As a result, NTH became a wholly owned subsidiary of the Company as
of December 29, 2023.
Pursuant to the Share Exchange Agreement, whether a Milestone Event
is met and the Contingent Shares are issuable is to be determined
by the Company and NTH on a mutually agreeable date no later than
thirty (30) days following notice by NTH to the Company that such
Milestone Event has been met. If Contingent Shares are determined
to be issuable under this Section, the Company is required to issue
such additional Contingent Shares within 60 days following each
Milestone Payment Determination Date.
As of December 13, 2024, no Contingent Shares have been issued. NTH
believes, and the Company does not dispute, that 3 of the 4
milestones have been met as of the date hereof but that, as a
result of delays with the Company's Form S-1 registration statement
and the Company's pending initial listing application with Nasdaq,
NTH has not sent formal notice to the Company because doing so
without the approval of Nasdaq's initial listing application could
trigger a delisting and suspension of trading of the Company's
common stock on Nasdaq.
Due to the indefinite delays caused by regulatory matters and NTH
desire to receive the Contingent Shares earned to date, NTH has
expressed an intent to the Company to deliver formal notice that
such Milestone Events have been met. However, due to the fact that
such issuance could trigger consequences to all Parties involved,
NTH, through the NTH Representative, and the Company have
negotiated this Forbearance Agreement, whereby NTH agrees to
forbear from issuing the Milestone Payment Determination Date
notice until January 31, 2025 or earlier in the event of a default
in exchange for an agreement by the Company that, if such Nasdaq
initial listing application is not approved by such date that, (i)
all such earned Contingent Shares will be issued withing five (5)
business days of the Forbearance Expiration Date and (ii) all such
board appointment rights will be exercised and such members will be
approved within five (5) business days of the Forbearance
Expiration Date.
About NextTrip Inc.
NextTrip (formerly known as Sigma Additive Solutions, Inc. --
https://investors.nexttrip.com -- is an innovative technology
company that is building next generation solutions to power the
travel industry. NextTrip, through its subsidiaries, provides
travel technology solutions with sales originating in the United
States, with a primary emphasis on accommodations, hotels,
flights,
wellness, and all-inclusive travel packages. Its proprietary
booking engine, branded as NXT2.0, provides travel distributors
access to a sizeable inventory. NextTrip's NXT2.0 booking
technology was built upon a platform acquired in June 2022, which
previously powered the Bookit.com business, a well-established
online leisure travel agent generating over $400 million in annual
sales as recently as 2019 (pre-pandemic).
Salt Lake City, Utah-based Haynie & Company, the Company's auditor
since 2024, issued a "going concern" qualification in its report
dated Sept. 4, 2024, citing that the Company has suffered
recurring
losses from operations and has a negative working capital that
raise substantial doubt about its ability to continue as a going
concern.
NGL ENERGY: Fitch Affirms 'B' LongTerm IDR, Outlook Stable
----------------------------------------------------------
Fitch Ratings has affirmed NGL Energy Partners LP's (NGL) and NGL
Energy Operating LLC's (Operating) Long-Term Issuer Default Ratings
(IDR) at 'B'. The Rating Outlook is Stable. Additionally, Fitch has
affirmed the 'BB-' rating with a Recovery Rating of 'RR2' for the
Operating's senior secured term loan B and the 'BB'/'RR1' rating
for the senior secured ABL facility. Fitch has also affirmed the
'BB-'/'RR2' rating for senior secured notes co-issued by Operating
and NGL Energy Finance Corp.
The ratings reflect NGL's ongoing focus on debt reduction and cash
flow stabilization efforts. The ratings are also supported by the
partnership's large footprint in the Delaware Basin and geographic
and business line diversity. However, these positives are balanced
by the partnership's complex capital structure, high leverage,
exposure to volumetric risk and commodity price volatilities.
Key Rating Drivers
Improving Balance Sheet: Fitch expects NGL to focus on debt
reduction, including preferred obligations, through FCF and asset
sales. Fitch calculates leverage at around 6.0x by FYE March 31,
2024, increasing to 6.2x by FYE 2025 due to higher growth spending
and a one-time litigation settlement, then declining to
approximately 5.5x by FYE 2027. Fitch's leverage calculation
includes 50% of class B and C preferred units and all class D
preferred units, resulting in about $1.1 billion more debt than
management's calculations as of FYE 2024.
Complex Capital Structure: Fitch views the complex capital
structure as credit negative due to the sizeable high-coupon
preferred units, which create a financial burden for the
partnership. Additionally, class D preferred units feature an
investor put option effective in FY 2028. With NGL being current on
all preferred distributions, Fitch expects the partnership to
continue its efforts on simplifying the capital structure. Fitch
also views the recent termination of the class D board seat as a
positive development.
Volumetric Risks: NGL's businesses, largely tied to the crude oil
production, face volumetric risk. Over 70% are fee-based, with most
water volumes supported by nine-year acreage dedication agreements.
NGL benefits from its strategic location in Permian Basin, where it
sources nearly 90% of its water volumes. Fitch anticipates Permian
growth to continue near to mid-term, though at a slower pace due to
natural gas infrastructure constraints and softening crude oil
prices.
To mitigate the volume risk, NGL has been adding volume assurance
and extending tenor for the new contracts. Its diversified customer
base, which includes a high percentage of public and investment
grade companies, further mitigates the risk. As of FYE 2024,
approximately 80% of NGL's Water Solutions revenues were generated
by investment grade or large counterparties. Large public producers
also tend to remain more disciplined in production when facing
headwinds of declining commodity prices.
Commodity Price Exposure: About 25% of NGL's net revenues are
exposed to commodity price volatility through skim oil sales or
crude oil and liquids marketing. This exposure has decreased as NGL
adds more fixed-fee based revenues and divests crude and liquids
assets. In FYE 2024, skim oil contributed just over 10% of total
net revenues, with the rest from marketing, which varies based on
commodity price spreads related to location or time. NGL fully
hedges skim oil exposure and leverages back-to-back contracts to
mitigate the remaining exposure.
Scale and Diversity: With EBITDA generation of about $600 million,
NGL is larger than many single B midstream issuers rated by Fitch
and has footprints in multiple basins. Fitch views the large size
and diversification in geography and business lines as credit
positive factors, as they mitigate the cash flow volatilities
typical for gathering and processing-focused pipeline companies.
Fitch expects increased stability in NGL's cash flow as the
partnership continues to grow its predominantly fee-based Water
Solutions business and adds volume assurance to the contracts.
Derivation Summary
Waterbridge NDB Operating LLC (WB NDB; B+/Stable) is a midstream
company dedicated to water services in the Northern Delaware and
Eagle Ford basins. It is relatively small, with an expected EBITDA
of about $120 million in 2024, and it has limited business
diversification.
WB NDB faces higher volumetric risk due to the lack of volume
assurance, while over 33% of NGL's EBITDA, a growing share, is
secured by such terms. However, WB NDB benefits from lower direct
commodity price exposure as it does not engage in crude and liquids
marketing businesses.
WB NDB's lower financial risk more than offset its modestly higher
business risk. Fitch forecasts WB NDB's leverage to be
approximately 5.0x by 2024, which is about 1.2x lower than NGL's
expected leverage. NGL's higher financial risk is also evident in
its complex capital structure, which includes multiple series of
high-coupon preferred units. While neither company faces near-term
maturities, Fitch views NGL's liquidity as weaker due to the
significant working capital requirements of its marketing
businesses and the medium-term liquidity pressure from the put
option embedded in its class D units.
NGL is rated one notch below WB NDB mainly due to its higher
financial risk.
Key Assumptions
- Fitch Oil and Gas Price Deck;
- Base interest rates reflect Fitch Global Economic Outlook;
- Low mid-single digit growth for Water Solutions business in the
forecast years;
- Annual capex in line with management expectations for FY 2025,
and $30 million to $80 million higher than management's assumptions
in the forecast years;
- Asset sales of about $160 million in FY 2025. No asset sales
assumed in subsequent years;
- All free cash flow (FCF) applied to debt reduction;
- No common dividends or share repurchase in the forecast years;
- No acquisitions assumed in the forecast years.
Recovery Analysis
The recovery analysis assumes that NGL would be considered a
going-concern in bankruptcy and that the partnership would be
reorganized rather than liquidated. Fitch has assumed a 10%
administrative claim (standard). The going-concern EBITDA estimate
of approximately $500 million represents a ~22% discount to FY 2024
EBITDA. It reflects Fitch's view of a mid-cycle estimate of
sustainable EBITDA level post default and bankruptcy emergence.
This level assumes an EBITDA run rate of approximately $500
million, slightly higher than the post pandemic EBITDA when the
last significant oil price decline happened, reflecting the
increasing contribution from fee-based revenues since then.
Fitch used a 6x EBITDA multiple to arrive at NGL's going-concern
enterprise value. The multiple reflects the recent reorganization
multiples of 6x in the energy sector.
There have been a limited number of bankruptcies and
reorganizations within the midstream space but in the limited
sample such as bankruptcies of Azure Midstream and Southcross
Holdco, the reorganization multiples were between 5x and 7x by
Fitch's best estimates. In Fitch's recent bankruptcy case study
report "Energy, Power and Commodities Bankruptcies Enterprise Value
and Creditor Recoveries," published in September 2023, the median
enterprise valuation exit multiplies for 51 energy cases for which
this was available was 5.3x, with a wide range of multiples
observed.
RATING SENSITIVITIES
Factors That Could, Individually Or Collectively, Lead To Negative
Rating Action/Downgrade
- EBITDA Leverage is expected to sustain above 6.5x;
- EBITDA interest coverage is expected to sustain below 2.0x;
- Inability to proactively improve liquidity profile;
- Change in financial policy, such as shareholder payout or
leveraging acquisitions, which results in negative free cash flows
and weakens liquidity.
Factors That Could, Individually Or Collectively, Lead To Positive
Rating Action/Upgrade
- EBITDA leverage sustained below 5.5x after full redemption of
class D preferred units.
Liquidity and Debt Structure
Liquidity Limited: As of Sept. 30, 2024, NGL had about $250 million
of liquidity consisting of $2.7 million cash on the balance sheet
and approximately $247 million available capacity in the ABL.
NGL's cash needs are high when it builds inventory for its liquids
logistics businesses in the non-winter seasons. Fitch believes NGL
can fund its operation needs through cash in hand and ABL capacity
through the forecast period. Fitch also believes that NGL will be
able to comply with the ABL financial covenants in the forecast
period.
The partnership's next maturity is the ABL facility due on February
2, 2029. The ABL features a springing maturity, which implies that
the ABL can mature as early as November 16, 2028 (based on 2029
secured notes maturity).
In the medium term, the company faces potential liquidity overhang
triggered by the put option embedded in the series D preferreds
units at around December 29, 2027.
Issuer Profile
NGL Energy Partners LP (NGL) is a publicly traded MLP headquartered
in Tulsa, Oklahoma. The partnership provides services in produced
water disposal, crude oil storage and transportation, as well as
marketing of crude oil, natural gas liquids and refined products.
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
----------- ------ -------- -----
NGL Energy
Partners LP LT IDR B Affirmed B
NGL Energy
Finance Corp.
senior secured LT BB- Affirmed RR2 BB-
NGL Energy Operating LLC LT IDR B Affirmed B
senior secured LT BB Affirmed RR1 BB
senior secured LT BB- Affirmed RR2 BB-
OAKRIDGE PROPERTY: Hires FTI Consulting as Financial Advisor
------------------------------------------------------------
Oakridge Property CMBS LLC seeks approval from the U.S. Bankruptcy
Court for the Central District of California to hire FTI
Consulting, Inc. as its financial advisor.
The firm will render these services:
a) advise the Debtor with respect to the capital raise related
to the acquisition of the Westfield Oakridge Shopping Center in San
Jose, California;
b) advise Debtor on the real estate asset management matters
including Property level operations and forecasts;
c) assist accurate and timely reporting to all stakeholders;
d) assist the Debtor in the preparation of financial related
disclosures required by the Court including the Monthly Operating
Reports;
e) attendance at meetings and assistance in discussions with
potential capital providers and other investors, creditors, the
U.S. Trustee, other parties in interest and professionals hired by
the same, as requested;
f) assist the preparation of information and analysis
necessary for the confirmation of a plan in the Bankruptcy Case;
g) liaise with other professionals with regard to tax matters,
audit and financial accounting services (as needed);
h) litigate advisory services with respect to disputes with
Westfield, along with expert witness testimony on case related
issues as required by the Debtor;
i) render such other general business consulting or such other
assistance as Debtor's management or counsel may deem necessary
that are consistent with the role of a financial advisor and not
duplicative of services provided by other professionals in this
proceeding; and
j) as requested, assist the Debtor in providing periodic
status reports to the Debtor's constituents.
The firm will be paid at these rates:
Michael Criscito, Senior Managing Director $1,420
Brad Foster, Managing Director $1,120
Eric Younger, Director $845
In addition, the firm will seek reimbursement for expenses
incurred.
Prior to the petition date, the firm received a retainer in the
amount of $100,000.
Michael Criscito, a senior managing director at FTI Consulting,
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 Criscito
FTI Consulting, Inc.
350 S. Grand Avenue, Suite 3000
Los Angeles, CA 90071
Tel: (732) 241-2768
Email: michael.criscito@fticonsulting.com
About Oakridge Property CMBS LLC
Oakridge Property CMBS is engaged in activities related to real
estate.
Oakridge Property CMBS LLC filed its voluntary petition for relief
under Chapter 11 of the Bankruptcy Code (Bankr. C.D. Cal. Case No.
24-15012) on August 27, 2024, listing $10 million to $50 million in
assets and $100 million to $500 million in liabilities. The
petition was signed by Shane Huang as manager.
Judge Scott H Yun presides over the case.
Jonathan S. Shenson, Esq. at Greenberg Glusker Fields Claman &
Machtinger LLP represents the Debtor as counsel.
OCEAN POWER: Incurs $3.91 Million Net Loss in Second Quarter
------------------------------------------------------------
Ocean Power Technologies, Inc., filed with the Securities and
Exchange Commission its Quarterly Report on Form 10-Q disclosing a
net loss of $3.91 million on $2.42 million of revenues for the
three months ended Oct. 31, 2024, compared to a net loss of $7.21
million on $889,000 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 $8.37 million on $3.72 million of revenues compared to a
net loss of $14.25 million on $2.16 million of revenues for the
same period during the prior year.
As of Oct. 31, 2024, the Company had $26.95 million in total
assets, $4.83 million in total liabilities, and $22.12 million in
total shareholders' equity.
Going Concern Uncertainty
For the six months ended Oct. 31, 2024, the Company incurred net
losses of approximately $8.4 million, and used cash in operations
of approximately $10.9 million. Cash used in operations includes
cash payments of the earnout payable to the former shareholders of
Marine Advanced Robotics Inc. (CA), referred to herein as MAR, of
$100,000 and partial payment of the fiscal 2024 bonus for all
employees. In addition, the Company has continued to make
investments to support order backlog and future growth.
Ocean Power stated, "The Company's future results of operations
involve significant risks and uncertainties. Factors that could
affect the Company's future operating results and could cause
actual results to vary materially from expectations include, but
are not limited to, performance of its products, its ability to
market and commercialize its products and new products that it may
develop, access to capital, technology development, scalability of
technology and production, ability to attract and retain key
personnel, concentration of customers and suppliers, pending or
threatened litigation, and deployment risks and integration of
acquisitions.
"For the six months ended October 31, 2024 and through the date of
filing of this Form 10-Q, the Company has obtained additional
capital financing through our capital raises with certain
investors. However, management believes the Company's current cash,
cash equivalents, and restricted cash balances at October 31, 2024
of $2.2 million may not be sufficient to fund its planned
expenditures through December 2025.
"These conditions raise substantial doubt about the Company's
ability to continue as a going concern. The ability to continue as
a going concern is dependent upon the Company's operations in the
future and/or obtaining the necessary financing to meet its
obligations and repay its liabilities arising from normal business
operations when they become due."
A full-text copy of the Form 10-Q is available for free at:
https://www.sec.gov/ix?doc=/Archives/edgar/data/0001378140/000149315224050220/form10-q.htm
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, including
Merrows, which provides AI capable seamless integration of Maritime
Domain Awareness Systems across platforms. 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 provides WAM-V autonomous surface vessels (ASVs)
and marine robotics services. The Company's headquarters is in
Monroe Township, New Jersey and has 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.
OCEAN POWER: Signs $54-Mil. Note Purchase Agreement With Investor
-----------------------------------------------------------------
Ocean Power Technologies, Inc. disclosed in a Form 8-K filed with
the Securities and Exchange Commission that on Dec. 20, 2024, it
entered into a securities purchase agreement with an institutional
investor under which the Company agreed to issue and sell, in one
or more registered public offerings by the Company directly to the
Investor, senior convertible notes for up to an aggregate principal
amount of $54,000,000 that will be convertible into shares of the
Company's common stock, par value of $0.001 per share. The
issuances and sales of the Notes will be made pursuant to the
Company's Indenture, dated Dec. 20, 2024 between the Company and
U.S. Bank Trust Company, National Association, as trustee, and a
First Supplemental Indenture to be entered into between the Company
and the Trustee. On Dec. 20, 2024, the Company issued and sold to
the Investor a Note in the original principal amount of
$4,000,000.
Upon the Company's filing of one or more additional prospectus
supplements, and the Company's satisfaction of certain other
conditions, the Securities Purchase Agreement contemplates
additional closings of up to $50 million in aggregate principal
amount of additional Notes.
The Securities Purchase Agreement contains customary
representations, warranties and covenants. It also grants the
Investor the right to participate in certain future equity and
equity-linked transactions of the Company from the Initial Closing
Date through the 3 year anniversary thereof, as well as certain
anti-dilution rights applicable to the Notes.
No Note may be converted to the extent that such conversion would
cause the then holder of such Note to become the beneficial owner
of more than 4.99%, or, at the option of such holder, 9.99% of the
then outstanding Common Stock, after giving effect to such
conversion.
Each Note will be issued with original issue discount of 9.5%,
resulting in $3,620,000.00 of proceeds to the Company from the
Initial Note before fees and expenses.
Each Note will bear interest at a rate of 12.5% per annum, which
shall compound on the first calendar day of each calendar quarter
and increase the principal amount of the Notes on a
dollar-for-dollar basis. Upon the occurrence and during the
continuance of an event of default, the interest rate on the Notes
will increase to 17.5% per annum. Unless earlier converted, the
Notes will mature on the eighteen month anniversary of their
respective issuance dates.
All amounts due under the Notes are convertible at any time, in
whole or in part, and subject to the Beneficial Ownership Cap, at
the option of the holders into shares of Common Stock at a
conversion price equal to the lower of (a) the closing price of the
Common Stock on the trading day prior to each closing plus a 15%
premium or (b) 90% of the volume weighted average price of the
Common Stock during the seven trading days ending and including the
trading day immediately preceding the delivery or deemed delivery
of the applicable conversion notice. The Reference Price is
subject to customary adjustments upon any stock split, stock
dividend, stock combination, recapitalization or similar event.
The Reference Price is also subject to full-ratchet adjustment in
connection with a subsequent offering at a per share price less
than the Reference Price then in effect, provided that up to
$2,000,000 of Common Stock under the Company's existing
at-the-market offering program without adjustment. Upon the
satisfaction of certain conditions, the Company may prepay
outstanding Notes upon not less than 20 business days nor more than
30 business days' written notice by paying an amount equal to the
face value of the Notes at premium of 15%.
The Notes contain customary affirmative and negative covenants,
including certain limitations on debt, liens, restricted payments,
asset transfers, changes in the business and transactions with
affiliates. The Notes also contain customary events of default.
The Notes and shares issuable upon conversion of the Notes are
being offered and sold pursuant to a prospectus supplement which
will be filed in connection with a "takedown" from the Company's
shelf registration statement on Form S-3 (File No. 333-275843)
declared effective on Dec. 12, 2023.
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, including
Merrows, which provides AI capable seamless integration of Maritime
Domain Awareness Systems across platforms. 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 provides WAM-V autonomous surface vessels (ASVs)
and marine robotics services. The Company's headquarters is in
Monroe Township, New Jersey and has 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.
ODYSSEY HEALTH: Incurs $1.02 Million Net Loss in First Quarter
--------------------------------------------------------------
Odyssey Health, Inc., filed with the Securities and Exchange
Commission its Quarterly Report on Form 10-Q disclosing a net loss
of $1.02 million for the three months ended Oct. 31, 2024, compared
to a net loss of $538,035 for the three months ended Oct. 31,
2023.
As of Oct. 31, 2024, the Company had $341,045 in total assets,
$6.62 million in total current liabilities, and a total
stockholders' deficit of $6.28 million.
Going Concern
Odyssey Health stated, "We did not recognize any revenues for the
year ended July 31, 2024, or the three months ended October 31,
2024, and we had an accumulated deficit of $62,022,052 as of
October 31, 2024. For the foreseeable future, we expect to
experience continuing operating losses and negative cash flows from
operations. Cash available at October 31, 2024, of $53,865 will not
provide enough working capital to meet our current operating
expenses through the second quarter of fiscal 2025.
"The operating deficit and negative working capital at October 31,
2024 indicate substantial doubt about our ability to continue as a
going concern. Our continued existence depends on the success of
our efforts to raise additional capital necessary to meet our
obligations as they come due and to obtain sufficient capital to
execute our business plan. We may obtain capital primarily through
issuances of debt or equity or entering into collaborative
arrangements with corporate partners. There can be no assurance
that we will be successful in completing additional financing or
collaboration transactions or, if financing is available, that it
can be obtained on commercially reasonable terms. If we are not
able to obtain the additional financing on a timely basis, we may
be required to scale down or perhaps even cease operations.
"The issuance of additional equity securities could result in a
significant dilution in the equity interests of our current
stockholders. Obtaining commercial loans, assuming those loans
would be available, would increase our liabilities and future cash
commitments. Our financial statements do not include adjustments
that might result from the outcome of this uncertainty.
"We are continually adjusting our business plan to reflect our
current liquidity expectations. If we are unable to raise
additional capital, secure additional debt financing, secure
additional equity financing, secure a strategic partner, reduce our
operating expenditures, or seek bankruptcy protection, we will
adjust our business plan. Given our recurring losses, negative
cash flow, and accumulated deficit, there is substantial doubt
about our ability to continue as a going concern."
A full-text copy of the Form 10-Q is available for free at:
https://www.sec.gov/ix?doc=/Archives/edgar/data/1626644/000168316824008756/odyssey_i10q-103124.htm
About Odyssey Health
Headquartered in Las Vegas, NV, Odyssey Health, Inc.'s business
model is to develop or acquire unique medical related products,
engage third parties to manufacture such products and then
distribute the products through various distribution channels,
including third parties. The Company has two different
technologies in research and development stage; the CardioMap heart
monitoring and screening device, and the Save a Life choking rescue
device. To date, none of our product candidates have received
regulatory clearance or approval for commercial sale.
Dallas, Texas-based Turner, Stone & Company, L.L.P., the Company's
auditor since 2020, issued a "going concern" qualification in its
report dated Nov. 13, 2024, citing that the Company has accumulated
deficit and negative cash flows from operations since inception and
is currently dependent on the stockholders and lenders to fund
operating activities.
ODYSSEY HEALTH: Lowers Net Loss to $842K in FY Ended July 31
------------------------------------------------------------
Odyssey Health, Inc., filed with the Securities and Exchange
Commission its Annual Report on Form 10-K disclosing a net loss of
$842,316 for the year ended July 31, 2024, compared to a net loss
of $5.92 million for the year ended July 31, 2023.
As of July 31, 2024, the Company had $586,146 in total assets,
$5.92 million in total current liabilities, and a total
stockholders' deficit of $5.33 million.
Dallas, Texas-based Turner, Stone & Company, L.L.P., the Company's
auditor since 2020, issued a "going concern" qualification in its
report dated Nov. 13, 2024, citing that the Company has accumulated
deficit and negative cash flows from operations since inception and
is currently dependent on the stockholders and lenders to fund
operating activities.
A full-text copy of the Form 10-K is available for free at:
https://www.sec.gov/ix?doc=/Archives/edgar/data/1626644/000168316824007967/odyssey_i10k-073124.htm
About Odyssey Health
Headquartered in Las Vegas, NV, Odyssey Health, Inc.'s business
model is to develop or acquire unique medical related products,
engage third parties to manufacture such products and then
distribute the products through various distribution channels,
including third parties. The Company has two different
technologies in research and development stage; the CardioMap heart
monitoring and screening device, and the Save a Life choking rescue
device. To date, none of our product candidates have received
regulatory clearance or approval for commercial sale.
PALOMAR HEALTH: Fitch Lowers IDR to 'B', On Watch Negative
----------------------------------------------------------
Fitch Ratings has downgraded the following outstanding bonds issued
by Palomar Health, (CA) to 'B' from 'BB+':
- Series 2016 and 2017 refunding revenue bonds;
- Series 2007A, 2009A 2010A general obligation (GO) bonds;
- Series 2017 and 2021 issued by California Municipal
Finance Authority on behalf of Palomar Health, and
2022 (taxable), 2022 COPs.
Fitch has also downgraded Palomar's Issuer Default Rating (IDR) to
'B' from 'BB+' and series 2016A & B unlimited tax GO (ULTGO) bonds
to 'BBB-' from 'A'.
Fitch has placed all series of debt on Rating Watch Negative.
Entity/Debt Rating Prior
----------- ------ -----
Palomar Health (CA) LT IDR B Downgrade BB+
Palomar Health
(CA) /General
Obligation –
Unlimited Tax –
Dedicated Tax/1 LT LT BBB- Downgrade A
Palomar Health (CA)
/General Obligation
- Unlimited Tax/1 LT LT B Downgrade BB+
Palomar Health (CA)
/General Revenues/1 LT LT B Downgrade BB+
The rating downgrade to 'B' reflects Palomar's worsened and still
pressured financial performance since Fitch's last review on April
29, 2024. As of June 30, 2024 (fiscal year-end; unaudited), Palomar
recorded a significant loss in income from operations of
approximately $184 million. This resulted in a negative 19.2%
operating margin and negative 3.4% operating EBITDA margin
(inclusive of tax-supported revenues and expenses, and per Fitch's
analytical methodology including interest expense). Fiscal 2024's
financial performance was unexpectedly down from the prior year's
loss of approximately $44.5 million (9.5% operating EBITDA
margin).
The steep drop in financial performance primarily due to a
significant cyber event that lasted several months, severely
disrupted operations and key billing functions. Additionally,
declining patient volumes continued, coupled with a shift in payor
mix towards higher governmental payors, and stubbornly high labor
and supplies expenses due to post-pandemic inflationary pressures.
Palomar's liquidity position sharply deteriorated during the same
period, with about $85 million in unrestricted cash and investments
for FY 2024. This translated to a low 31 days cash on hand, as
reported by Palomar, and an approximate 7.5% cash to adjusted debt
position, excluding GO bonds. Fitch views the decline in liquidity
as a primary credit concern and an asymmetric risk to the
organization. The district's debt burden is very high and weak,
with a 110.4% debt to capitalization ratio, exclusive GO bonds, and
debt service coverage for the period at approximately negative
1.1x, violating Palomar's financial covenant of 1x.
The downgrade of Palomar's ULTGO bonds to 'BBB-' reflects Fitch's
assessment that the pledged revenues for repayment of these bonds
meet the definition of "pledged special revenues" under the U.S.
Bankruptcy Code. As such, the bond's security protections warrant a
rating of up to five notches higher than the district's IDR.
The Negative Rating Watch reflects the pending outcome of signing
an anticipated forbearance agreement with bondholders, which would
be viewed negatively if unsuccessful. Additionally, it highlights
the persistent and severe challenges Palomar faces as management
navigates significant financial stress and uncertainty.
If management succeeds in strategic and operational priorities,
leading to improved operating performance and enhanced unrestricted
balance sheet resources, a return to a Stable Outlook and removal
of the Negative Watch would be considered.
Credit strengths include the district's sizable market position,
good historical capital investment in plant, and diverse tax base.
The unlimited nature of the tax levy offsets potential risk
regarding tax base volatility.
SECURITY
The revenue bonds are secured by a gross revenue pledge (excludes
restricted property tax revenues) of the obligated group (OG). The
OG consists of PH's acute care facilities, Palomar Health Medical
Group (PHMG) and other healthcare-related entities. The GO bonds
are secured by unlimited ad valorem taxes (ULT) levied on all
taxable property within the district.
KEY RATING DRIVERS
Revenue Defensibility - 'b'
Weakened Market Position in Competitive Service Area; Pressured
Volumes
Palomar's weak revenue defensibility reflects the organization's
declining patient utilization trends and higher governmental payor
mix with Medi-Cal and self-pay payors increasing to 31.3% in 2024
from 28.6% in the prior year. Total governmental payors on a gross
basis amounted to 75.8%, which is up from 72.8%. However, Fitch
does note that Palomar expects future increases in IGT funding and
other supplemental revenue programs to help offset the unfavorable
payor mix shift. Fitch views the organization's lower overall
volume mix, which is now composed of more governmental payors as
factors that negatively impacted financial performance.
Palomar's primary competitors are Scripps Health, Sharp HealthCare,
Kaiser Permanente, and University of California - San Diego Health.
The district's market share has declined over the last several
years, while competitors' market positions have remained stable or
improved, which Fitch views as a rating concern. With intense
competition for services, volumes have declined in discharges,
outpatient surgeries, and emergency department visits, which have
all negatively impacted overall financial performance.
However, Fitch views Palomar's healthcare services as essential to
North San Diego County due to being the district maintains the only
trauma center, NICU and inpatient behavioral health unit within the
county boundaries. The district serves the communities within an
800-square-mile area, with its trauma center covering more than
2,200 square miles of South Riverside and North San Diego
counties.
Operating Risk - 'b'
Weak & Challenged Financial Performance
The weak operating risk assessment reflects Palomar's severely
challenged financial performance, which worsened over the past
seven months. As of June 30, 2024 (fiscal year-end unaudited),
Palomar recorded a significant loss in income from operations of
approximately $184 million, which resulted in a negative 19.2%
operating margin and negative 3.4% operating EBITDA margin
(inclusive of tax-supported revenues and expenses).
Operational challenges stem from a May 2024 cyber-attack, ongoing
pressured volume trends, increased labor and supply expenses, and
programmatic delays leading to higher expenses and missed revenue
targets. Management aims to stabilize and improve operations by
curtailing expenses, closing certain programs, restructuring the
supply chain, boosting productivity, and reducing personnel. If
successful, these efforts will stabilize and strengthen operational
performance and balance sheet resources.
Historical net capex has been satisfactory, with the organization
spending an average of around 79.4% of annual depreciation expense
from fiscal 2019-2023. Fiscal 2023 saw a peak in capex, with the
organization investing approximately $82.8 million in plant (around
140% of depreciation), which Fitch views as a credit positive. The
district's facilities are largely seismically compliant. Fitch
analysts have toured the main facility in Escondido and view the
campus as up-to-date.
Financial Profile - 'b'
High Leverage Position; Steep Decline in Unrestricted Balance Sheet
Resources
Palomar's weaker financial profile reflects its leveraged debt
position and significant drop in unrestricted balance sheet
resources. In fiscal 2024, Palomar held about $85.2 million of
unrestricted cash and investments (UCI), down from $203.1 million
in 2023. The 2024 UCI metrics resulted in a low 31 days' cash on
hand and 4.8% cash-to-adjusted debt, including GO debt.
Excluding GO debt, cash-to-adjusted debt slightly improved to
approximately 7.5%, though still thin. Management reports it met
required debt service payments and intergovernmental transfers
through November 2024, causing further declines in unrestricted
balance sheet resources.
Palomar's weak financial profile assessment excludes the district's
GO debt. The organization's total long-term debt includes lease
obligations, which have increased over time. In fiscal 2024,
Palomar violated its debt service coverage and days' cash on hand
covenants.
Fitch's forward-looking analysis indicates the district's financial
profile metrics will remain challenged in the medium term.
Management has a financial turnaround plan and Fitch expects
potential improvements to eventually rebuild the organization's
liquidity. Management also anticipates signing a forbearance
agreement with bondholders, which Fitch will review once
available.
Dedicated Tax Key Rating Drivers
The ULTGO bond rating is based on a dedicated tax analysis that
considers the strength and growth prospects of the tax base, as
well as the legal structure of the bonds. The bonds' structural
elements and security features are sufficiently strong to warrant a
rating up to five notches above the district's IDR.
Strong Tax Base: The economic resource base supporting the GO debt
is diverse, growing at a healthy pace and has been very stable
through the recent downturn related to the pandemic. The unlimited
nature of the tax levy offsets any concern about tax base
volatility.
Asymmetric Additional Risk Considerations
Fitch views Palomar's liquidity position as an asymmetric risk to
the organization and is a primary credit concern. At June 30, 2024
(unaudited), PH had approximately $85.2 million in unrestricted
cash and investments, which translated into a low 31 days cash on
hand.
RATING SENSITIVITIES
Factors that Could, Individually or Collectively, Lead to Negative
Rating Action/Downgrade
- If Palomar is unable to sign an anticipated forbearance agreement
and come to a successful resolution with bondholders after
violating its days cash on hand and debt service coverage financial
covenants;
- The structure of the forbearance agreement could also trigger
negative rating action, should it result in material changes to the
initial repayment schedule or amount;
- If capital-related metrics (unrestricted cash to adjusted debt
and debt to capitalization) continue to decline from current
levels;
Factors that Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade
- If operating performance significantly improves and Palomar is
able to demonstrate some level operating stability, which would
support unrestricted balance sheet resource stabilization and
material growth.
PROFILE
Palomar Health is California's largest public healthcare district.
It is the largest trauma district in the state, covering 800 square
miles in northern San Diego County. The district owns and operates
two hospitals in northern San Diego County: the 286-bed Palomar
Medical Center Escondido (PMCE, opened in August 2012) and the
95-bed Palomar Medical Center Poway (PMCP, opened in 1977). Palomar
also owns and operates The Villas at Poway, a 129-bed skilled
nursing facility adjacent to PMCP.
Fiscal 2024 (June 30 YE; unaudited) total revenue was approximately
$960 million, which included approximately $23.4 million of
unrestricted property tax revenues to support operations and $46.8
million of restricted property tax revenues for debt service
payments on the GO bonds.
Sources of Information
In addition to the sources of information identified in Fitch's
applicable criteria specified below, this action was informed by
information from Lumesis.
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.
PARKINSON LAND: Gets Approval to Hire REI Law Firm as Counsel
-------------------------------------------------------------
Parkinson Land, LLC received approval from the U.S. Bankruptcy
Court for the District of Arizona to hire Joseph G. Urtuzuastegui,
III, Esq., of REI Law Firm as counsel.
The firm's services include:
a. advising Debtor with respect to its rights, powers and
duties as Debtor and Debtor-in-Possession in the continued
operation and management of its business;
b. preparing and pursuing confirmation of a plan of
reorganization and approval of a disclosure statement;
c. preparing on behalf of the Debtor all necessary
applications, motions, answers, proposed orders, other pleadings,
notices, and reviewing all financial and other reports to be
filed;
d. advising the Debtor concerning and preparing responses to
applications, motions, pleadings, notices and other documents which
may be filed by other parties;
e. appearing in Court to protect the interests of the Debtor;
f. representing the Debtor in connection with use of cash
collateral and/or obtaining post-petition financing;
g. advising the Debtor concerning and assisting in the
negotiation and documentation of financing agreements, cash
collateral orders and related transactions;
h. investigating the nature and validity of liens asserted
against the property of the Debtor, and advising the Debtor
concerning the enforceability of said liens;
i. investigating and advising the Debtor concerning, and
taking such action as may be necessary to collect, income and
assets in accordance with applicable law, and the recovery of
property for the benefit of the Debtor's estate;
j. advising and assisting the Debtor in connection with any
potential property dispositions;
k. advising the Debtor concerning executory contract and
unexpired lease assumptions, assignments and rejections and lease
restructuring, and re-characterizations;
l. assisting the Debtor in reviewing, estimating and resolving
claims asserted against the Debtor's estate;
m. commencing and conducting litigation necessary and
appropriate to assert rights held by the Debtor, protect assets of
the Debtor's estate or otherwise further the goal of completing the
Debtor's successful reorganization; and
n. performing all other legal services for the Debtor which
may be necessary and proper in this Chapter 11 Case.
The compensation of the firm's attorneys and paraprofessionals
range from $75 per hour to $400 per hour.
As disclosed in the court filings, REI Law Firm is a "disinterested
person" within the meaning of 11 U.S.C. 101(14).
The firm can be reached through:
Joseph G. Urtuzuastegui, III, Esq.
REI LAW FIRM
4535 E. McKellips Rd., Suite 1093
Mesa, AZ 85215
Tel: (480) 660-6250
Email: joe@reilawfirm.com
About Parkinson Land, LLC
Parkinson Land, LLC filed its voluntary petition for relief under
Chapter 11 of the Bankruptcy Code (Bankr. D. Ariz. Case No.
24-09552) on Nov. 7, 2024, listing up to $50,000 in assets and
$500,001 to $1 million in liabilities.
Judge Eddward P Ballinger Jr presides over the case.
The Debtor is represented by Joseph G. Urtuzuastegui, III, Esq., at
REI Law Firm.
PARTY CITY HOLDCO: Case Summary & 30 Largest Unsecured Creditors
----------------------------------------------------------------
Lead Debtor: Party City Holdco Inc.
100 Tice Blvd.
Woodcliff Lake, NJ 07677
Business Description: Party City is a party goods retailer and the
go-to shopping destination for every type of
celebration, offering an extensive and
innovative selection of products at
exceptional value. The Company has
approximately 700 company-owned and
franchise store locations across North
America and sells online to consumers at
www.partycity.com. The Company also
operates Amscan, a premier designer,
manufacturer, and distributor of celebration
products including decor, tableware,
costumes, and accessories. The Company is
headquartered in Woodcliff Lake, N.J., with
additional locations in the Americas and
Asia.
Chapter 11 Petition Date: December 21, 2024
Court: United States Bankruptcy Court
Southern District of Texas
Seven affiliates that concurrently filed voluntary petitions for
relief under Chapter 11 of the Bankruptcy Code:
Debtor Case No.
------ --------
Party City Holdco Inc. (Lead Case) 24-90621
Amscan Inc. 24-90620
Am-Source, LLC 24-90622
Party City Corporation 24-90619
Party City Holdings Inc. 24-90623
PC Intermediate Holdings, Inc. 24-90624
Trisar, Inc. 24-90625
Judge: Hon. Alfredo R Perez
Debtors'
Legal
Counsel: John F. Higgins, Esq.
Aaron J. Power, Esq.
M. Shane Johnson, Esq.
Jordan T. Stevens, Esq.
Grecia V. Sarda, Esq.
PORTER HEDGES LLP
1000 Main St., 36th Floor
Houston, Texas 77002
Tel: (713) 226-6000
Fax: (713) 226-6248
Email: jhiggins@porterhedges.com
apower@porterhedges.com
sjohnson@porterhedges.com
jstevens@porterhedges.com
gsarda@porterhedges.com
- and -
Kenneth S. Ziman, Esq.
Christopher Hopkins, Esq.
Stephanie P. Lascano, Esq.
PAUL, WEISS, RIFKIND, WHARTON & GARRISON LLP
1285 Avenue of the Americas
New York, New York 10019
Tel: (212) 373-3000
Fax: (212) 757-3990
Email: kziman@paulweiss.com
chopkins@paulweiss.com
slascano@paulweiss.com
Debtors'
Financial
Advisor: ALIXPARTNERS LLP
Debtors'
Notice &
Claims
Agent: KROLL RESTRUCTURING ADMINISTRATION LLC
Debtors'
Real
Estate
Advisor: A&G REALTY PARTNERS, LLC
Debtors'
Store
Closing
Advisor: GORDON BROTHERS RETAIL PARTNERS, LLC
GORDON BROTHERS COMMERCIAL & INDUSTRIAL, LLC
Estimated Assets: $1 billion to $10 billion
Estimated Liabilities: $1 billion to $10 billion
The petitions were signed by Deborah Rieger-Paganis as chief
restructuring officer.
A full-text copy of the Lead Debtor's petition is available for
free at PacerMonitor.com at:
https://www.pacermonitor.com/view/FL2ILYA/Party_City_Holdco_Inc__txsbke-24-90621__0001.0.pdf?mcid=tGE4TAMA
Consolidated List of Debtors' 30 Largest Unsecured Creditors:
Entity Nature of Claim Claim Amount
1. Anagram Int Inc. Trade Debt $6,667,313
7700 Anagram Dr
Eden Prairie, MN 55344
Cheri Defries
PHONE: 612-949-5600
EMAIL: DEFRIESC@ANAGRAMINTL.COM
2. KBW Global Corp Trade Debt $5,486,856
9832 Max Shapiro Way
South El Monte, CA 91733
Jonas Wu
General Manager
PHONE: 626-258-2938
EMAIL: JONAS@KBWCORP.COM
3. Unique Industries, Inc. Trade Debt $2,115,094
4750 League Island Blvd
Philadelphia, PA 19112
Scott Brown
VP Licensing & National Accounts
PHONE: 215-336-4300
EMAIL: SBROWN@FAVORS.COM
4. AGP, LLC Trade Debt $1,978,542
24 Vine Street
Everett, MA 02149
Matthew D'Auria, CEO
PHONE: 339-223-0239
EMAIL: MATTHEWDAURIA@AGPGAS.COM
5. McLane Company LLC Trade Debt $1,943,476
6201 HK Dodsen Loop NW
Temple, TX 76502
Shayna Fontana
National Account Manager
PHONE: 254-771-7490
EMAIL: SHAYNA.FONTANA@MCLANECO.COM
6. King Zak Industreies, Inc. Trade Debt $1,943,059
3 Police Drive
Goshen, NY 10924
Saadia Zakarin
VP Sales & Operations
PHONE: 845-291-1200 X156
EMAIL: SZAKARIN@KINGZAK.COM
7. M&J Trimmings Co Inc. Trade Debt $1,933,296
1008 Ave of The Americas
New York, NY 10018
Jack Harari
Division Head
PHONE: 212-704-8028
EMAIL: JHARARI@MJTRIM.COM
8. Nassau Candy Distributors, Inc. Trade Debt $1,921,126
530 West John St.
Hicksville, NY 11801
Les Stier, CEO
PHONE: 800-486-1226
EMAIL: LES.STIER@WASSANCANDY.COM
9. John Tyler Enterprises Inc. Trade Debt $1,672,976
550 Crescent Blvd
Gloucester City, NJ 08030
Jason Bishop
VP of Operations
PHONE: 609-206-2521
EMAIL: JASON.BISHOP@ENTERNEST.COM
10. Kay Global Group Inc. Trade Debt $1,649,801
1 Middletown St Apt 3R
Brooklyn, NY 11206
Izzy Kraus, Owner
PHONE: 718-306-9773
EMAIL: IZZY@KAYGRP.COM
11. Doordash Inc. Trade Debt $1,499,887
303 2nd Street
San Francisco, CA 94107
Molly Warner
Manager, New Business Development (Retail)
EMAIL: MOLLY.WARNER@DOORDASH.COM
12. Praxair Distribution Inc. Trade Debt $1,496,725
10 Riverview Drive
Danbury, CT 06810
Gary Connors
Sales Manager
EMAIL: GARY.CONNORS@LINDE.COM
13. Dah Loong Development Trade Debt $1,213,690
8F NO.217 SEC 3 Nanjing E Rd
Zhongshan Dist.
Taipei, Taiwan
Kevin Sun
Company Officer
PHONE: 886-2506-7155
EMAIL: KEVIN@DAHLOONG.COM.TW
14. Amscan Asia Limited (JV) Trade Debt $1,135,126
35/F Saxon Tower
7 Cheung Shun Street Lai Chi Kok
Kowloon, Hong Kong
Hei Liu, IT Manager
PHONE: 852-3655-9220
EMAIL: HLIU@AMSCAN.ASIA
15. Worthington Enterprises Inc. Trade Debt $1,122,035
27406 Network Place
Chicago, IL 60673-1274
Brad Kushinski
National Account Manager
PHONE: 614-840-3953
EMAIL: BRAD.KUSHINSKI@WTHG.COM
16. 22Squared, Inc. Trade Debt $1,010,469
1170 Peachtree St NE
Ste 1400
Atlanta, GA 30309
Christina Kendall
Group Business Director
PHONE: 404-229-1110
EMAIL: CHRISTINA.KENDALL@22SQUARED.COM
17. Philcos Enterpriser USA Inc. Trade Debt $967,126
1501 East Robinson Street
Orlando, FL 32801
Daniel Stroll
Vice President - USA Sales
PHONE: 514-777-7357
EMAIL: DANIEL.STROLL@PHILCOS.COM
18. Ningbo Sunbow Industry & Trade Trade Debt $961,928
NO 7 Xizhuang Industry Zone
Xinzhuang Vilage Gaoqiao Town
Zhejiang
Ningbo, China
Andy Shen, Company Officer
PHONE: 86-574-8817-6015
EMAIL: ANDI@NBSENBAI.COM
19. Pinterest Inc. Trade Debt $897,226
651 Brannan Street
San Francisco, CA 94107
Nelson Hudspeth
Lead Client Partner
EMAIL: NHUDSPETH@PINTEREST.COM
20. Ares Holdings LLC Trade Debt $785,701
1045 South John Rodes Blvd
Melbourne, FL 32904
President/General Counsel
PHONE: 321-727-2865
21. Zephyr Solutions LLC Trade Debt $753,432
1050 Lear Industrial Pkwy
Avon, OH 44011
Ryan Keating
Chief Financial Officer
PHONE: 440-937-9993
EMAIL: RKEATING@ZEPHYRSOLUTIONS.COM
22. Deloitte Consulting LLP Trade Debt $727,820
30 Rockefeller Plaza
New York, NY 10112
Trinadha Kandi
Managing Director
PHONE: 404-631-2814
23. Ningbo Lilart Imp&Exp Co Ltd Trade Debt $707,241
NO.2, 3F, Huacheng Intl.Bldg
611 Qingshuiqiao Rd, Ningbo HI
Zhekiang
Ningbo, China
Mengyu Song, Account Manager
PHONE: 0574-8790-1179
EMAIL: SALES01@LILART.CN
24. Concentrix Solutions Corporation Trade Debt $668,938
201 East Fourth Street, Floor 2
Cincinnati, OH 45202
Chip Lilley
Sales Director
PHONE: 412-512-8635
EMAIL: CHIP.LILLEY@CONCENTRIX.COM
25. Microsoft Online Inc. Trade Debt $590,562
1 Microsoft Way
Redmond, WA 98052
Kayleen Walters & Luke Madden
VP, Franchise Development & Go-to-Market
Strategy Lead
PHONE: 469-775-5000
EMAIL: KAYLEEN.WALTERS@MICROSOFT.COM
26. Rocky-Tafu Trade Debt $513,086
20, Kang Shan North Road
Gangshan Dist
Kang-Shan Township, Kaoshiung,
Taiwan
Mike Tsai
Company Officer
PHONE: 886-7622-7343
EMAIL: ROCKY.TAFU@MSA.HINET.NET
27. Festa (Guangzhou) Co., Ltd Trade Debt $508,396
Floor 18 Park Lane Bus Ctr 498
Huangshi Road East
Guangzhou, GD
China
Edward Lee
Company Officer
PHONE: 862-0-8762-2123
EMAIL: EDWARD@FESTA.CN
28. Forplay Inc. Trade Debt $501,864
6921 Valjean Ave
Van Nuys, CA 91406
Freda Rose
National Sales Representative
PHONE: 323-435-3358
EMAIL: FREDA@FORPLAYINC.COM
29. MJC International Trade Debt $492,840
365 South Spruce Ave
Floor 2
San Fancisco, CA 94080
Holly Price
Account Manager
EMAIL: HOLLY.PRICE@GOMJC.COM
30. Leaf Execution Inc. Trade Debt $481,744
1350 Texas Street
Gary, IN 46402
Kyle Broman
PHONE: 847-274-5822
EMAIL: KYLE@LEAF-EX.COM
PARTY CITY: Files Chapter 22, Begins Wind Down of All Operations
----------------------------------------------------------------
Party City Holdco Inc. announced on Dec. 21, 2024, its plans to
commence a wind down of its retail and wholesale operations and
going out of business sales at its approximately 700 stores
nationwide after serving Party City customers for nearly 40 years
as their one-stop-shop for all things celebration.
The decision was made following exhaustive efforts by the Company
to find a path forward that would allow continued operations in an
immensely challenging environment driven by inflationary pressures
on costs and consumer spending, among other factors.
To accomplish an orderly wind down in the most efficient manner and
to maximize value for the benefit of the Company's stakeholders,
PCHI and certain of its subsidiaries voluntarily filed Chapter 11
in the U.S. Bankruptcy Court for the Southern District of Texas.
These proceedings follow the Company's 2023 restructuring through
which PCHI eliminated nearly $1 billion in debt, among other
things. As with many other retailers, macroeconomic headwinds more
recently proved too severe for the Company to overcome.
PCHI is grateful to its team members for their commitment over the
years and is retaining more than 95% of its 12,000 employees for
some time to assist with the wind down process. The Company thanks
its customers for their business and appreciates the support it has
received from its valued partners.
During the going out of business sales, shoppers at Party City
stores will be able to take advantage of incredible deals and deep
discounts on amazing merchandise while supplies last. Customers are
encouraged to shop now for everything ranging from birthday party
supplies to decorations for the holidays and New Year's Eve while
the selection is best. A store location finder can be found on
www.partycity.com.
The Company has filed customary motions with the Court seeking
authority to commence going out of business sales and uphold its
commitments to employees during the wind down. PCHI's senior
lenders have committed to provide the financial support necessary
to fund operations through the wind down, subject to Court
approval.
Additional information, including Court filings and information
about the claims process, is available at
https://cases.ra.kroll.com/PCHI2024/. Suppliers with questions can
call (877) 510-9565 (toll-free) and +1 (646) 798-8469
(international) or email PCHI2024Inquiries@ra.kroll.com.
Paul, Weiss, Rifkind, Wharton & Garrison LLP and Porter Hedges LLP
are serving as legal counsel and AlixPartners, LLP is serving as
financial advisor to PCHI. The Company has retained Gordon Brothers
to supervise the going out of business sales under the Company's
management.
About Party City Holdco
Party City Holdco Inc. (NYSE: PRTY) is the global leader in the
celebrations' industry, with its offerings spanning more than 70
countries around the world. It is also the largest designer,
manufacturer, distributor, and retailer of party goods in North
America.
Party City Holdco and its domestic subsidiaries first sought
protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr.
S.D. Tex. Lead Case No. 23-90005) in January 2023. Party City
Holdco had 761 company-owned stores as of September 2022 and had
total assets of $2,869,248,000 against total debt of $3,022,960,000
as of Sept. 30, 2022.
Party City on Oct. 12, 2023, disclosed that it has completed its
restructuring process and emerged from Chapter 11 financially
stronger and well positioned for the future. Through its
restructuring, PCHI substantially strengthened its capital
structure by eliminating nearly $1 billion in debt, enhanced its
liquidity, and optimized its Party City store portfolio by having
negotiated improved lease terms and exited less productive stores.
The Company will move forward with nearly 800 Party City locations
nationwide.
PLANET GREEN: Amends Annual Financial Report Ended Dec. 2023
------------------------------------------------------------
Planet Green Holdings Corp. filed a Form 10-K/A for the fiscal year
ended December 31, 2023, to add condensed consolidating schedules
that disaggregate operations and depict financial position as of
December 31, 2023 and 2022, results of operations and cash flows
for the years ended December 31, 2023 and 2022. The schedules also
disaggregate the parent company, its variable interest entity, the
WFOE that is the primary beneficiary of the VIE, and an aggregation
of other entities that are consolidated. Any intercompany amounts
are presented on a gross basis.
In addition, as required by Rule 12b-15 under the Securities
Exchange Act of 1934, as amended, new certifications by the
registrant's principal executive officer and principal financial
officer are filed as exhibits to the Amendment. There have been no
other changes in any of the financial or other disclosure
information contained in the 2023 Annual Report. This Amendment
does not reflect events occurring after the filing of the original
report (i.e., those events occurring after April 1, 2024) or modify
or update those disclosures that may be affected by subsequent
events. Accordingly, this Amendment No. 1 should be read in
conjunction with the Original Form 10-K and with our filings with
the SEC subsequent to the Original Form 10-K.
A full-text copy of the Form 10-K/A is available at
https://urlcurt.com/u?l=iUtiWZ
About Planet Green Holdings
Planet Green Holdings Corp., headquartered in Flushing, N.Y., is
engaged in a number of diverse businesses, including consumer
products, chemical products, advertising and mobile game.
Irvine, Calif.-based YCM CPA, Inc., the Company's auditor since
2022, issued a "going concern" qualification in its report dated
April 1, 2024, citing that the Company has an accumulated deficit
as of December 31, 2023, and currently faces a working capital
deficit, continued net losses, and negative cash flows from
operations. These conditions raise substantial doubt about the
Company's ability to continue as a going concern.
PLASTIC SUPPLIERS: Case Summary & 20 Largest Unsecured Creditors
----------------------------------------------------------------
Lead Debtor: Plastic Suppliers, Inc.
d/b/a Plastic Supplier, Inc.
d/b/a PSI
d/b/a Earthfirst Films
d/b/a Earthfirst Films by PSI
2400 Marilyn Lane
Columbus, OH 43215
Business Description: The Debtors are a global manufacturer of
innovative, environmentally friendly thin-
gauged, bio-based material using distinctive
biopolymers such as Polylactic Acid ("PLA")
and Polyhydroxyalkanoates ("PHA"). They
also produce petrochemical-based films.
They develop highly engineered application-
specific solutions for a wide range of
companies in the "Consumer Packaged Goods"
and industrial markets. The Debtors
provide their sustainable film solutions to
customers in the Americas, EMEA region, and
Asia. The Debtors' primary markets
include food and beverage packaging,
architecture products, medical equipment,
personal care, office, industrial and
laminated films for SME digital printers.
The Debtors' products are compostable and
recyclable and are utilized for, among other
things, single-purpose bags, mailers, shrink
sleeves, window packaging, envelopes, flow
wraps, filters, transparent sealants,
barrier sealants, print webs, adhesive
labels, thermoforming films and laminates.
Chapter 11 Petition Date: December 22, 2024
Court: United States Bankruptcy Court
District of New Jersey
Three affiliates that concurrently filed voluntary petitions for
relief under Chapter 11 of the Bankruptcy Code:
Debtor Case No.
------ --------
Plastic Suppliers, Inc. (Lead Case) 24-22549
Speciality Films, Inc. 24-22550
Sidaplax, Inc. 24-22551
Judge: Hon. Andrew B Altenburg Jr.
Debtors' Counsel: Stephen M. Packman, Esq.
Douglas G. Leney, Esq.
ARCHER & GREINER, P.C.
1025 Laurel Oak Road
Voorhees, NJ 08043
Tel: (215) 963-3300
Fax: (215) 963-9999
E-mail: spackman@archerlaw.com
dleney@archerlaw.com
Estimated Assets: $10 million to $50 million
Estimated Liabilities: $10 million to $50 million
The petitions were signed by Michael DuFrayne as president and
chief executive officer.
A full-text copy of the Lead Debtor's petition is available for
free at PacerMonitor.com at:
https://www.pacermonitor.com/view/WDBE76A/Plastic_Suppliers_Inc__njbke-24-22549__0001.0.pdf?mcid=tGE4TAMA
List of Debtors' 20 Largest Unsecured Creditors:
Entity Nature of Claim Claim Amount
1. Americas Styrenics Trade- $202,850
15305 Collections Materials
Ctr Drive
Chicago, IL 60693
2. Biome Bioplastics Inc. Trade $98,662
200 Continental Drive
Suite 401
Newark, DE
19713-4337
3. CPA Global Services $44,355
Acct 2332674
2318 Mill Road
Alexandria, VA 22314
4. Danimer Bioplastics Inc Trade- $248,376
PO Box 7965 Materials
Bainbridge, GA 39818
5. Edward C Tweed Shareholder $62,040
214 Camrose Ct Agreement
Gahanna, OH 43230 Buyback
6. Futamura USA Inc Trade- $103,154
280 Interstate Circle Materials
Suite 530
Atlanta, GA 30339
7. Greif Trade $45,116
PO Box 734739
Chicago, IL
60673-4739
8. Ineos Styroution Trade-Materials $301,341
Amercia LLC
4245 Meridian Parkway
Suite 151
Aurora, IL 60504
9. IUE/CWA Pension Fund Pension $62,577
Zenith America Termination
Solutions for IUE - CWA Liability
140 Sylvan Avenue
Suite 303
Englewood Cliffs,
NJ 07632
10. James R Allen Shareholder $133,963
132 Wake Valley Court Agreement
Conroe, TX 77304 Buyback
11. JB Mill & Trade $52,606
Fabricating Inc
2851 Eastbrook
Volant RD
New Castle, PA 16105
12. LyondellBasell Trade $56,480
Advances Polymers Inc
1221 McKinney Street
Suite 300
Houston, TX 77010
13. Mitsubishi Int'l Corporation Trade $179,933
151 W 42nd Street
New York, NY 10036
14. Natureworks LLC USA Trade- $2,742,143
17400 Medina Road Materials
Suite 800
Plymouth, MN 55447
15. Priority - 1 Inc Trade $74,903
PO Box 840808
Dallas, TX
75284-0808
16. Steve H Dudley Shareholder $62,226
1550 Dream Court Agreement
Reynoldsburg, OH Buyback
43068
17. Suedpack Trade - $195,130
Verpackungen SE & Co Materials
Jagerstrabe 23 88416
Ochsenhausen
Germany
18. Sukano Polymers Corp Trade $52,339
295 Parkway East
Duncan, SC 29334
19. Theodore E. Reigert Shareholder $637,599
2 Brookwood Drive Agreement
Medford, NJ 08055 Buyback
20. TotalEnergies Trade- $209,232
Petrochemical & Materials
Refining USA Inc
1201 Louisiana Street
Suite 1800
Houston, TX 77002
PORCHLIGHT HOLDINGS: Court OKs Continued Use of Cash Collateral
---------------------------------------------------------------
The U.S. Bankruptcy Court for the Western District of Kentucky
issued its third interim order, allowing Porchlight Holdings, LLC,
and Porchlight Louisville, LLC to continue using cash collateral of
their secured creditors.
The interim order approved the use of cash collateral of
Huntington, Idea 247, Inc. and other secured creditors for the
period from Dec. 16 to Dec. 30 based on a 3-week budget.
As protection, the creditors were granted replacement liens on the
companies' post-petition property, excluding Chapter 5 causes of
action.
Secured creditors can withdraw consent for the use of cash
collateral if certain conditions are violated.
The next hearing is scheduled for Jan. 7.
About Porchlight Holdings
Porchlight Holdings, LLC and Porchlight Louisville, LLC sought
relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. W.D.
Ky. Lead Case No. 24-32056) on Aug. 20, 2024.
At the time of the filing, Porchlight Holdings reported $100,001 to
$500,000 in assets and $1 million to $10 million in liabilities
while Porchlight Louisville reported $1 million to $10 million in
both assets and liabilities.
Judge Charles R. Merrill oversees the cases.
Niel C. Bordy, Esq., at Seiller Waterman, LLC serves as the
Debtors' legal counsel.
PROFESSIONAL SECURITY: Court Extends Use of Cash Collateral
-----------------------------------------------------------
Professional Security Enterprises Incorporated received second
interim approval from the U.S. Bankruptcy Court for the Southern
District of Indiana, Terre Haute Division to use cash collateral.
PSEI was authorized to use cash collateral from the petition date
to Jan. 15, 2025, in accordance with its budget.
As adequate protection, Old National Bank and the Internal Revenue
Service were granted first and prior replacement liens in the cash
collateral and post-petition property of PSEI.
In addition, PSEI will make monthly payments to the bank in the
amount of $1,500 and to the IRS in the amount of $7,500.
A final hearing is scheduled for Jan. 15, with objections due by
Jan. 10.
About Professional Security
Enterprises Incorporated
Professional Security Enterprises Incorporated sought protection
under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Ind. Case
No. 24-80461) on November 14, 2024, with $0 to $50,000 in assets
and $500,001 to $1 million in liabilities.
Judge Jeffrey J. Graham presides over the case.
Jeffrey M. Hester, Esq. at Hester Baker Krebs LLC represents the
Debtor as legal counsel.
REDLINE METALS: Court OKs Continued Use of Cash Collateral
----------------------------------------------------------
Redline Metals, Inc. received 10th interim approval from the U.S.
Bankruptcy Court for the Northern District of Illinois to use the
cash collateral of its senior secured creditor, Old Second National
Bank.
The interim order, signed by Judge Jacqueline Cox on Dec. 17,
authorized the company to use cash to pay payroll and related
expenses, plus applicable employer paid taxes, subject to available
funds.
The interim order required the company to make adequate protection
payments of $7,500 weekly to the senior secured creditor and set
aside $4,000 weekly for administrative expenses. No payments will
be made to other creditors unless sufficient funds are available.
In addition, Old Second National Bank was granted adequate
protection for its interests in the collateral. This includes
priority security interests and measures to ensure access to the
company's financial records.
The next hearing is scheduled for Jan. 7, 2025.
About Redline Metals
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.
REVO BB OWNER: Voluntary Chapter 11 Case Summary
------------------------------------------------
Debtor: Revo BB Owner LLC
32 Cross Street
Suite 301
Lakewood, New Jesey 08701
Business Description: The Debtor is engaged in activities related
to real estate.
Chapter 11 Petition Date: December 20, 2024
Court: United States Bankruptcy Court
District of New Jersey
Case No.: 24-22515
Debtor's Counsel: T.J. Scrivo, Esq.
KING & SPALDING LLP
1185 Avenue of the Americas, 34th Floor
New York, NY 10036
Tel: 212-556-2179
Email: tscrivo@kslaw.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Yaakov R. Klugman as authorized person.
The Debtor failed to include in the petition a list of its 20
largest unsecured creditors.
A full-text copy of the petition is available for free at
PacerMonitor.com at:
https://www.pacermonitor.com/view/QGUOAMI/Revo_BB_Owner_LLC__njbke-24-22515__0001.0.pdf?mcid=tGE4TAMA
RIVERA FAMILY: Voluntary Chapter 11 Case Summary
------------------------------------------------
Debtor: Rivera Family Holdings, LLC
2811 Morning Glory Place
Onalaska, WI 54650
Chapter 11 Petition Date: December 20, 2024
Court: United States Bankruptcy Court
Western District of Wisconsin
Case No.: 24-12559
Judge: Hon. Catherine J Furay
Debtor's Counsel: Galen W. Pittman, Esq.
PITTMAN & PITTMAN LAW OFFICES, LLC
712 Main Street
La Crosse, WI 54601
Tel: (608) 784-0841
Fax: (608) 784-2206
Email: Info@PittmanandPittman.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Lynnae Rivera, Filiberto Rivera,
partners.
The Debtor indicated in the petition it has no unsecured
creditors.
A full-text copy of the petition is available for free at
PacerMonitor.com at:
https://www.pacermonitor.com/view/5Z6KYYI/Rivera_Family_Holdings_LLC__wiwbke-24-12559__0001.0.pdf?mcid=tGE4TAMA
ROYSTONE ON QUEEN: Plan Exclusivity Period Extended to Jan. 8, 2025
-------------------------------------------------------------------
Judge Christopher M. Alston of the U.S. Bankruptcy Court for the
Western District of Washington extended Roystone on Queen Anne
LLC's exclusive periods to file a plan of reorganization and obtain
acceptance thereof to January 8, 2025 and March 10, 2025,
respectively.
As shared by Troubled Company Reporter, the Debtor believes that
cause exists to grant the requested relief for the following
reasons:
First, while this is a single asset real estate case, it has
occasioned significant litigation by the secured creditor at every
juncture, including cash collateral, relief from stay, approval of
the disclosure statement and the leadup to confirmation. The case
involves the restructure of over $35 million in obligations secured
against the Debtor's commercial multifamily housing complex, and
competing economic interests among the Debtor, the Debtor's senior
secured lender, the general contractor and multiple subcontractors,
the junior and exit loan lender, and unsecured creditors.
Second, the Debtor is advancing the Chapter 11 Case in good faith
and in a timely manner in light of the complexities and substantial
litigation involved in this case. A mere eight days after
settlement was reached regarding the terms of a final cash
collateral order, 5Roy filed a motion for relief from stay that
required the Debtor, again, to spend considerable time and effort
to defend against the motion, responding to multiple subpoenas,
litigating discovery disputes, identifying and preparing witnesses,
drafting a detailed prehearing statement, and ultimately
participating in a two-day evidentiary hearing with multiple fact
and expert witnesses.
Finally, the Debtor is not depriving any party of any material or
relevant information. Rather, the Debtor has worked, and continues
to work, cooperatively with 5Roy, the U.S. Trustee and others,
sharing all relevant financials, including bi-monthly receipts and
disbursements reports, and operational information such as rent
rolls.
Counsel to the Debtor:
Richard B. Keeton, Esq.
Bush Kornfeld Llp
601 Union Street, Suite 5000
Seattle, WA 98101
Tel: (206) 292-2110
Email: rkeeton@bskd.com
About Roystone On Queen Anne
Roystone on Queen Anne, LLC owns a newly-constructed residential
apartment complex commonly known as the Roystone Apartments located
at 5 W. Roy Street, Seattle, Wash. The property has an appraised
value of $39,056,543.
Roystone on Queen Anne filed its voluntary petition for Chapter 11
protection (Bankr. W.D. Wash. Case No. 24-11462) on June 12, 2024,
listing $39,433,126 in assets and $35,776,259 in liabilities. James
H. Wong, manager of Vibrant Cities, LLC, signed the petition.
Judge Christopher M. Alston oversees the case.
Bush Kornfeld, LLP serves as the Debtor's legal counsel.
SAN INDUSTRIES: Gets CCAA Initial Stay Order; Deloitte as Monitor
-----------------------------------------------------------------
The Supreme Court of British Columbia ("Court") granted an initial
order ("Initial Order") pursuant to the Companies' Creditors
Arrangement Act ("CCAA") in respect of San Industries Ltd., San
Forest Products Ltd., Coulson Manufacturing 2017 Ltd., San Farming
Ltd., San Forest Specialty Ltd., San Terminals Inc., San Cedar
Direct Sales Ltd., San Holdings Inc., Super-Cut Lumber Industries
Ltd., Axon Lumber Ltd., Mountainside Logging Ltd., 1224676 B.C.
Ltd., 1260729 B.C. Ltd., 1170518 B.C. Ltd., and 1175465 B.C. Ltd.
("San Group" or "Companies").
Pursuant to the Initial Order, Deloitte Restructuring Inc. was
appointed to monitor the business and financial affairs of San
Group ("Monitor").
During the CCAA proceedings, San Group, with the assistance of the
Monitor, expects to continue to operate in the normal course while
a refinancing, sale, and investment solicitation process is pursued
in respect of the Companies’ business and assets, for the benefit
of all stakeholders.
Pursuant to the Initial Order, all proceedings against the
Companies, its directors and officers, and the Monitor (among
others) are stayed and no such proceedings may be commenced or
continued without consent of the Companies and the Monitor, or
leave of the Court ("Stay"). The Stay also prohibits any
contractual parties from ceasing to perform their contracts with
the Companies on account of the CCAA filing or there being any
outstanding amounts due as of the Filing Date. In addition, except
as provided for in the Initial Order, all amounts owing by the
Companies to its creditors for the period prior to the Filing Date
are stayed and cannot be paid at this time.
You are being given notice of the Initial Order as you are a
creditor of San Group or the Initial Order may affect your rights.
Further information with respect to this matter, including a copy
of the Initial Order and a list of creditors are available on the
Monitor’s website at
https://www.insolvencies.deloitte.ca/SanGroup. The Monitor will
post additional documents, including its reports to the Court on
the Monitor's Website as they become available, and interested
parties are encouraged to refer to the Monitor's Website frequently
for updates on the status of the CCAA proceedings.
No claims procedure has yet been submitted to, or approved by, the
Court. Creditors are not required to file proofs of claim at this
time.
If you are unable to access the Monitor’s Website or have any
other inquiries, a representative of the Monitor can be reached at
sangroup_ccaa@deloitte.ca.
The Monitor can be reached at:
Deloitte Restructuring Inc.
Attn: Jeff Keeble
Paul Chambers
Kaleb Butt
410 West Georgia Street
Vancouver, BC, V6B 0S7
E-mail: jkeeble@deloitte.ca
pachambers@deloitte.ca
kbutt@deloitte.ca
Counsel for the Companies:
Farris LLP
Attn: Tevia Jeffries
B. Sunny Aujla
Sandy Lun
Laura Ferguson
Kimberly Lopez
25th Floor, 700 W Georgia St.
Vancouver, BC V7Y 1B3
E-mail: tjeffries@farris.com
baujla@farris.com
slun@farris.com
lferguson@farris.com
klopez@farris.com
Counsel for the Monitor:
Blake, Cassels & Graydon LLP
Attn: Peter Rubin
Claire Hildebrand
Jennifer Alambre
1133 Melville Street
Suite 3500, The Stack
Vancouver, BC V6E 4E5
E-mail: peter.rubin@blakes.com
claire.hildebrand@blakes.com
jennifer.alambre@blakes.com
San Industries Ltd. operates as an integrated forest products
business.
SCILEX HOLDING: Sells Shares for $17MM to Raise Funds
-----------------------------------------------------
Scilex Holding Company disclosed in a Form 8-K filing with the U.S.
Securities and Exchange Commission that it entered into a
securities purchase agreement with investors pursuant to which the
Company agreed to sell and issue, in a registered direct offering:
(i) an aggregate of 26,355,347 shares of its common stock, par
value $0.0001 per share,
(ii) pre-funded warrants to purchase up to 2,401,132 shares of
Common Stock, and
(iii) common warrants to purchase up to 57,512,958 shares of
Common Stock.
The combined offering price (a) per share of Common Stock and
accompanying Common Warrants is $0.590 and (b) per Pre-Funded
Warrant and accompanying Common Warrants is $0.5899. The aggregate
gross proceeds to the Company from the Offering is approximately
$17.0 million, before deducting offering fees and expenses.
The Company currently intends to use the net proceeds from the
Offering for working capital and general corporate purposes, which
may include capital expenditures, commercialization expenditures,
research and development expenditures, regulatory affairs
expenditures, clinical trial expenditures, acquisitions of new
technologies and investments, business combinations and the
repayment, refinancing, redemption or repurchase of indebtedness or
capital stock.
The Pre-Funded Warrants were sold, in lieu of shares of Common
Stock, to certain investors whose purchase of shares of Common
Stock in the Offering would otherwise result in such investor,
together with its affiliates and certain related parties,
beneficially owning more than 9.99% of the outstanding shares of
Common Stock immediately following the consummation of the
Offering. Each Pre-Funded Warrant represents the right to purchase
one share of Common Stock at an exercise price of $0.0001 per
share. The Pre-Funded Warrants are exercisable immediately and may
be exercised at any time until the Pre-Funded Warrants are
exercised in full.
The Common Warrants have an exercise price of $0.649 per share of
Common Stock and, subject to certain ownership limitations, will
become exercisable on the six month anniversary of the date of
issuance and one half of the Common Warrants (or Common Warrants to
purchase an aggregate of 28,756,479 shares of Common Stock) have a
term that expires five years from the date of issuance and the
remaining one-half of such Common Warrants (or Common Warrants to
purchase an aggregate of 28,756,479 shares of Common Stock) have a
term that expires two and one-half years from the date of
issuance.
The exercise price of the Warrants is subject to certain
adjustments, including stock dividends, stock splits, combinations
and reclassifications of the Common Stock. Subject to certain
exceptions set forth in the Warrants, in the event of a fundamental
transaction, as described therein, each of the holders of the
Warrants shall have the right to exercise its Warrants and receive
the same amount and kind of securities, cash or property as such
holder would have been entitled to receive upon the occurrence of
such fundamental transaction if such holder had been, immediately
prior to such fundamental transaction, the holder of shares of
Common Stock issuable upon the exercise of its Warrant. If a
registration statement covering the issuance of the shares of
Common Stock issuable upon exercise of the Warrants is not
available for the issuance of such shares, then the holders may
exercise the Warrants by means of a "cashless exercise."
Additionally, in the event of a fundamental transaction within the
Company's control, as described in the Common Warrants, each holder
of the Common Warrants will have the right to require the Company
to repurchase the unexercised portion of its Common Warrant at its
fair value using the Black Scholes option pricing formula. In the
event of a fundamental transaction that is not within the Company's
control, each holder of the Common Warrants will have the right to
require the Company or a successor entity to redeem the unexercised
portion of its Common Warrant for the same consideration paid to
the holders of the Company's common stock in the fundamental
transaction at the unexercised Common Warrant's fair value using
the Black Scholes option pricing formula.
A holder (together with its affiliates) may not exercise any
portion of the Warrants to the extent that the holder would own
more than 4.99% (or, at the holder's option upon issuance, 9.99%)
of the outstanding shares of Common Stock immediately after
exercise (the "Beneficial Ownership Limitation"). However, upon at
least 61 days' prior notice from the holder to the Company, a
holder may increase or decrease the Beneficial Ownership Limitation
in accordance with the terms of the Warrant, provided that it does
not exceed 9.99%.
Pursuant to the Purchase Agreement, the Company has agreed to
certain restrictions on the issuance and sale of the Common Stock
or Common Stock Equivalents (as defined in the Purchase Agreement)
until December 27, 2024, subject to certain exceptions set forth
therein.
The Shares, the Warrants and the shares of Common Stock issuable
upon exercise of the Warrants were offered and sold by the Company
pursuant to an effective shelf registration statement on Form S-3,
which was originally filed with the Securities and Exchange
Commission (the "SEC") on December 22, 2023, as amended, and was
declared effective on January 11, 2024 (File No. 333-276245), a
base prospectus dated January 11, 2024 and a prospectus supplement
dated December 11, 2024. The Offering closed on December 13, 2024.
All of the shares of Common Stock, Pre-Funded Warrants and
accompanying Common Warrants sold in the Offering were sold
directly by the Company. Although such securities were sold
directly by the Company, the Company was obligated to pay certain
fees to StockBlock Securities LLC ("StockBlock") pursuant to
certain contractual obligations between the Company and StockBlock.
Pursuant to such contractual obligations, the Company paid
StockBlock an aggregate cash fee equal to 8.0% of the gross
proceeds actually received by the Company from the Offering. The
Company also issued StockBlock or its designees warrants,
substantially in the form of the Common Warrants, to purchase up to
an aggregate of 4,601,036 shares of Common Stock (the "StockBlock
Warrants"), representing up to 8.0% of the total number of Shares
and Pre-Funded Warrants issued in the Offering. The StockBlock
Warrants have an exercise price of $0.7375 per share (which
represents 125% of the combined offering price per Share and the
Common Warrants sold in the Offering), will become exercisable on
the six month anniversary of the date of issuance and one half of
the StockBlock Warrants (or StockBlock Warrants to purchase an
aggregate of 2,300,518 shares of Common Stock) have a term that
expires five years from the commencement of sales in the Offering
and the remaining one-half of such StockBlock Warrants (or
StockBlock Warrants to purchase an aggregate of 2,300,518 shares of
Common Stock) have a term that expires on the date that is two and
one-half years from the date of issuance.
The Purchase Agreement contains customary representations and
warranties, agreements and obligations, conditions to closing and
termination provisions.
The representations, warranties and covenants contained in the
Purchase Agreement were made only for purposes of such agreement
and as of specific dates, were solely for the benefit of the
parties to the Purchase Agreement, and may be subject to
limitations agreed upon by the contracting parties. Accordingly,
the Purchase Agreement is incorporated herein by reference only to
provide investors with information regarding the terms of the
Purchase Agreement, and not to provide investors with any other
factual information regarding the Company or its business, and
should be read in conjunction with the disclosures in the Company's
periodic reports and other filings with the SEC.
Amendment to Common Stock Purchase Warrant
On December 11, 2024, the Company entered into a warrant amendment
(the "Warrant Amendment") with one of the investors to exercise the
outstanding amount of certain warrants that the Company issued to
such investor on March 5, 2024. Pursuant to the Warrant Amendment,
the investor agreed to exercise outstanding warrants to purchase an
aggregate of 1,764,706 shares of the Common Stock in cash at an
amended exercise price of $0.59 per share. The gross proceeds to
the Company from such exercise is approximately $1.041 million (the
"Payment Amount"). Pursuant to the Warrant Amendment, if the
Payment Amount has not been received by the Company by the second
business day after the date the Warrant Amendment was entered into,
the exercise price in effect prior to the date of the Warrant
Amendment shall remain as in effect, which is $1.70 per share.
A full-text copy of the Form 8-K is available at
https://urlcurt.com/u?l=Lz5RQ0
About Scilex Holding
Headquartered in Palo Alto, Calif., Scilex Holding Company is an
innovative revenue-generating company focused on acquiring,
developing and commercializing non-opioid pain management products
for the treatment of acute and chronic pain. The Company targets
indications with high unmet needs and large market opportunities
with non-opioid therapies for the treatment of patients with acute
and chronic pain and are dedicated to advancing and improving
patient outcomes. Scilex's commercial products include: (i)
ZTlido
(lidocaine topical system) 1.8%, a prescription lidocaine topical
product approved by the U.S. Food and Drug Administration for the
relief of neuropathic pain associated with postherpetic neuralgia,
which is a form of post-shingles nerve pain; (ii) ELYXYB, a
potential first-line treatment and the only FDA-approved,
ready-to-use oral solution for the acute treatment of migraine,
with or without aura, in adults; and (iii) Gloperba, the first and
only liquid oral version of the anti-gout medicine colchicine
indicated for the prophylaxis of painful gout flares in adults.
San Diego, California-based Ernst & Young LLP, the Company's
auditor since 2020, issued a "going concern" qualification in its
report dated March 11, 2024, citing that the Company has negative
working capital, has suffered losses from operations, has
recurring
negative cash flows from operations, and has stated that
substantial doubt exists about the Company's ability to continue
as
a going concern.
SEVEN RIVERS: Beverly Brister Named Subchapter V Trustee
--------------------------------------------------------
The Acting U.S. Trustee for Region 13 appointed Beverly Brister,
Esq., a practicing attorney in Benton, Ark., as Subchapter V
trustee for Seven Rivers Leasing Corporation, Inc.
Ms. Brister will be paid an hourly fee of $300 for her services as
Subchapter V trustee. Should travel be required outside of Saline
or Pulaski Counties, the Subchapter V trustee will seek a
compensation rate of $100 per hour for actual travel time
incurred.
Ms. Brister declared that she is a disinterested person according
to Section 101(14) of the Bankruptcy Code.
The Subchapter V trustee can be reached at:
Beverly I. Brister, Esq.
Attorney at Law
212 W. Sevier
Benton, AR 72015
Phone: 501-778-2100
Email: bibristerlaw@gmail.com
About Seven Rivers Leasing Corporation
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 sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. W.D. Ark. Case No. 24-72084) on December
15, 2024, with $10,193,027 in assets and $796,716 in liabilities.
Brenda Rose Sloan, secretary and treasurer of Seven Rivers, signed
the petition.
Judge Bianca M. Rucker presides over the case.
Stanley V. Bond, Esq., at Bond Law Office represents the Debtor as
bankruptcy counsel.
SICHEM INC: Katharine Battaia Clark Named Subchapter V Trustee
--------------------------------------------------------------
The U.S. Trustee for Region 6 appointed Katharine Battaia Clark of
Thompson Coburn, LLP as Subchapter V trustee for Sichem, Inc.
Ms. Clark will be paid an hourly fee of $525 for her services as
Subchapter V trustee and will be reimbursed for work-related
expenses incurred.
Ms. Clark declared that she is a disinterested person according to
Section 101(14) of the Bankruptcy Code.
The Subchapter V trustee can be reached at:
Katharine Battaia Clark
Thompson Coburn, LLP
2100 Ross Avenue, Ste. 3200
Dallas, TX 75201
Office: 972-629-7100
Mobile: 214-557-9180
Fax: 972-629-7171
Email: kclark@thompsoncoburn.com
About Sichem Inc.
Sichem, Inc. sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. N.D. Texas Case No. 24-44555) on December
9, 2024, with $100,000 to $500,000 in assets and $1 million to $10
million in liabilities. Ademola Oyerokun, president of Sichem,
signed the petition.
Robert T. DeMarco, Esq., at DeMarco Mitchell, PLLC represents the
Debtor as legal counsel.
SMS LAKEWOOD: Taps Keller Williams, Total Realty as Lease Brokers
-----------------------------------------------------------------
SMS Lakewood LLC seeks approval from the U.S. Bankruptcy Court for
the District of Colorado to hire Keller Williams Advantage Realty,
LLC and Total Realty Advisors, LLC d/b/a Lucchesi Property Group as
leasing brokers.
The brokers will continue to market the Debtor's property located
at 12567 West Cedar Drive, Lakewood, Colorado 80228, and secure
tenants for the available commercial suites.
The parties have agreed that the commission to the broker will be
$2 per square foot per year payable one half upon lease execution
and one half upon rent commencement,
As disclosed in a court filing, Keller Williams Advantage Realty,
LLC and Total Realty Advisors are "disinterested persons" pursuant
to Section 101(14) of the Bankruptcy Code.
The brokers can be reached through:
Ryan Devin
Keller Williams Advantage Realty, LLC
165 S UNION BLVD
LAKEWOOD, CO, 80228
Tel: (303) 579-9428
- and -
Dan Lucchesi
Total Realty Advisors, LLC
d/b/a Lucchesi Property Group
363 VALLE ESCONDIDO DR
DURANGO, CO 81303
Office: (970) 799-5354
Mobile: (303) 999-1586
Email: Dan@TotalRealtyAdvisors.com
About SMS Lakewood LLC
SMS Lakewood LLC is a Single Asset Real Estate debtor (as defined
in 11 U.S.C. Section 101(51B)).
SMS Lakewood LLC sought relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. D. Col. Case No. 24-16228) on October 21,
2024. In the petition filed by Richard Mittasch, as vice president,
the Debtor reports estimated assets and liabilities between $1
million and $10 million each.
Honorable Bankruptcy Judge Michael E. Romero handles the case.
The Debtor is represented by Aaron J. Conrardy, Esq. at WADSWORTH
GARBER WARNER CONRARDY, P.C.
SOLUNA HOLDINGS: Completes Payoff of Outstanding Convertible Notes
------------------------------------------------------------------
On December 12, 2024, Soluna Holdings, Inc., announced the
successful completion of a final conversion and payoff of its
outstanding convertible notes, the Company disclosed in a Form 8-K
filing with the U.S. Securities and Exchange Commission.
The Company entered into an agreement with Alpha Capital Anstalt,
3i, LP, and Supereight Capital Holdings Ltd. (the "Note Holders")
pursuant to which the Note Holders elected to immediately convert
all of the outstanding principal and accrued interest of certain
convertible notes into shares of the Company's common stock. The
agreement satisfied the full outstanding debt owed to the Note
Holders under the Convertible Notes. Following the conversion,
335,661 shares of common stock were issued to the Note Holders in
accordance with the terms of the Convertible Notes, as amended. No
further amounts are owed by the Company under the Convertible
Notes.
About Soluna Holdings
Headquartered in Albany, New York, Soluna Holdings designs,
develops, and operates digital infrastructure that transforms
surplus renewable energy into global computing resources. The
Company's modular data centers can be co-located with wind, solar,
or hydroelectric power plants and support compute-intensive
applications, including Bitcoin mining, generative AI, and
scientific computing. This approach aids in energizing a greener
grid while providing cost-effective and sustainable computing
solutions.
Going Concern
The Company was in a net loss, has negative working capital, and
has significant outstanding debt as of March 31, 2024. These
factors, among others, indicate that there is substantial doubt
about the Company's ability to continue as a going concern within
one year after the issuance of the Company's condensed financial
statements, according to the Company's Quarterly Report for the
period ended March 31, 2024.
As of June 30, 2024, Soluna Holdings reported $98.68 million in
total assets, $48.74 million in total liabilities, and $49.93
million in total equity.
SOVEREIGN CAPITAL: Voluntary Chapter 11 Case Summary
----------------------------------------------------
Debtor: Sovereign Capital Holdings, LLC
90 Hoover Drive
Cresskill, NJ 07626
Business Description: The Debtor owns and operates a healthcare
business.
Chapter 11 Petition Date: December 20, 2024
Court: United States Bankruptcy Court
District of New Jersey
Case No.: 24-22500
Judge: Hon. Stacey L Meisel
Debtor's Counsel: Anthony Sodono, III, Esq.
MCMANIMON, SCOTLAND & BAUMANN, LLC
75 Livingston Avenue
Suite 201
Roseland, NJ 07068
Tel: 973-622-1800
E-mail: asodono@msbnj.com
Estimated Assets: $0 to $50,000
Estimated Liabilities: $50 million to $100 million
The petition was signed by John H. Hajjar, MD as CEO.
The Debtor failed to include in the petition a list of its 20
largest unsecured creditors.
A full-text copy of the petition is available for free at
PacerMonitor.com at:
https://www.pacermonitor.com/view/DV4MT3Y/Sovereign_Capital_Holdings_LLC__njbke-24-22500__0001.0.pdf?mcid=tGE4TAMA
SOVEREIGN MEDICAL: Voluntary Chapter 11 Case Summary
----------------------------------------------------
Debtor: Sovereign Medical Services, Inc.
680 Kinderkamack Road
Oradell, NJ 07649
Business Description: The Debtor owns and operates a healthcare
business.
Chapter 11 Petition Date: December 20, 2024
Court: United States Bankruptcy Court
District of New Jersey
Case No.: 24-22498
Judge: Hon. John K. Sherwood
Debtor's Counsel: Anthony Sodono, III, Esq.
MCMANIMON, SCOTLAND & BAUMANN, LLC
75 Livingston Avenue
Suite 201
Roseland, NJ 07068
Tel: 973-622-1800
Email: asodono@msbnj.com
Estimated Assets: $0 to $50,000
Estimated Liabilities: $50 million to $100 million
The petition was signed by John H. Hajjar, MD as CEO.
The Debtor failed to include in the petition a list of its 20
largest unsecured creditors.
A full-text copy of the petition is available for free at
PacerMonitor.com at:
https://www.pacermonitor.com/view/LFXPIKI/Sovereign_Medical_Services_Inc__njbke-24-22498__0001.0.pdf?mcid=tGE4TAMA
SPD 2010: Seeks to Hire McManimon Scotland & Baumann as Attorney
----------------------------------------------------------------
SPD 2010, LLC seeks approval from the U.S. Bankruptcy Court for the
Eastern District of New York to hire McManimon, Scotland & Baumann,
LLC as attorneys.
The firm's services include:
a. advising the Debtor with respect to the power, duties and
responsibilities in the continued management of its financial
affairs as a debtor, including the rights and remedies of the
debtor-in-possession with respect to its assets and claims of
creditors;
b. advising the Debtor with respect to preparing and obtaining
approval of a disclosure statement and plan of reorganization;
c. preparing on behalf of the Debtor, as necessary,
applications, motions, complaints, answers, orders, reports, and
other pleadings and documents;
d. appearing before this Court and other officials and
tribunals, if necessary, and protecting the interests of the Debtor
in federal, state, and foreign jurisdictions and administrative
proceedings;
e. negotiating and preparing documents relating to the use,
reorganization, and disposition of assets as requested by the
Debtor;
f. negotiating and formulating a disclosure statement and plan
of reorganization;
g. advising the Debtor concerning the administration of its
estate as a debtor-in-possession; and
h. performing such other legal services for the Debtor as may
be necessary and appropriate.
The Debtor has agreed to compensate McManimon at its usual hourly
rates and reimburse its expenses, charges, and disbursements.
Sari Placona, Esq., a partner at McManimon Scotland, assured the
Court that the firm is a "disinterested person" as the term is
defined in Section 101(14) of the Bankruptcy Code and does not
represent any interest adverse to the Debtor and its estates.
The firm can be reached through:
Sari B. Placona
McManimon, Scotland & Baumann, LLC
75 Livingston Avenue, Suite 201
Roseland, NJ 07068
Tel: (973) 622-1800
- and -
80 Pine Street, 10th Floor
New York, NY 10005
Email: splacona@msbnj.com
About SPD 2010 LLC
SPD 2010, LLC sought relief under Subchapter V of Chapter 11 of the
U.S. Bankruptcy Code (Bankr. E.D.N.Y. Case No. 24-44982) on
November 27, 2024, with $1 million to $10 million in assets and
$100,000 to $500,000 in liabilities. The petition was signed by
Svetlana Kibrik, sole owner, member and president of SPD 2010.
The Debtor is represented by Sari B. Placona, Esq. at McManimon,
Scotland & Baumann, LLC represents the Debtor as counsel.
ST. CHRISTOPHER: Hires SVN Deegan-Collins as Real Estate Broker
---------------------------------------------------------------
St. Christopher's, Inc. and The McQuade Foundation seek approval
from the U.S. Bankruptcy Court for the Southern District of New
York to employ SVN Deegan-Collins Commercial Realty as real estate
broker.
SVN has been marketing The McQuade Foundation's real property
located at 621 Blooming Grove Turnpike, New Windsor, New York.
The broker will receive a commission equal to 3 percent of the sale
or exchange price of the property.
SVN Managing Director Thomas A. Collins disclosed in a court filing
that he is a "disinterested person" as the term is defined in
Section 101(14) of the Bankruptcy Code.
The firm can be reached at:
Thomas A. Collins
SVN Deegan-Collins Commercial Realty
411 Washington Avenue, Suite 201
Kingston, NY 12401
Phone: (845) 339-9100
About St. Christopher's, Inc.
St. Christopher's, Inc. is a residential treatment center providing
services to children with special needs. It empowers children and
youth with special needs with the social emotional coping skills
and strengths they need -- and the healthcare, mental health and
social support services they require -- to enter adulthood
confident and equipped to meet life's challenges and
opportunities.
St. Christopher's and The McQuade Foundation filed petitions under
Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. S.D.N.Y.
Lead Case No. 24-22373) on April 29, 2024. Heidi Sorvino, Esq., at
White and Williams, LLP serves as Subchapter V trustee.
At the time of the filing, St. Christopher's reported $10 million
to $50 million in assets and $1 million to $10 million in
liabilities while McQuade reported $1 million to $10 million in
both assets and liabilities.
Judge Sean H. Lane presides over the cases.
Janice B. Grubin, Esq., at Barclay Damon, LLP represents the
Debtors as legal counsel.
STEEL FABRICATORS: Case Summary & 20 Largest Unsecured Creditors
----------------------------------------------------------------
Debtor: Steel Fabricators, Inc.
d/b/a SFI
617 North Timberline Road
Fort Collins, CO 80524
Chapter 11 Petition Date: December 23, 2024
Court: United States Bankruptcy Court
District of Colorado
Case No.: 24-17584
Judge: Hon. Joseph G Rosania Jr.
Debtor's Counsel: Katharine S. Sender, Esq.
ALLEN VELLONE WOLF HELFRICH & FACTOR, P.C.
1600 Stout Street
1900
Denver, CO 80202
Tel: 303-534-4499
Email: ksender@allen-vellone.com
Estimated Assets: $500,000 to $1 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Heidi Fox as CEO.
A copy of the Debtor's list of 20 largest unsecured creditors is
available for free at PacerMonitor.com at:
https://www.pacermonitor.com/view/WGRXHUA/Steel_Fabricators_Inc__cobke-24-17584__0002.0.pdf?mcid=tGE4TAMA
A full-text copy of the petition is available for free at
PacerMonitor.com at:
https://www.pacermonitor.com/view/R3LGN4Y/Steel_Fabricators_Inc__cobke-24-17584__0001.0.pdf?mcid=tGE4TAMA
SUNATION ENERGY: Board Appoints S. Maskin as Permanent CEO
----------------------------------------------------------
SUNation Energy Inc. disclosed in a Form 8-K filing with the U.S.
Securities and Exchange Commission that the Board of Directors of
the Company has determined to appoint its interim Chief Executive
Officer, Scott Maskin, as the permanent Chief Executive Officer of
the Company, effective December 10, 2024.
As previously announced on our Current Report on Form 8-K on May
23, 2024, Mr. Maskin was appointed and has served as the Interim
CEO since May 17, 2024, and will remain a member of the Board.
In connection with his appointment as the permanent CEO, the
Company and Mr. Maskin have entered into a written employment
agreement (the "CEO Employment Agreement") for an initial
three-year term, which provides for the following compensation
terms for Mr. Maskin: the CEO will receive a base annual salary of
$295,000 ("Base Salary"), and Mr. Maskin shall be eligible for the
potential bonus of up to fifty percent of his Base Salary, the
latter of which is discretionary based on goals established by the
Company's Board and may be changed from time to time.
In addition, Mr. Maskin shall be entitled to participate in all
employee benefit plans or programs offered by the Company to all
its employees, subject to the eligibility requirements and terms of
such plans or programs. Upon termination under the terms of the CEO
Employment Agreement, Mr. Maskin shall be entitled to receive his
Base Salary owed through the termination date, reimbursement of
reasonable unpaid expenses incurred through such termination date.
The CEO Employment Agreement also provides for certain payments and
benefits in the event of a termination of his employment under
specific circumstances. If, during the term of the CEO Employment
Agreement, his employment is terminated by the Company other than
for "cause," death or disability or by Mr. Maskin for "good reason"
(each as defined in his agreement), he would be entitled to (i) pay
or provide the Employee the benefits itemized in the CEO Employment
Agreement, subject to the his signing and not rescinding a release
of claims in a form acceptable to the Company, and he strictly
complies with the terms of the agreement and any other written
agreement between Mr. Maskin and the Company or any of its
affiliates as of the date any installments described therein is to
be paid, the Company shall pay to the CEO as severance pay a total
amount equal to one hundred percent of the annual Base Salary as of
the date of termination.
Pursuant to his employment agreement, Mr. Maskin has also agreed to
customary restrictions with respect to the disclosure and use of
the Company's confidential information, and has agreed that work
product or inventions developed or conceived by him while employed
with the Company relating to its business is the Company's
property. In addition, during the term of his employment and for
the 12 month period following his termination of employment for any
reason, Mr. Maskin has agreed not to, among other provisions, (1)
perform services on behalf of a competing business which was the
same or similar to the types services he was authorized, conducted,
offered or provided to the Company, (2) solicit or induce any of
the Company's employees or independent contractors to terminate
their employment with the Company, or (3) solicit any actual or
prospective customers with whom he had material contact on behalf
of a competing business.
Chief Operating Officer Employment Agreement
On December 9, 2024, the Company and Mr. James Brennan entered into
a written employment agreement in connection with Mr. Brennan's
employment as Chief Operating Officer (the "COO Employment
Agreement") for an initial three-year term, which provides for the
following compensation terms: the COO will receive a base annual
salary of $275,000 ("Base Salary"), and Mr. Brennan shall be
eligible for the potential bonus of up to forty percent of his Base
Salary, the latter of which is discretionary based on goals
established by the Company's Board and may be changed from time to
time.
In addition, Mr. Brennan shall be entitled to participate in all
employee benefit plans or programs offered by the Company to all
its employees, subject to the eligibility requirements and terms of
such plans or programs. Upon termination under the terms of the COO
Employment Agreement, Mr. Brennan shall be entitled to receive his
Base Salary owed through the termination date, reimbursement of
reasonable unpaid expenses incurred through such termination date.
The COO Employment Agreement also provides for certain payments and
benefits in the event of a termination of his employment under
specific circumstances. If, during the term of the COO Employment
Agreement, his employment is terminated by the Company other than
for "cause," death or disability or by Mr. Brennan for "good
reason" (each as defined in his agreement), he would be entitled to
(i) pay or provide the Employee the benefits itemized in the COO
Employment Agreement, subject to the his signing and not rescinding
a release of claims in a form acceptable to the Company, and he
strictly complies with the terms of the agreement and any other
written agreement between Mr. Brennan and the Company or any of its
affiliates as of the date any installments described therein is to
be paid, the Company shall pay to the COO as severance pay a total
amount equal to one hundred percent of the annual Base Salary as of
the date of termination.
Pursuant to his employment agreement, Mr. Brennan has also agreed
to customary restrictions with respect to the disclosure and use of
the Company's confidential information, and has agreed that work
product or inventions developed or conceived by him while employed
with the Company relating to its business is the Company's
property. In addition, during the term of his employment and for
the 12 month period following his termination of employment for any
reason, Mr. Brennan has agreed not to, among other provisions, (1)
perform services on behalf of a competing business which was the
same or similar to the types services he was authorized, conducted,
offered or provided to the Company, (2) solicit or induce any of
the Company's employees or independent contractors to terminate
their employment with the Company, or (3) solicit any actual or
prospective customers with whom he had material contact on behalf
of a competing business.
A full-text copy of the Form 8-K is available at
https://urlcurt.com/u?l=dd8JEH
About SUNation Energy,
fka Pineapple Energy Inc.
Pineapple Energy Inc. is a growing domestic operator and
consolidator of residential and commercial solar, battery storage,
and grid services solutions. Its strategy is focused on acquiring,
integrating, and growing leading local and regional solar,
storage,
and energy services companies nationwide. Pineapple is primarily
engaged in the sale, design, and installation of photovoltaic
solar
energy systems and battery storage systems through its
Hawaii-based
Hawaii Energy Connection and New York-based SUNation Solar Systems
entities.
Melville, N.Y.-based UHY LLP, the Company's auditor since 2023,
issued a "going concern" qualification in its report dated March
29, 2024, citing that the Company's current financial position and
the Company's forecasted future cash flows for 12 months beyond
the
date of issuance of the financial statements indicate that the
Company will not have sufficient cash to make the first SUNation
earnout payment in the second quarter of 2024 or the first
principal payment of the Long-Term Note due on November 9, 2024,
factors which raise substantial doubt about the Company's ability
to continue as a going concern.
For the years ended December 31, 2023, and December 31, 2022,
Pineapple Energy reported net losses of $8.1 million and $10.4
million, respectively. As of June 30, 2024, Pineapple Energy had
$52,853,691 in total assets, $23,830,867 in total current
liabilities, $23,477,561 in total long-term liabilities,
$16,442,945 in mezzanine equity, and $10,897,682 in total
stockholders' deficit.
As previously reported by The Troubled Company Reporter, Pineapple
Energy Inc. held a Special Meeting of Shareholders in November 2024
during which the Company's shareholders voted to the change of the
name of the Company from Pineapple Energy Inc. to SUNation Energy
Inc.
SURGEM LLC: Voluntary Chapter 11 Case Summary
---------------------------------------------
Debtor: Surgem, LLC
680 Kinderkamack Road
Oradell, NJ 07649
Chapter 11 Petition Date: December 20, 2024
Court: United States Bankruptcy Court
District of New Jersey
Case No.: 24-22501
Judge: Hon. John K. Sherwood
Debtor's Counsel: Anthony Sodono, III, Esq.
MCMANIMON, SCOTLAND & BAUMANN, LLC
75 Livingston Avenue, Suite 201
Roseland, NJ 07068
Tel: 973-622-1800
Email: asodono@msbnj.com
Estimated Assets: $0 to $50,000
Estimated Liabilities: $10 million to $50 million
The petition was signed by John H. Hajjar, MD as CEO.
The Debtor failed to include in the petition a list of its 20
largest unsecured creditors.
A full-text copy of the petition is available for free at
PacerMonitor.com at:
https://www.pacermonitor.com/view/WUXXN4A/Surgem_LLC__njbke-24-22501__0001.0.pdf?mcid=tGE4TAMA
TARO INVESTMENT: Taps SVN Auction Services as Broker/Auctioneer
---------------------------------------------------------------
Taro Investment Corporation seeks approval from the U.S. Bankruptcy
Court for the District of Maryland to employ SVN Auction Services,
LLC as broker/auctioneer.
SVN will represent the estate in conducting an auction sale of the
Debtor's property located at 4649 Sheppard Lane, Ellicott City,
Maryland.
The firm's services include:
(a) providing advice, counseling and services related to the
auction sale of the Property, including the preparation of a
marketing and due diligence materials; identifying potential
purchasers for the Property; and managing the bidding process with
potential buyers. This includes identifying potential "stalking
horse" bidders for the Property;
(b) representing the estate in connection with the sale of the
Debtor's Property; and
(c) conducting any administrative or other services related to
the foregoing.
The firm's commission will be paid as follows: 7 percent buyer's
premium, of which1.5 percent to be paid to procuring cause buyer's
side broker, or if the successful and winning bidder has not
broker, said 1.5 percent inures to the Debtor-in-Possession, and
5.5 percent to SVN.
SVN shall be entitled to reimbursement for approved marketing and
sale expenses in an amount not to exceed $ 23,700.
Louis B. Fisher, III, national director of SVN, assured the court
that SVN does not hold or represent any interest adverse to the
Debtor and is a disinterested person.
The firm can be reached through:
Louis B. Fisher, III
SVN Auction Services, LLC
909 West Esplanade Avenue, Suite 105
Kenner, LA 70065
Email: fisherl@svn.com
Tel: (954) 931-0592
About Taro Investment Corporation
The Debtor is engaged in the business of bottled water
manufacturing.
Taro Investment Corporation in Ellicott City MD, filed its
voluntary petition for Chapter 11 protection (Bankr. D. Md. Case
No. 24-13539) on April 26, 2024, listing $2,146,200 in assets and
$2,159,165 in liabilities. Meghan McCulloch, Personal
Representative of Estate of Thomas Taro Sr., authorized
representative of the Debtor, signed the petition.
Ronald L. Schwartz, Esq. serve as the Debtor's legal counsel.
TBOTG DEVELOPMENT: Seeks to Extend Exclusivity to Feb. 17, 2025
---------------------------------------------------------------
TBOTG Development, Inc., d/b/a The Bluffs On The Guadalupe, asked
the U.S. Bankruptcy Court for the Western District of Texas to
extend its exclusivity periods to file a plan of reorganization and
obtain acceptance thereof to February 17, 2025.
The Debtor explains that under the circumstances, including the
filing of a plan within the exclusive period, the length of time
the case has been on file, the size and complexity of the case, and
the fact that the Debtor is not seeking the extension to pressure
creditors, the Debtor believes the relevant factors weigh in favor
of extending exclusivity.
This is the Debtor's second request, but it is necessitated by the
Disclosure Statement hearing being set outside of the period in
which exclusivity would exist under the first request.
The Debtor believes that this extension will give it time to
sufficiently determine and realize the value(s) of the assets at
issue, giving it the ability to structure a plan that is in the
best interest of the creditors, the estate, and the Debtor.
TBOTG Development, Inc., is represented by:
Kell C. Mercer, Esq.
Kell C. Mercer, P.C.
901 S. Mopac Expy. Bldg. 1, Suite 300
Austin, TX 78746
Telephone: (512) 627-3512
Email: kell.Mercer@mercer-law-pc.com
About TBOTG Development
TBOTG Development, Inc., owns and operates The Bluffs on The
Guadalupe, a subdivision in Comal County, Texas, having an
appraised value of $32.1 million.
TBOTG Development filed a Chapter 11 petition (Bankr. W.D. Texas
Case No. 24-10411) on April 16, 2024, with $35,996,538 in total
assets and $22,885,007 in total liabilities. William T. Korioth,
president, signed the petition.
Judge Shad Robinson oversees the case.
Kell C. Mercer, PC and Armbrust & Brown, PLLC serve as the Debtor's
bankruptcy counsel and special litigation counsel, respectively.
TERRA TECHNOLOGIES: Seeks to Hire TRM Accounting as Auditor
-----------------------------------------------------------
Terra Technologies, Inc. seeks approval from the U.S. Bankruptcy
Court for the Western District of Kentucky to hire Tena McNair
d/b/a TRM Accounting as auditor.
The firm will render these services:
a. assist the Debtor in its financial planning; and
b. advise the Debtor with respect to its financial reporting
obligations.
The Debtor has agreed to compensate the firm for services rendered
on an hourly basis, at the rates of $25 to $35.
As disclosed in the court filings, Tena McNair does not have an
interest materially adverse to the interest of the estate or of any
class of creditors or equity security holders, by reason of any
direct or indirect relationship to, connection with, or interest in
the Debtor, or for any other reason.
The firm can be reached through:
Tena McNair, CPA
TRM Accounting
1200 University Blvd #220
Jupiter, FL 33458
Phone: (561) 680-3445
About Terra Technologies
Terra Technologies, Inc. offers a full-system repair and service
for lab equipment. The company is based in Louisville, Ky.
Terra Technologies filed Chapter 11 petition (Bankr. W.D. Ky. Case
No. 24-32233) on Sept. 12, 2024, with $500,001 to $1 million in
assets and $1 million to $10 million in liabilities. Michael
Wheatley serves as Subchapter V trustee.
Tyler R. Yeager, Esq., at Kaplan Johnson Abate & Bird, LLP is the
Debtor's legal counsel.
TRANS AMERICAN: Tom Howley of Howley Law Named Subchapter V Trustee
-------------------------------------------------------------------
The U.S. Trustee for Region 7 appointed Tom Howley, Esq., at Howley
Law, PLLC as Subchapter V trustee for Trans American Aquaculture,
LLC.
Mr. Howley will be paid an hourly fee of $550 for his services as
Subchapter V trustee and an hourly fee of $200 for support staff
working under his supervision. In addition, the Subchapter V
trustee will receive reimbursement for work-related expenses
incurred.
Mr. Howley declared that he is a disinterested person according to
Section 101(14) of the Bankruptcy Code.
The Subchapter V trustee can be reached at:
Tom Howley, Esq.
Howley Law, PLLC
711 Louisiana Street, Suite 1850
Houston, TX 77002
Telephone: (713) 333-9120
Email: tom@howley-law.com
About Trans American Aquaculture
Trans American Aquaculture, LLC is a family-owned company in
Dallas, Texas, that produces white shrimps.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. S.D. Texas Case No. 24-10217) on December
13, 2024, with $1 million to $10 million in both assets and
liabilities. Adam Thomas, chief executive officer signed the
petition.
Judge Eduardo V. Rodriguez presides over the case.
David R. Langston, Esq., at Mullin Hoard & Brown, LLP represents
the Debtor as bankruptcy counsel.
UNRIVALED BRANDS: Taps Buchalter APC as Special Litigation Counsel
------------------------------------------------------------------
Unrivaled Brands, Inc. and its affiliates seek approval from the
U.S. Bankruptcy Court for the Central District of California to
employ Buchalter, APC as special litigation counsel.
The firm's services include:
a. advising the Debtors with regard to their rights, claims
and interests related to the People's Claims;
b. as necessary, representing the Debtors in any proceeding or
hearing in the Bankruptcy Court involving their estates as such is
related to the People's Claims;
c. as necessary, conducting examinations of witnesses,
claimants or adverse parties and representing the Debtors in any
adversary proceeding related to the People's Claims; and
d. performing any other services which may be appropriate in
Buchalter's representation of the Debtors during their bankruptcy
cases related to the People's Claims.
The firm will be paid at these rates:
Roger L. Scott $800 per hour
Scott O. Smith $725 per hour
In addition, the firm will receive reimbursement for its
out-of-pocket expenses.
Buchalter received retainer fees in the total amount of $125,000.
Roger Scott, Esq., a shareholder at Buchalter, A Professional
Corporation, disclosed in a court filing that his firm is a
"disinterested person" as the term is defined in Section 101(14) of
the Bankruptcy Code.
The firm can be reached at:
Caroline R. Djang, Esq.
Buchalter, A Professional Corporation
18400 Von Karman Avenue, Suite 800
Irvine, CA 92612-0514
Tel: (949) 224-6265
Fax: (949) 720-0182
Email: rscott@buchalter.com
About Unrivaled Brands, Inc.
Business Description: Unrivaled owns 100% membership interests in
Halladay, and Halladay is Unrivaled's wholly owned subsidiary.
Halladay's primary asset is a commercial real property building.
Unrivaled Brands, Inc. in Downey, CA, sought relief under Chapter
11 of the Bankruptcy Code filed its voluntary petition for Chapter
11 protection (Bankr. C.D. Cal. Lead Case No. 24-19127) on Nov. 6,
2024, listing $10 million to $50 million in assets and $1 million
to $10 million in liabilities. Sabas Carrillo as chief executive
officer, signed the petition.
LEVENE, NEALE, BENDER, YOO & GOLUBCHIK L.L.P. serves as the
Debtor's legal counsel.
US ECO PRODUCTS: Stephen Darr Named Subchapter V Trustee
--------------------------------------------------------
The U.S. Trustee for Region 1 appointed Stephen Darr of Huron
Consulting Group as Subchapter V trustee for US Eco Products
Corporation.
Mr. Darr will be paid an hourly fee of $825 for his services as
Subchapter V trustee and will be reimbursed for work-related
expenses incurred.
Mr. Darr declared that he is a disinterested person according to
Section 101(14) of the Bankruptcy Code.
The Subchapter V trustee can be reached at:
Stephen Darr
Huron Consulting Group
265 Franklin Street, Suite 402
Boston MA 02110
Phone: (617) 226-5593
Email: sdarr@hcg.com
About US Eco Products Corporation
US Eco Products Corporation sought protection under Chapter 11 of
the U.S. Bankruptcy Code (Bankr. D. Mass. Case No. 24-41263) on
December 9, 2024. In the petition signed by Doreen Blades,
president, the Debtor disclosed $320,830 in assets and $1,249,695
in liabilities.
Judge Elizabeth D. Katz oversees the case.
Michael B. Feinman, Esq., at Feinman Law Office, represents the
Debtor as bankruptcy counsel.
VICTORIA LIGHT: Voluntary Chapter 11 Case Summary
-------------------------------------------------
Debtor: Victoria Light, LLC
16 Marble Street
Worcester, MA 01603
Business Description: Victoria Light is a Single Asset Real Estate
debtor (as defined in 11 U.S.C. Section
101(51B)).
Chapter 11 Petition Date: December 20, 2024
Court: United States Bankruptcy Court
District of Massachusetts
Case No.: 24-41304
Debtor's Counsel: John O. Desmond, Esq.
5 Edgell Road, Suite 30A
Framingham, MA 01701
Tel: 508-879-9638
Email: attorney@jdesmond.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Steve Dashevsky as manager.
The Debtor failed to include in the petition a list of its 20
largest unsecured creditors.
A full-text copy of the petition is available for free at
PacerMonitor.com at:
https://www.pacermonitor.com/view/ZMQUXDA/Victoria_Light_LLC__mabke-24-41304__0001.0.pdf?mcid=tGE4TAMA
VIVAKOR INC: Files Amended Financial Statements of Endeavor Units
-----------------------------------------------------------------
On October 1, 2024, Vivakor, Inc., Jorgan Development, LLC, a
Louisiana limited liability company, and JBAH Holdings, LLC, a
Texas limited liability company, as the equity holders of Endeavor
Crude, LLC, a Texas limited liability company, Equipment Transport,
LLC, a Pennsylvania limited liability company, Meridian Equipment
Leasing, LLC, a Texas limited liability company, and Silver Fuels
Processing, LLC, a Texas limited liability company, closed the
transactions that were the subject of the previously-disclosed
Membership Interest Purchase Agreement among them dated March 21,
2024, as amended (the "MIPA").
The Company disclosed in a Form 8-K/A filing with the U.S.
Securities and Exchange Commission that they filed an amendment and
supplement to the Initial Report to provide financial statements of
the Endeavor Entities, and the pro forma financial statements of
the Company, a full-text copy of which is available at
https://urlcurt.com/u?l=EpE6Jy
About Vivakor Inc.
Coralville, Iowa-based Vivakor, Inc. is a socially responsible
operator, acquirer, and developer of technologies and assets in
the
oil and gas industry, as well as related environmental solutions.
Currently, the Company's efforts are primarily focused on
operating
crude oil gathering, storage and transportation facilities, as
well
as contaminated soil remediation services.
Houston, Texas-based Marcum LLP, the Company's auditor since 2022,
issued a "going concern" qualification in its report dated April
16, 2024, citing that the Company has a significant working
capital
deficiency, has incurred significant losses, and needs to raise
additional funds to meet its obligations and sustain its
operations. These conditions raise substantial doubt about the
Company's ability to continue as a going concern.
As of Sept. 30, 2024, Vivakor had $72.54 million in total assets,
$55.80 million in total liabilities, and $16.74 million in total
stockholders' equity.
XTI AEROSPACE: Issues 16MM Shares to Cancel Preferred Stock
-----------------------------------------------------------
XTI Aerospace, Inc., issued an aggregate of 16,990,659 shares of
common stock to a holder of shares of the Company's Series 9
Preferred Stock, at an effective price per share between $0.0432
and $0.0435, in exchange for the return and cancellation of an
aggregate of 701.121 shares of Series 9 Preferred Stock with an
aggregate stated value of $736,177.05, pursuant to the terms and
conditions of exchange agreements dated December 9, 2024 and
December 10, 2024, the Company disclosed in a Form 8-K filing with
the U.S. Securities and Exchange Commission.
The Preferred Exchange Shares were issued in reliance on the
exemption from registration provided by Section 3(a)(9) of the
Securities Act of 1933, as amended, on the basis that (a) the
Preferred Exchange Shares were issued in exchange for other
outstanding securities of the Company; (b) there was no additional
consideration delivered by the holder in connection with the
exchange; and (c) there were no commissions or other remuneration
paid by the Company in connection with the exchange.
As of December 13, 2024, the Company has 294,438,948 shares of
common stock outstanding.
About XTI Aerospace
XTI Aerospace, Inc. -- https://xtiaerospace.com/ -- is the parent
company of XTI Aircraft Company headquartered near Denver,
Colorado. XTI Aerospace is developing the TriFan 600, a vertical
lift crossover airplane (VLCA) that combines the vertical takeoff
and landing (VTOL) capabilities of a helicopter with the speed and
range of a fixed-wing business aircraft. The TriFan 600 is
designed
to reach speeds of 345 mph and a range of 700 miles.
New York-based Marcum LLP, the Company's auditor since 2012,
issued
a "going concern" qualification in its report dated April 16,
2024,
citing that the Company has a significant working capital
deficiency, has incurred significant losses, and needs to raise
additional funds to meet its obligations and sustain its
operations. These conditions raise substantial doubt about the
Company's ability to continue as a going concern.
XTI Aerospace reported a net loss of $47.10 million for the year
ended Dec. 31, 2023, compared to a net loss of $66.30 million for
the year ended Dec. 31, 2022. As of June 30, 2024, the Company had
$34.04 million in total assets, $23.47 million in total
liabilities, and $10.57 million in total stockholders' equity.
ZURVITA HOLDINGS: Case Summary & 20 Largest Unsecured Creditors
---------------------------------------------------------------
Two affiliates that concurrently filed voluntary petitions for
relief under Chapter 11 of the Bankruptcy Code:
Debtor Case No.
------ --------
Zurvita Holdings, Inc. (Lead Case) 24-12823
4450 W. Walnut Hill Lane
Suite 110
Irving, TX 75038
Zurvita, Inc. 24-12824
Business Description: Zurvita is a direct sales company which is
focused on health and wellness. Its
signature product, Zeal, is an all-in-one
nutritional drink mix to enjoy the benefits
of essential nutrients and superfoods in one
simple solution to help modern families
achieve their health goals deliciously and
affordably.
Chapter 11 Petition Date: December 20, 2024
Court: United States Bankruptcy Court
District of Delaware
Judge: Hon. Mary F Walrath
Debtors'
Bankruptcy
Counsel: Aaron H. Stulman, Esq.
POTTER ANDERSON & CORROON LLP
1313 N. Market Street, 6th Floor
Wilmington, DE 19801
Tel: (302) 984-6000
Email: astulman@potteranderson.com
Debtors'
Investment
Banker: SC&H GROUP, INC.
Debtors'
Claims &
Noticing
Agent: RELIABLE COMPANIES D/B/A RELIABLE
Each Debtor's
Estimated Assets: $1 million to $10 million
Each Debtor's
Estimated Liabilities: $10 million to $50 million
The petitions were signed by Shadron L. Stastney as director.
Full-text copies of the petitions containing, among other items,
lists of the Debtors' 20 largest unsecured creditors are available
for free at PacerMonitor.com at:
https://www.pacermonitor.com/view/JUJ2RHA/Zurvita_Holdings_Inc__debke-24-12823__0001.0.pdf?mcid=tGE4TAMA
https://www.pacermonitor.com/view/CQJDW4I/Zurvita_Inc__debke-24-12824__0001.0.pdf?mcid=tGE4TAMA
*********
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
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however, be complete or accurate. The Monday Bond Pricing table
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