/raid1/www/Hosts/bankrupt/TCR_Public/241231.mbx
T R O U B L E D C O M P A N Y R E P O R T E R
Tuesday, December 31, 2024, Vol. 28, No. 365
Headlines
11AM INDUSTRIES: Starts Subchapter V Bankruptcy Proceeding
1847 HOLDINGS: Amends Prior Purchase Agreement
1847 HOLDINGS: Inks Securities Purchase Deal for $11.42MM
1847 HOLDINGS: Unit Inks Management Services Pact w/ 1847 Partners
818 REAL ROAD: Hires Benjamin Donel as Special Litigation Counsel
ADVENT TECHNOLOGIES: V. Gregoriou Terminated as CEO, Director
ALGORHYTHM HOLDINGS: Sells 24MM Shares to Investors for $1.6-Mil.
ALK ASPHALT: Gets Final OK to Use Cash Collateral
ALL INCLUSIVE: Seeks Chapter 11 Bankruptcy Protection in Texas
ALPINEBAY INC: Gets Interim OK to Use Cash Collateral Until Jan. 29
ASPEN ELECTRONICS: Taps Schwenke & Associates as Accounting Advisor
AUTORAMA ENTERPRISES: Sec. 341(a) Meeting of Creditors on Jan. 23
AW CONCORDIA: Hires Rountree Leitman Klein as Attorney
BEECH INTERNATIONAL: Hires Stevens & Lee PC as Legal Counsel
BEECH INTERNATIONAL: Hires Weir LLP as Special Counsel
BEXIN REALTY: Hires Davidoff Hutcher & Citron LLP as Attorney
BIOSIG TECHNOLOGIES: Sells Shares of Stock for $8.5-Mil.
BIOXCEL THERAPEUTICS: Oaktree Capital Holds 5.2% Equity Stake
BIOXCEL THERAPEUTICS: Qatar Investment Holds 5.20% Equity Stake
BIT MINING: Regains Compliance w/ NYSE Continued Listing Standards
BRPS TITLE: Gets Interim OK to Use Cash Collateral
BUILDING BLOCKS: Hires Stichter Riedel Blain as Legal Counsel
COMMERCIAL FURNITURE: Gets Interim OK to Use Cash Collateral
COMPLETE BEVERAGE: Gets Final OK to Use Cash Collateral
CONTAINER STORE: Paul Hastings Represents Ad Hoc Group
CUBITAC CORP: Seeks Approval to Hire Bederson LLP as Accountant
CUCINA ANTICA: Files Emergency Bid to Use Cash Collateral
DORMIFY INC: Hires Goldstein & McClintock LLLP as Counsel
DUSOBOX CORP: Amends Sale Motion to Modify Time to File Objections
DVC3 LLC: Seeks Access to SBA's Cash Collateral
E&J PROPERTIES: Hires Relay Accounting as Accountant
ELITA 7 LLC: Gets Interim OK to Use Cash Collateral Until Jan. 23
EMS WAREHOUSING: James LaMontagne Named Subchapter V Trustee
ENTECCO FILTER: Hires Langford de Kock LLP as Accountant
FUSE GROUP: Lowers Net Loss to $40K in Fiscal Year Ended Sept. 30
G FAB INC: Hires Law Offices of Keith Y. Boyd as Counsel
GAUCHO GROUP: Directors OK Placement of Preferred Stock for $7.2MM
GRESHAM WORLDWIDE: Court Extends Use of Cash Collateral to Jan. 17
HALL OF FAME: CH Capital Loan Maturity Date Extended to Dec. 2025
HIRSCH GLASS: Gets Final OK to Use $1.95-Mil. in Cash Collateral
IDEAL HEALTH: Court Denies Bid to Use Cash Collateral
IGNITE OPTICS: Kevin Neiman Named Subchapter V Trustee
IHEARTCOMMUNICATIONS INC: Moody's Confirms 'Caa1' CFR
IMERI ENTERPRISES: Fine-Tunes Plan Documents
INOTIV INC: Inks Underwriting Agreement with Lake Street
IYS VENTURES: Court OKs Use of Cash Collateral Until March 1
JINGBO TECHNOLOGY: Sells Shares for $1.54MM to G. Zhang
K&N PARENT: S&P Withdraws 'CCC+' Issuer Credit Rating
KARAS FOOD: Hires Rosenstein & Associates as Counsel
KING ESTATES: Taps Law Offices of Michael Fourte as Special Counsel
KULR TECHNOLOGY: Agent Gets 2.5% Fee Under Amended Sales Agreement
KULR TECHNOLOGY: Purchases 217.18 Bitcoin for $21 Million
KULR TECHNOLOGY: Regains Compliance with NYSE Listing Standard
LOOP MEDIA: Gets $31K Funding From 1800 Diagonal
LOOP MEDIA: Incurs $24.50 Million Net Loss in FY Ended Sept. 30
MALIA REALTY: Hires AGR Realty & Property as Real Estate Broker
MARDEEN INC: Hires Rosenstein & Associates as Counsel
MARINUS PHARMACEUTICALS: Gets 2 Non-Compliance Notices From Nasdaq
MARKETING ANALYSTS: Hires Burnett Bookkeeping LLC as Bookkeeper
MARQUEZ CONSTRUCTION: Seeks Cash Collateral Access
MCAP LLC: Hires Michael Jay Berger as Bankruptcy Counsel
MERCURITY FINTECH: Closes $10 Million Private Placement Financing
MIDSTATE BASEMENT: Court OKs Continued Use of Cash Collateral
MODEL TOBACCO: Case Summary & 14 Unsecured Creditors
MYSTICAL STARS: Committee Taps Vestcorp LLC as Accountant
NEW DIRECTION: Behrooz Vida Named Subchapter V Trustee
NICK'S PIZZA: Hires Gensburg Calandriello & Kanter as Counsel
NORDSTROM INC: Fitch Affirms 'BB' LongTerm IDR, Outlook Stable
NORDSTROM INC: Liverpool Deal No Impact on Moody's 'Ba2' CFR
NORTHEAST GROCERY: Fitch Alters Outlook on 'B+' LongTerm IDR to Neg
NORTHSTARR BUILDERS: Gets Interim OK to Use Cash Collateral
NORTHWEST BIOTHERAPEUTICS: Secures $5M Convertible Note Financing
ONYX OWNER: Gets Interim OK to Use Cash Collateral Until Jan. 10
PARTY CITY: Gets Interim OK to Use Cash Collateral
PERASO INC: All Four Proposals Approved at Annual Meeting
PPS 77 LLC: Seeks Bankruptcy Protection in New York
PRESBYTERIAN HOMES: Gets OK to Use Cash Collateral Until Jan. 10
RELIABLE GENERAL: Seeks Chapter 11 Bankruptcy Protection
REVIVA PHARMACEUTICALS: Inks Underwriting Agreement w/ Citizens JMP
ROMAN CATHOLIC: Committee Hires Lemery Greisler LLC as Counsel
RPM EXPEDITE: Court OKs Continued Use of Cash Collateral
S & W SALES: Seeks to Hire Boyer Terry LLC as Attorney
S&W SEED: Shareholders Elect 4 Directors at Annual Meeting
SEABORNE VIRGIN: Voluntary Chapter 11 Case Summary
SEASONAL LANDSCAPE: Gets OK to Use Cash Collateral Until Jan. 31
SHARPLINK GAMING: All Four Proposals Approved at Annual Meeting
SHENANDOAH MEDICAL: Linda Leali Named Subchapter V Trustee
SILVER AIRWAYS: Voluntary Chapter 11 Case Summary
SKS BOTTLE: Gets Final OK to Use Cash Collateral
SMS LAKEWOOD: Hires Randolph J. Mittasch CPA as Accountant
SOUL WELLNESS: Gets Interim OK to Use Cash Collateral
SOUTH BROADWAY: Fine-Tunes Plan Documents
SUSHI ZUSHI: Seeks to Hire Schriver Carmona as Accountant
SWF HOLDINGS: Moody's Appends LD Designation to 'Caa1' PDR
TAMPA BAY SPEECH-LANGUAGE: Gets Final OK to Use Cash Collateral
TCS GIFT: Seeks Bankruptcy Protection in Texas
TGI FRIDAY'S: Court Approves Bidding Protocol for Asset Sale
THUNDER ROAD: Seeks Cash Collateral Access
TREE CONNECTION: Hires Bielli & Klauder LLC as Counsel
TRIMONT ENERGY: Court OKs Interim Use of Cash Collateral
TRUSTED HEATING: Sec. 341(a) Meeting of Creditors on January 23
UNITED NATURAL: Shareholders OK 4th Amended Equity Incentive Plan
US ECO PRODUCTS: Gets Interim OK to Use Cash Collateral
VERITAS NL: Moody's Lowers Prob. of Default Rating to 'D-PD'
VERMILION ENERGY: Fitch Alters Outlook on BB- LongTerm IDR to Neg.
VG IMPERIAL: Gets Interim OK to Use Cash Collateral Until Feb. 28
VISION CARE: Seeks to Use Cash Collateral
VROOM INC: Seeks Approval to Hire Ordinary Course Professionals
WESTJET AIRLINES: Fitch Affirms 'B' LongTerm IDR, Outlook Stable
WESTPOINT CAPITAL: Sec. 341(a) Meeting of Creditors on January 21
WING BOSS: Gets Final OK to Use Cash Collateral
WNK LV INC: Hires Rosenstein & Associates as Counsel
WOODWORK CONSTRUCTION: Soneet Kapila Named Subchapter V Trustee
XEROX HOLDINGS: Moody's Puts 'B2' CFR Under Review for Upgrade
[^] Large Companies with Insolvent Balance Sheet
*********
11AM INDUSTRIES: Starts Subchapter V Bankruptcy Proceeding
----------------------------------------------------------
On December 29, 2024, 11AM Industries LLC filed Chapter 11
protection in the Northern District of Ohio. According to court
filing, the Debtor reports between $500,000 and $1 million in debt
owed to 1 and 49 creditors. The petition states funds will be
available to unsecured creditors.
About 11AM Industries LLC
11AM Industries LLC, operating under the trade names Zoogari Pets
and Shop11AM, is a pet supply retailer based in Norton, Ohio. The
company operates from its principal location at 4409
Cleveland-Massillon Road.
11AM Industries LLC sought relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. D. Ohio Case No. 24-52038) on December 29,
2024. In its petition, the Debtor reports estimated assets between
$50,000 and $100,000 and estimated liabilities between $500,000 and
$1 million.
Honorable Bankruptcy Judge Alan M. Koschik handles the case.
The Debtor is represented by:
Steven Heimberger, Esq.
Roderick Linton Belfance, LLP
50 South Main Street, 10th Floor
Akron, OH 44308
P: 330-434-3000
Fax: 330-434-9220
1847 HOLDINGS: Amends Prior Purchase Agreement
----------------------------------------------
1847 Holdings LLC disclosed in a Form 8-K Report filed with the
U.S. Securities and Exchange Commission on December 13, 2024, the
Company and Prior Purchasers which purchased at least 50.1% in
interest of the Shares and the Pre-Funded Warrants based on the
initial Subscription Amounts entered into an amendment to the Prior
Purchase Agreement, pursuant to which the parties amended Section
4.16 of the Prior Purchase Agreement to state that such Section
does not apply to the Offering.
As previously reported, on October 28, 2024, the Company entered
into a securities purchase agreement with certain purchasers
signatory thereto.
The Company also agreed to implement the above-mentioned resets of
the exercise prices of the series A warrants and the series B
warrants issued by the Company to the Prior Purchasers on October
30, 2024 upon Shareholder Approval.
A full-text copy of the Form 8-K is available at
https://tinyurl.com/2s3ppcbh
About 1847 Holdings
Based in New York, NY, 1847 Holdings LLC -- www.1847holdings.com
--
is an acquisition holding company focused on acquiring and
managing
a group of small businesses, which the Company characterizes as
those with an enterprise value of less than $50 million, in a
variety of different industries headquartered in North America.
Draper, Utah-based Sadler, Gibb & Associates, LLC, the Company's
auditor since 2017, issued a "going concern" qualification in its
report dated April 25, 2024, citing that the Company has suffered
recurring losses and negative cash flows from operations and has a
working capital deficit, which raises substantial doubt about its
ability to continue as a going concern.
1847 HOLDINGS: Inks Securities Purchase Deal for $11.42MM
---------------------------------------------------------
1847 Holdings LLC disclosed in a Form 8-K Report filed with the
U.S. Securities and Exchange Commission disclosed that on December
13, 2024, the Company entered into a securities purchase agreement
with certain purchasers and a placement agreement with Spartan
Capital Securities, LLC, as placement agent, pursuant to which the
Company agreed to issue and sell to the Purchasers an aggregate of
42,311,118 units, at a purchase price of $0.27 per unit, for total
gross proceeds of approximately $11.42 million.
The units are comprised of (i) 3,437,210 common shares and
pre-funded warrants for the purchase of 38,873,908 common shares,
(ii) series A warrants to purchase 42,311,118 common shares at an
exercise price of $0.81 per share and (iii) series B warrants to
purchase 42,311,118 common shares at an exercise price of $0.54 per
share.
On December 16, 2024, the closing of the Offering was completed.
Pursuant to the Placement Agreement, the Placement Agent received a
cash transaction fee equal to 8% of the aggregate gross proceeds, a
non-accountable expense allowance equal to 1% of the aggregate
gross proceeds and reimbursement of certain out-of-pocket expenses.
After deducting these and other offering expenses, the Company
received net proceeds of approximately $10.25 million, all of which
were used to pay the cash portion of the Purchase Price.
The Pre-Funded Warrants are exercisable at any time following
Shareholder Approval (as defined below) until they are exercised in
full at an exercise price of $0.01 per share, which has been
pre-paid by the Purchasers in full. The exercise price and number
of common shares issuable upon exercise will adjust in the event of
certain share dividends and distributions, share splits, share
combinations, reclassifications or similar events affecting the
common shares. Notwithstanding the foregoing, a holder will not
have the right to exercise any portion of a Pre-Funded Warrant if
the holder (together with its affiliates) would beneficially own in
excess of 4.99% or 9.99% (at the Purchaser's option) of the number
of common shares outstanding immediately after giving effect to the
exercise, which such percentage may be increased or decreased by
the holder, but not in excess of 9.99%, upon at least 61 days'
prior notice to the Company.
The Series A Warrants are exercisable at any time following
Shareholder Approval at an exercise price of $0.81 per share
(subject to adjustment) and will expire five years from the later
of (a) the date that the Company obtains Shareholder Approval and
(b) the earlier of the date that (i) the initial Registration
Statement (as defined below) registering for resale the
Registerable Securities (as defined below) has been declared
effective by the Securities and Exchange Commission (the "SEC") or
(ii) the date that the Registerable Securities can be sold,
assigned or transferred without restriction or limitation pursuant
to Rule 144 or Rule 144A promulgated under the Securities Act of
1933, as amended (the "Securities Act").
The Series B Warrants are exercisable at any time following
Shareholder Approval at an exercise price of $0.54 per share
(subject to adjustment) and will expire five years from the later
of (a) the date that the Company obtains Shareholder Approval and
(b) the earlier of the date that (i) the initial Registration
Statement registering for resale the Registerable Securities has
been declared effective by the SEC or (ii) the date that the
Registerable Securities can be sold, assigned or transferred
without restriction or limitation pursuant to Rule 144 or Rule 144A
promulgated under the Securities Act.
The Series A Warrants and the Series B Warrants may be exercised on
a cashless basis if there is no effective registration statement
with respect to the underlying common shares. In addition, under an
alternate cashless exercise option contained in the Series A
Warrants, the holders of the Series A Warrants will have the right
to receive an aggregate number of shares equal to the product of
(i) the aggregate number of common shares that would be issuable
upon a cash exercise of the Series A Warrants and (ii) 1.25.
The exercise prices of the Series A Warrants and the Series B
Warrants contain standard adjustments for forward and reverse share
splits, share dividends, reclassifications and similar
transactions. In addition, the Series A Warrants and the Series B
Warrants also contain the following resets of the exercise prices
and number of shares underlying the Series A Warrants and the
Series B Warrants:
* Share Combination Event: Subject to Shareholder Approval, if
at any time and from time to time on or after the issue date there
occurs any share split, share dividend, share combination or
reverse share split, recapitalization, or other similar transaction
involving the common shares (each, a "Share Combination Event," and
such date thereof, the "Share Combination Event Date") and the
lowest volume weighted average price of the Company's common shares
on its principal trading market (the "VWAP") during the period
commencing five (5) consecutive trading days immediately preceding
and the five (5) consecutive trading days commencing on the Share
Combination Event Date (the "Event Market Price") (provided if the
Share Combination Event is effective after the close of trading,
then commencing on the next trading day, which period shall be the
"Share Combination Adjustment Period") is less than the exercise
price then in effect, then at the close of trading on the last day
of the Share Combination Adjustment Period, the exercise price then
in effect on such fifth (5th) trading day shall be reduced (but in
no event increased) to the Event Market Price, subject to the Floor
Price (as defined below), and the number of common shares issuable
upon exercise shall be increased such that the aggregate exercise
price shall remain unchanged.
* Registration Reset: On the Reset Date (as defined below),
the exercise price shall be adjusted to equal the lower of (i) the
exercise price then in effect and (ii) a price equal to the greater
of (a) the lowest single day VWAP during the period commencing on
the twentieth (20th) trading day immediately preceding the Reset
Date and ending on the Reset Date and (b) the Floor Price. Upon
such reset of the exercise price, the number of common shares
issuable upon exercise shall be increased such that the aggregate
exercise price shall remain unchanged. As used herein, "Reset Date"
means the date following Shareholder Approval that is the earliest
of the following dates, (i) the date on which for twenty (20)
consecutive trading days all Registrable Securities have become and
remained registered pursuant to an effective Registration Statement
that is available for the resale of all Registrable Securities,
provided, however, that if less than all Registrable Securities
have become registered for resale on the date that a Registration
Statement is declared effective, the holder with respect to itself
only, shall have the right in its sole and absolute discretion to
deem such condition satisfied, including with regard only to the
Registrable Securities that have been so registered, (ii) the date
on which the holder, for twenty (20) consecutive trading days, can
sell all Registrable Securities pursuant to Rule 144 without
restriction or limitation and the Company has not had a Public
Information Failure (as defined in the Securities Purchase
Agreement) or (iii) twelve (12) months and twenty (20) trading days
immediately following the issuance date of the Series A Warrants
and the Series B Warrants.
* Subsequent Equity Sales: Subject to Shareholder Approval, if
at any time the Company issues, sells, enters into an agreement to
sell, or grants any option to purchase, or sells, enters into an
agreement to sell, or grants any right to reprice, or otherwise
disposes of or issues (or announces any offer, sale, grant, or any
option to purchase or other disposition), or is deemed to have
issued or sold, any common shares or any securities of the Company
or its subsidiaries which would entitle the holder thereof to
acquire at any time common shares, including, without limitation,
any debt, preferred shares, right, option, warrant or other
instrument that is at any time convertible into or exercisable or
exchangeable for, or otherwise entitles the holder thereof to
receive, common shares, for a consideration per share (the "New
Issuance Price") less than a price equal to the exercise price in
effect immediately prior to such issuance or sale or deemed
issuance or sale, then simultaneously with the consummation (or, if
earlier, the announcement) of such issuance, the exercise price
then in effect shall be reduced to an amount equal to the lower of
(i) the New Issuance Price and (ii) the lowest VWAP during the five
(5) consecutive trading days immediately following the issuance,
subject to the Floor Price, and the number of common shares
issuable upon exercise shall be increased such that the aggregate
exercise price shall remain unchanged.
Notwithstanding the exercise price resets, in no event shall the
exercises prices of the Series A Warrants and the Series B Warrants
be reduced to a price that is less than the Floor Price. As used
herein, "Floor Price" means (i) prior to Shareholder Approval, a
price equal to thirty-five percent (35%) of $0.27 (which price
shall be appropriately adjusted for any share dividend, share
split, share combination, reclassification or similar transactions)
(as may be so adjusted, the "Minimum Price"), or (ii) following
Shareholder Approval, a price equal to twenty percent (20%) of the
Minimum Price; provided, however, that upon every Share Combination
Event, the Floor Price shall be equal to 50% of the prior Floor
Price, and shall subsequently continue to be so adjusted for every
additional Share Combination Event.
Pursuant to the Securities Purchase Agreement, the Company agreed
to hold a special meeting of shareholders at the earliest
practicable date, but in no event later than ninety (90) days after
the closing date for the purpose of obtaining the requisite
approval from its shareholders for (i) the issuance of all common
shares issuable upon exercise of the Warrants, including without
limitation, with respect to any and all additional shares that may
be issued as a result of the adjustments set forth in the Warrants,
(ii) a reset of the exercise price and approval of a corresponding
increase in the total number of common shares issuable upon
exercise of the series A warrants issued by the Company to
investors on October 30, 2024 that remain outstanding to an
exercise price equal to the initial exercise price of the Series A
Warrants, and any additional share issuance(s) as may be warranted
due to such adjustment(s), and (iii) a reset of the exercise price
and approval of a corresponding increase in the total number of
common shares issuable upon exercise of the series B warrants
issued by the Company to investors on October 30, 2024 to an
exercise price equal to the initial exercise price of the Series B
Warrants, and any additional share issuance(s) as may be warranted
due to such adjustment(s), in accordance with NYSE American's rules
(the "Shareholder Approval"), with the recommendation of the
Company's Board of Directors that such proposal be approved, and
the Company agreed to solicit proxies from its shareholders in
connection therewith in the same manner as all other management
proposals in such proxy statement and all management-appointed
proxyholders agreed to vote their proxies in favor of such
proposal. The Company agreed to file a preliminary proxy statement
with the SEC within ten (10) business days following the closing
date for the purpose of obtaining the Shareholder Approval and to
use its best efforts to obtain such Shareholder Approval. In the
event that Shareholder Approval does not occur at the first
shareholder meeting, the Company will be required to hold
additional meetings at least one time every seventy-five (75) days
until the earlier of the date Shareholder Approval is obtained or
the Warrants are no longer outstanding.
In connection with the Offering, the Company also entered into a
registration rights agreement with the Purchasers (the
"Registration Rights Agreement"), pursuant to which the Company
agreed to file a registration statement on Form S-1 (the
"Registration Statement") with the SEC within 45 trading days of
closing (the "Filing Date") in order to register (i) the Shares,
(ii) all common shares that may be issued upon exercise of the
Warrants (without regard to any exercise limitations therein), and
(iii) any securities issued or then issuable upon any share split,
dividend or other distribution, recapitalization or similar event
with respect to the foregoing (the "Registrable Securities") and
use its best efforts to cause the Registration Statement to be
declared effective under the Securities Act as promptly as possible
after the filing thereof, but in any event no later than forty-five
(45) calendar days following the Filing Date or, in the event of a
full review by SEC, ninety (90) calendar days following the Filing
Date (the "Effectiveness Date"). If (i) the Registration Statement
is not filed on or prior to the Filing Date, (ii) the Company fails
to file with the SEC a request for acceleration of the Registration
Statement in accordance with Rule 461 promulgated by the SEC
pursuant to the Securities Act within five (5) trading days of the
date that the Company is notified by the SEC that the Registration
Statement will not be "reviewed" or will not be subject to further
review, (iii) prior to the effective date of the Registration
Statement, the Company fails to file a pre-effective amendment and
otherwise respond in writing to comments made by the SEC in respect
of the Registration Statement within ten (10) calendar days after
the receipt of comments by or notice from the SEC that such
amendment is required in order for the Registration Statement to be
declared effective, (iv) the Registration Statement registering for
resale all of the Registrable Securities is not declared effective
by the SEC by the Effectiveness Date, or (v) after the effective
date of the Registration Statement, it ceases for any reason to
remain continuously effective as to all Registrable Securities
included in the Registration Statement, or the Purchasers are
otherwise not permitted to utilize the prospectus therein to resell
such Registrable Securities for more than ten (10) consecutive
calendar days or more than an aggregate of fifteen (15) calendar
days (which need not be consecutive calendar days) during any
12-month period (any such failure or breach being referred to as an
"Event", and for purposes of clauses (i) and (iv), the date on
which such Event occurs, and for purpose of clause (ii) the date on
which such five (5) trading day period is exceeded, and for purpose
of clause (iii) the date which such twenty (20) calendar day period
is exceeded, and for purpose of clause (v) the date on which such
ten (10) or fifteen (15) calendar day period, as applicable, is
exceeded being referred to as "Event Date"), then, in addition to
any other rights the Purchasers may have under the Registration
Rights Agreement or under applicable law, on each such Event Date
and on each day thereafter until the applicable Event is cured, the
Company shall pay and distribute to each Purchaser an amount in
cash or common shares (as preferred by the Purchasers, and
determined thereupon), on a pro rata basis as partial liquidated
damages and not as a penalty, on a daily basis, a sum equal to 0.5%
of the aggregate subscription amount paid by the Purchasers
pursuant to the Purchase Agreement until fifteen (15) calendar days
of each such Event, which amount shall increase to 1.00% of the
aggregate subscription amount between sixteenth (16) calendar days
and until cure of the Event, as calculated on a daily basis. If the
Company fails to pay any such partial liquidated damages in full
within seven (7) days after the date payable, the Company will pay
interest thereon at a rate of 12% per annum (or such lesser maximum
amount that is permitted to be paid by applicable law) to the
Purchasers, accruing daily from the date such partial liquidated
damages are due until such amounts, plus all such interest thereon,
are paid in full.
The Purchase Agreement, the Placement Agreement, the Warrants and
the Registration Rights Agreement include customary
representations, warranties and covenants by the Company. They also
provide that the Company will indemnify the Purchasers and the
Placement Agent against certain liabilities, including liabilities
under the Securities Act.
A full-text copy of the Form 8-K is available at
https://tinyurl.com/2s3ppcbh
About 1847 Holdings
Based in New York, NY, 1847 Holdings LLC -- www.1847holdings.com
--
is an acquisition holding company focused on acquiring and
managing
a group of small businesses, which the Company characterizes as
those with an enterprise value of less than $50 million, in a
variety of different industries headquartered in North America.
Draper, Utah-based Sadler, Gibb & Associates, LLC, the Company's
auditor since 2017, issued a "going concern" qualification in its
report dated April 25, 2024, citing that the Company has suffered
recurring losses and negative cash flows from operations and has a
working capital deficit, which raises substantial doubt about its
ability to continue as a going concern.
1847 HOLDINGS: Unit Inks Management Services Pact w/ 1847 Partners
------------------------------------------------------------------
1847 Holdings LLC disclosed in a Form 8-K Report filed with the
U.S. Securities and Exchange Commission
Management Services Agreement that on December 16, 2024, 1847 CMD
entered into a management services agreement with the Company's
manager, 1847 Partners LLC.
The MSA is an offsetting management services agreement as defined
in that certain management services agreement, dated April 15,
2013, between the Company and the Manager, as amended.
Pursuant to the Offsetting MSA, 1847 CMD appointed the Manager to
provide certain services to it for a quarterly management fee equal
to the greater of $75,000 or 2% of adjusted net assets; provided,
however, that (i) pro-rated payments shall be made in the first
quarter and the last quarter of the term, (ii) if the aggregate
amount of management fees paid or to be paid by 1847 CMD, together
with all other management fees paid or to be paid by all other
subsidiaries of the Company to the Manager, in each case, with
respect to any fiscal year exceeds, or is expected to exceed, 9.5%
of the Company's gross income with respect to such fiscal year,
then the Management Fee to be paid by 1847 CMD for any remaining
fiscal quarters in such fiscal year shall be reduced, on a pro rata
basis determined by reference to the management fees to be paid to
the Manager by all of the subsidiaries of the Company, until the
aggregate amount of the Management Fee paid or to be paid by 1847
CMD, together with all other management fees paid or to be paid by
all other subsidiaries of the Company to the Manager, in each case,
with respect to such fiscal year, does not exceed 9.5% of the
Company's gross income with respect to such fiscal year, and (iii)
if the aggregate amount the Management Fee paid or to be paid by
1847 CMD, together with all other management fees paid or to be
paid by all other subsidiaries of the Company to the Manager, in
each case, with respect to any fiscal quarter exceeds, or is
expected to exceed, the aggregate amount of the management fee
(before any adjustment thereto) calculated and payable under the
MSA (the "Parent Management Fee") with respect to such fiscal
quarter, then the Management Fee to be paid by 1847 CMD for such
fiscal quarter shall be reduced, on a pro rata basis, until the
aggregate amount of the Management Fee paid or to be paid by 1847
CMD, together with all other management fees paid or to be paid by
all other subsidiaries of the Company to the Manager, in each case,
with respect to such fiscal quarter, does not exceed the Parent
Management Fee calculated and payable with respect to such fiscal
quarter. 1847 CMD shall also reimburse the Manager for all costs
and expenses of 1847 CMD which are specifically approved by the
board of directors of 1847 CMD, including all out-of-pocket costs
and expenses, that are actually incurred by the Manager or its
affiliates on behalf of 1847 CMD in connection with performing
services under the Offsetting MSA.
The services provided by the Manager include conducting general and
administrative supervision and oversight of 1847 CMD's day-to-day
business and operations, including, but not limited to, recruiting
and hiring of personnel, administration of personnel and personnel
benefits, development of administrative policies and procedures,
establishment and management of banking services, managing and
arranging for the maintaining of liability insurance, arranging for
equipment rental, maintenance of all necessary permits and
licenses, acquisition of any additional licenses and permits that
become necessary, participation in risk management policies and
procedures; and overseeing and consulting with respect to 1847
CMD's business and operational strategies, the implementation of
such strategies and the evaluation of such strategies, including,
but not limited to, strategies with respect to capital expenditure
and expansion programs, acquisitions or dispositions and product or
service lines.
A full-text copy of the Form 8-K is available at
https://tinyurl.com/2s3ppcbh
About 1847 Holdings
Based in New York, NY, 1847 Holdings LLC -- www.1847holdings.com
--
is an acquisition holding company focused on acquiring and
managing
a group of small businesses, which the Company characterizes as
those with an enterprise value of less than $50 million, in a
variety of different industries headquartered in North America.
Draper, Utah-based Sadler, Gibb & Associates, LLC, the Company's
auditor since 2017, issued a "going concern" qualification in its
report dated April 25, 2024, citing that the Company has suffered
recurring losses and negative cash flows from operations and has a
working capital deficit, which raises substantial doubt about its
ability to continue as a going concern.
818 REAL ROAD: Hires Benjamin Donel as Special Litigation Counsel
-----------------------------------------------------------------
818 Real Road Partners, LLC seeks approval from the U.S. Bankruptcy
Court for the Central District of California to employ Benjamin
Donel & Associates as special litigation.
The Debtor needs the firm's legal assistance in connection with a
case (Case No. 37-2024-00019713-CU-UD-CTL) filed in the Superior
Court of the State of California, County of San Diego.
The firm will be paid based upon its normal and usual hourly
billing rates. The firm will also be reimbursed for reasonable
out-of-pocket expenses incurred.
Benjamin Donel, a partner at Benjamin Donel & Associates, 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:
Benjamin Donel, Esq.
Benjamin Donel & Associates
6125 Washington Blvd., #300
Culver City, CA 90232
Tel: (323) 968-5640
Email: ben@sunsetequity.com
About 818 Real Road Partners, LLC
818 Real Road Partners, LLC sought protection under Chapter 11 of
the U.S. Bankruptcy Code (Bankr. C.D. Calif. Case No. 24-10334)
onJanuary 18, 2024, with $1 million to $10 million in both assets
and liabilities. Robert Goe, Esq., a practicing attorney in Irvine,
Calif., serves as Subchapter V trustee.
Judge Julia W. Brand oversees the case.
Raymond H. Aver, Esq., at the Law Offices of Raymond H. Aver
represents the Debtor as bankruptcy counsel.
ADVENT TECHNOLOGIES: V. Gregoriou Terminated as CEO, Director
-------------------------------------------------------------
Advent Technologies Holdings, Inc., disclosed in a Form 8-K/A
filing with the U.S. Securities and Exchange Commission that
Vassilios Gregoriou was terminated as Chief Executive Officer and
Active Chief Financial Officer of the Company and was also removed
from the Company's Board of Directors as of the date of his
termination from the Company.
Effective as of October 24, 2024, in connection with his
termination as Chief Executive Officer and Acting Chief Financial
Officer and pursuant to the terms of his executive employment
agreement, Mr. Gregoriou was removed as a member of the Company's
Board of Directors.
About Advent Technologies
Headquartered in Livermore, CA, Advent Technologies Holdings, Inc.
is an advanced materials and technology development company
operating in the fuel cell and hydrogen technology space. Advent
develops, manufactures and assembles the critical components that
determine the performance of hydrogen fuel cells and other energy
systems. To date, Advent's principal operations have been to
develop and manufacture Membrane Electrode Assembly (MEA), and
fuel
cell stacks and complete fuel cell systems for a range of
customers
in the stationary power, portable power, automotive, aviation,
energy storage and sensor markets.
Athens, Greece-based Ernst & Young (Hellas) Certified Auditors
Accountants S.A., the Company's auditor since 2020, issued a
"going
concern" qualification in its report dated Aug. 13, 2024, citing
that the Company has suffered recurring operating losses, has a
negative working capital position and has stated that substantial
doubt exists about the Company's ability to continue as a going
concern.
ALGORHYTHM HOLDINGS: Sells 24MM Shares to Investors for $1.6-Mil.
-----------------------------------------------------------------
On December 17, 2024, Algorhythm Holdings, Inc., entered into a
securities purchase agreement with institutional investors pursuant
to which the Company agreed to sell and issue, in a registered
direct offering 24,067,388 shares of its common stock, par value
$0.01 per share, at a purchase price of $0.0831 per share,
according to a Form 8-K filing with the U.S. Securities and
Exchange Commission.
The Offering was made pursuant to that certain Registration
Statement on Form S-3 (File No. 333-269183), which was originally
filed on January 11, 2023, and declared effective by the Securities
and Exchange Commission on January 20, 2023.
The closing of the Offering occurred on December 18, 2024. The
Company received net proceeds of approximately $1.6 million from
the Offering, after deducting the estimated offering expenses
payable by the Company, including the placement agent fees. The
Company intends to use the net proceeds from the Offering for
working capital and other general corporate purposes.
In connection with the Offering, the Company entered into a
Placement Agency Agreement with Univest Securities, LLC, as the
exclusive placement agent in connection with the Offering. As
compensation to the Placement Agent, the Company paid the Placement
Agent a cash fee of 8% of the aggregate gross proceeds raised in
the Offering and reimbursed certain expenses of the Placement
Agent.
A full-text copy of the Form 8-K is available at
https://tinyurl.com/2rwj8972
About Algorhythm Holdings
Algorhythm Holdings, Inc., fka The Singing Machine Company, Inc.,
is a holding company for an AI enabled software logistics business
operated through its SemiCab Holding subsidiary and a home karaoke
consumer products company that designs and distributes karaoke
products globally to retailers and ecommerce partners through the
Singing Machine subsidiary.
Headquartered in Fort Lauderdale, Fla., Singing Machine --
http://www.singingmachine.com/-- had $12,367,000 in total assets,
$13,239,000 in total liabilities, and $872,000 in total
stockholders' deficit as of June 30, 2024.
The Company had cash on hand of approximately $1,245,000 as of
June
30, 2024, which is not sufficient to fund the Company's planned
operations through one year after the date the consolidated
financial statements are issued. The Company has a recent history
of recurring operating losses and decreases in working capital.
The
Company said these factors create substantial doubt about the
Company's ability to continue as a going concern for at least one
year after the date that the Company's audited consolidated
financial statements are issued.
ALK ASPHALT: Gets Final OK to Use Cash Collateral
-------------------------------------------------
The U.S. Bankruptcy Court for the District of Arizona issued a
final order authorizing ALK Asphalt, LLC to use its secured
creditors' cash collateral.
The order signed by Judge Daniel Collins authorized the company to
use cash collateral to pay the expenses set forth in its budget
through April 2025, subject to a 10% variance.
As protection, secured creditors were granted replacement liens on
ALK Asphalt's post-petition assets to the same extent and with the
same validity and priority as their pre-bankruptcy security
interests.
In addition, secured creditors will receive perfected security
interests in the company's deposit accounts with the same priority
as their pre-bankruptcy security interests.
The order does not waive or prejudice any property rights in
receivables collected by the ALK Asphalt that may be asserted by
Fox Capital, Inc., Unique Funding Solutions, LLC, Swift Funding,
LLC, and Integro Bank.
About ALK Asphalt
ALK Asphalt, LLC is a company in Sun City, Ariz., engaged in
highway, street and bridge construction.
ALK Asphalt sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. D. Ariz. Case No. 24-09608) on November 8,
2024, with $1 million to $10 million in both assets and
liabilities. The petition was signed by Adam Kautman as member.
Judge Daniel P. Collins oversees the case.
Thomas H. Allen, Esq., at Allen, Jones & Giles, PLC, represents the
Debtor as legal counsel.
ALL INCLUSIVE: Seeks Chapter 11 Bankruptcy Protection in Texas
--------------------------------------------------------------
On December 24, 2024, All Inclusive 4DL LLC filed Chapter 11
protection in the Southern District of Texas. According to court
filing, the Debtor reports between $100,000 and $500,000 in debt
owed to 1 and 49 creditors. The petition states funds will be
available to unsecured creditors.
About All Inclusive 4DL LLC
All Inclusive 4DL LLC is a limited liability company.
All Inclusive 4DL LLC sought relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. S.D. Tex.Case No. 24-20469) on December
24, 2024. In its petition, the Debtor reports estimated assets
between $50,000 and $100,000 and estimated liabilities between
$100,000 and $500,000.
Honorable Bankruptcy Judge Eduardo V. Rodriguez handles the
case.
The Debtor is represented by:
Aaron W. McCardell, Sr., Esq.
The McCardell Law Firm, PLLC
440 Louisiana, Suite 1575
Houston, TX 77002
P: 713-236-8736
Fax: 713-236-8990
ALPINEBAY INC: Gets Interim OK to Use Cash Collateral Until Jan. 29
-------------------------------------------------------------------
The U.S Bankruptcy Court for the Central District of California
granted Alpinebay, Inc. authorization to use cash collateral on an
interim basis.
The interim order authorized the company to use cash collateral
through Jan. 29, 2025, to pay expenses pursuant to its projected
budget, excluding any compensation for insiders. Insiders include
Will Ho, son of Anna Ho, the company's principal.
As adequate protection, secured creditors were granted replacement
liens on the post-petition assets of the company with same priority
as their pre-bankruptcy liens. Secured creditors will also receive
payments as set forth in the budget.
The request for debtor-in-possession financing from Ms. Ho is not
approved and is continued to the final hearing.
The final hearing is set for Jan. 29, 2025. Objections are due by
Jan. 15, 2025.
About Alpinebay Inc.
Alpinebay Inc. is a building materials and manufacturing company
located in California. Its products include EZ-Niches, a
lightweight and durable material, offering exceptional strength and
longevity. These niches not only provide a functional storage space
for shower essentials but also serve as a stylish focal point for
decorative tiles. It also offers Ultra X Guard, a liquid polymer
membrane that provides flawless waterproofing and fracture
protection up to 1/8" without the necessity of additional fabric.
Alpinebay sought relief under Subchapter V of Chapter 11 of the
U.S. Bankruptcy Code (Bankr. C.D. Calif. Case No. 24-11386) on
December 6, 2024, with up to $50,000 in assets and up to $10
million in liabilities. Anne Xiuying Ho, chief executive officer,
signed the petition.
Judge Ronald A. Clifford, III handles the case.
Christopher J. Langley, Esq., at Shioda Langley & Chang, LLP is the
Debtor's legal counsel.
ASPEN ELECTRONICS: Taps Schwenke & Associates as Accounting Advisor
-------------------------------------------------------------------
Aspen Electronics Manufacturing, Inc. seeks approval from the U.S.
Bankruptcy Court for the District of Colorado to employ Schwenke &
Associates, P.C. as Professional Accounting and Advisor.
The firm will provide professional accounting services, including
tax preparation and accounting reconciliations.
The firm will be paid at $210 per hour, plus reasonable
out-of-pocket expenses incurred.
David L Schwenke, a partner at Schwenke & Associates, P.C.,
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:
David L Schwenke
Schwenke & Associates, P.C.
4845 Pearl East Circle, Ste 101
Boulder, CO 80301
Tel: (303) 440-1658
About Aspen Electronics Manufacturing, Inc.
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.
AUTORAMA ENTERPRISES: Sec. 341(a) Meeting of Creditors on Jan. 23
-----------------------------------------------------------------
On December 23, 2024, Autorama Enterprises Inc. filed Chapter 11
protection in the Southern District of New York. According to
court filing, the Debtor reports between $500,000 and $1 million
in debt owed to 1 and 49 creditors. The petition states funds will
be available to unsecured creditors.
A meeting of creditors under Sec. 341(a) to be held on January 23,
2025 at 02:30 PM at Office of UST (TELECONFERENCE ONLY).
About Autorama Enterprises Inc.
Autorama Enterprises Inc. is an Auto body shop in New York.
Autorama Enterprises Inc. sought relief under Chapter 11 of the
U.S. Bankruptcy Code (Bankr. S.D.N.Y. Case No. 24-12392) on
December 23, 2024. In its petition, the Debtor reports estimated
assets between $100,000 and $500,000 and estimated liabilities
between $500,000 and $1 million.
Honorable Bankruptcy Judge John P. Mastando III handles the
case.
The Debtor is represented by:
levu Yakubov, Esq.
Jacobs PC
595 Madison Ave FL 39
New York, NY 10022
P: 212-229-0476
Fax: 718-255-8595
AW CONCORDIA: Hires Rountree Leitman Klein as Attorney
------------------------------------------------------
AW Concordia Holdings, LLC seeks approval from the U.S. Bankruptcy
Court for the Northern District of Georgia to employ Rountree,
Leitman, Klein & Geer, LLC as attorney.
The firm's services include:
a. giving the Debtor legal advice with respect to its powers
and duties as Debtor-in-Possession in the management of its
property;
b. preparing on behalf of the Debtor as Debtor-in-Possession
necessary schedules, applications, motions, answers, orders,
reports and other legal matters;
c. assisting in examination of the claims of creditors;
d. assisting with formulation and preparation of the
disclosure statement and plan of reorganization and with the
confirmation and consummation thereof; and
e. performing all other legal services for the Debtor as
Debtor-in-Possession that may be necessary herein.
The firm will be paid at these rates:
William A. Rountree $595 per hour
Will B. Geer $595 per hour
Michael Bargar $535 per hour
Hal Leitman $425 per hour
William Matthews $425 per hour
David S. Klein $495 per hour
Alexandra Dishun $425 per hour
Elizabeth Childers $395 per hour
Ceci Christy $425 per hour
Caitlyn Powers $375 per hour
Shawn Eisenberg $300 per hour
Dorothy Sideris $225 per hour
Elizabeth Miller $250 per hour
Megan Winokur $175 per hour
Catherine Smith $150 per hour
Law Clerk $175 per hour
The firm received a pre-petition retainer in the amount of
$50,000.
The firm will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Will B. Geer, Esq., a partner at Rountree, Leitman, Klein & Geer,
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:
Will B. Geer, Esq.
Rountree, Leitman, Klein & Geer, LLC
2987 Clairmont Road, Suite 350
Atlanta, GA 30329
Telephone: (678) 587-8740
Email: wgeer@rlkglaw.com
About AW Concordia Holdings, LLC
AW Concordia Holdings, LLC owns Concordia Eco Resort, a historic
property with environmentally friendly villas and rustic ridge line
cabanas.
AW Concordia Holdings, LLC in Auburn GA, sought relief under
Chapter 11 of the Bankruptcy Code filed its voluntary petition for
Chapter 11 protection (Bankr. N.D. Ga. Case No. 24-21259) on Oct.
8, 2024, listing as much as $1 million to $10 million in both
assets and liabilities. David M. Williams, M.D., as managing
member, signed the petition.
ROUNTREE, LEITMAN, KLEIN & GEER, LLC serve as the Debtor's legal
counsel.
BEECH INTERNATIONAL: Hires Stevens & Lee PC as Legal Counsel
------------------------------------------------------------
Beech International, LLC seeks approval from the U.S. Bankruptcy
Court for the Eastern District of Pennsylvania to employ Stevens &
Lee, P.C. as counsel.
The firm's services include:
a. advising the Debtor of its rights, powers and duties as a
debtor in possession;
b. advising the Debtor regarding matters of bankruptcy law and
applicable non-bankruptcy law;
c. preparing motions, applications, orders, responses, and other
legal papers;
d. representing the Debtor in proceedings and hearings in the
United States Bankruptcy Court for the Eastern District of
Pennsylvania and any related proceedings;
e. providing assistance, advice, and representation concerning
the formulation, preparation and confirmation of any proposed
plan(s) of reorganization;
f. reviewing the nature and validity of liens asserted against
the Debtor and advising the Debtor regarding the same;
g. providing legal assistance concerning any further
investigation of the Debtor's assets, liabilities, and financial
condition that may be required under local, state, or federal law;
h. providing legal assistance with respect to assumption or
rejection of executory contracts and leases, sales of assets, and
other bankruptcy-related matters arising from the Chapter 11 case;
i. rendering advice with respect to general corporate, labor,
and employment matters relating to the Chapter 11 Case; and
j. performing such other legal services as may be necessary and
appropriate for the efficient and economical administration of the
Chapter 11 Case.
The firm will be paid at these rates:
Robert Lapowsky, Shareholder $650 per hour
Jason Manfrey, Shareholder $475 per hour
Partners $425 to $650 per hour
Associates $275 to $470 per hour
Paraprofessionals $265 to $275 per hour
Prior to the filing of the Chapter 11 Case, the firm received
retainers totaling $100,684.70.
The firm will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Robert Lapowsky, Esq., a partner at Stevens & Lee, P.C., 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:
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
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
BEECH INTERNATIONAL: Hires Weir LLP as Special Counsel
------------------------------------------------------
Beech International, LLC seeks approval from the U.S. Bankruptcy
Court for the Eastern District of Pennsylvania to employ Weir LLP
as special counsel.
The Debtor needs the firm's legal assistance in handling all
matters in which the Debtor's interests are adverse to the
interests of Temple University as and as to which Temple University
does not agree to waive conflicts of interest.
The firm will be paid at these rates:
Partners $500 per hour
Associates $260 to $320 per hour
Paraprofessionals $160 to $195 per hour
The firm received from the Debtor a retainer of $15,000.
The firm will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Jeffrey Cianciulli, Esq., a partner at Weir LLP, disclosed in a
court filing that the firm is a "disinterested person" as the term
is defined in Section 101(14) of the Bankruptcy Code.
The firm can be reached at:
Jeffrey Cianciulli, Esq.
Weir LLP
The Widener Building
1339 Chestnut Street Suite 500
Philadelphia, PA 19107
Tel: (215) 665-8181
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
BEXIN REALTY: Hires Davidoff Hutcher & Citron LLP as Attorney
-------------------------------------------------------------
Bexin Realty Corporation seeks approval from the U.S. Bankruptcy
Court for the Southern District of New York to employ Davidoff
Hutcher & Citron LLP as attorneys.
The firm will provide these services:
(a) advise the Debtor with respect to its powers and duties in
the continued management of its property and affairs;
(b) negotiate with the Debtor's creditors and work out a plan
of reorganization and take the necessary legal steps in order to
effectuate such a plan;
(c) prepare legal papers;
(d) appear before the Bankruptcy Court to protect the interest
of the Debtor and to represent it in all matters pending before the
court;
(e) attend meetings and negotiate with representatives of
creditors and other parties in interest;
(f) advise the Debtor in connection with any potential
refinancing of secured debt and any potential sale of the
business;
(g) represent the Debtor in connection with obtaining
post-petition financing;
(h) take any necessary action to obtain approval of a
disclosure statement and confirmation of a plan of reorganization;
and
(i) perform all other legal services for the Debtor which may
be necessary for the preservation of its estate and to promote its
best interests, its creditors, and the estate.
The firm will be paid at these rates:
Robert L. Rattet, Partner $850 per hour
Jonathan S. Pasternak, Partner $825 per hour
Craig M. Price, Senior Counsel $750 per hour
James B. Glucksman, of Counsel $600 per hour
Matthew R. Yogg, Associate $675 per hour
John D. Molino, Associate $500 per hour
Melanie Spencer, Paralegal $275 per hour
In addition, the firm will seek reimbursement for expenses
incurred.
Prior to the Petition Date, the firm received a third-party
retainer of $30,000 from Bahram Benaresh, sole officer and
shareholder of the Debtor.
Jonathan Pasternak, Esq., an attorney at Davidoff Hutcher & Citron,
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:
Jonathan S. Pasternak, Esq.
Davidoff Hutcher & Citron LLP
120 Bloomingdale Road, Suite 100
White Plains, NY 10605
Tel: (914) 381-7400
Email: jsp@dhclegal.com
About Bexin Realty Corporation
Bexin Realty Corporation is a Single Asset Real Estate debtor (as
defined in 11 U.S.C. Section 101(51B)).
Bexin Realty Corporation sought relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. S.D.N.Y. Case No. 24-12080) on November 27,
2024. In the petition signed by Bahram Benaresh, as president, the
Debtor reports estimated assets and liabilities between $10 million
and $50 million each.
Honorable Bankruptcy Judge Martin Glenn handles the case.
The Debtor is represented by:
Jonathan S. Pasternak, Esq.
DAVIDOFF HUTCHER & CITRON LLP
605 Third Avenue
34th Floor
New York, NY 10158
Tel: (212) 557-7200
Fax: (212) 286-1884
BIOSIG TECHNOLOGIES: Sells Shares of Stock for $8.5-Mil.
--------------------------------------------------------
On December 18, 2024, BioSig Technologies, Inc., entered into an At
The Market Offering Agreement with H.C. Wainwright & Co., LLC, as
sales agent or principal, pursuant to which the Company may offer
and sell, from time to time in transactions that are deemed to be
"at the market" offerings as defined in Rule 415 under the
Securities Act of 1933, as amended, the Company's common stock, par
value $0.001 per share, through or to the Agent, according to a
Form 8-K filing with the U.S. Securities and Exchange Commission.
The Sales Agreement, among other things, provides for the issuance
and sale of up to an aggregate of $8,500,000 of shares of the
Company's common stock.
The Shares are being offered and sold pursuant to the Company's
shelf registration statement on Form S-3 (File No. 333-276298) and
an accompanying prospectus filed by the Company with the U.S.
Securities and Exchange Commission on December 28, 2023, as amended
on January 5, 2024 and December 9, 2024, and declared effective by
the SEC on December 17, 2024, and pursuant to a prospectus
supplement dated December 18, 2024.
Pursuant to the Sales Agreement, sales of the Shares, if any, may
be made by any method permitted by law deemed to be an
"at-the-market offering" as defined in Rule 415(a)(4) of the
Securities Act, including, without limitation, sales made directly
on or through The Nasdaq Capital Market, on any other existing
trading market in the United States for the Shares, to or through a
market maker, in negotiated transactions at market prices
prevailing at the time of sale or at prices related to such
prevailing market prices and/or any other method permitted by law.
If the Company and the Agent agree on any method of distribution
other than sales of the Shares on or through The Nasdaq Capital
Market or another existing trading market in the United States at
prevailing market prices, the Company will file a further
prospectus supplement providing all information about such offering
as required by Rule 424(b) under the Securities Act.
The Company is not obligated to make any sales of Shares under the
Sales Agreement and the Agent is not required to sell any number or
dollar amount of the Shares but will use commercially reasonable
efforts consistent with its normal trading and sales practices and
applicable state and federal law, rules and regulations and the
rules of The Nasdaq Capital Market, to sell the Shares from time to
time, based upon instructions from the Company (including any
price, time, or size limits or other customary parameters or
conditions the Company may impose).
The Company intends to use the net proceeds from this offering for
working capital and general corporate purposes.
The Sales Agreement contains customary representations, warranties
and agreements by the Company, including obligations of the Company
to indemnify the Agent for certain liabilities, including
liabilities under the Securities Act. Under the terms of the Sales
Agreement, the Company will pay the Agent a cash commission of 3%
of the gross sales price of the Shares sold under the Sales
Agreement, provided, however, that such compensation will not apply
when the Agent acts as principal, in which case the Company may
sell the Shares to the Agent as principal at a price agreed upon at
the relevant applicable time and pursuant to a separate agreement
the Company will enter into with the Agent setting forth the
applicable terms. The Company will also reimburse the Agent for
certain specified expenses in connection with entering into the
Sales Agreement and additional amounts for due diligence update
sessions conducted in connection with each such date the Company
files its Quarterly Reports on Form 10-Q or its Annual Report on
Form 10-K, as applicable.
The offering of Shares pursuant to the Sales Agreement will
terminate upon the termination of the Sales Agreement by the
Company or the Agent pursuant to its terms.
A full-text copy of the Form 8-K is available at
https://tinyurl.com/mtptzye2
About BioSig Technologies
Westport, Conn.-based BioSig Technologies, Inc. was initially
incorporated on February 24, 2009, under the laws of the State of
Nevada and subsequently re-incorporated in the state of Delaware
in
2011. The Company is principally devoted to improving the standard
of care in electrophysiology with its PURE EP System's enhanced
signal acquisition, digital signal processing, and analysis during
ablation of cardiac arrhythmias.
As of September 30, 2024, the Company had $1.4 million in total
assets, $1.7 million in total liabilities, $105,000 in Commitments
and contingencies, and $388,000 in total deficit.
As of September 30, 2024, the Company had cash of $0.6 million and
working capital deficit of $0.9 million. During the nine months
ended September 30, 2024, the Company used net cash in operating
activities of $4.3 million. These balances create a liquidity
concern, which in turn raises substantial doubt about the Company's
ability to continue as a going concern.
BIOXCEL THERAPEUTICS: Oaktree Capital Holds 5.2% Equity Stake
-------------------------------------------------------------
Oaktree Fund Advisors, LLC, disclosed in a Scheduled 13G filing
with the U.S. Securities and Exchange Commission that as of
November 25, 2024, it beneficially owns 822,944 shares of BioXcel
Therapeutics, Inc.'s common stock, representing 1.6% of the
company's outstanding shares.
Oaktree Capital Management LP also disclosed that as of November
25, 2024, it beneficially owns 1,901,131 shares of the Company's
common stock, representing 3.6% of the company's outstanding
shares.
Oaktree Capital Group Holdings GP, LLC, and Oaktree Capital
Holdings, LLC, also disclosed that as of November 25, 2024, they
beneficially own 2,724,075 shares of the Company's common stock,
representing 5.2% of the company's outstanding shares.
The percentage of class is calculated based on 49,628,948 shares of
Common Stock outstanding on December 17, 2024, based on information
received from the Company, as increased by the 2,724,075 shares of
Common Stock issuable upon exercise of the Warrants reported
herein.
About BioXcel Therapeutics
Headquartered in New Haven, Conn., BioXcel Therapeutics, Inc., is
a
biopharmaceutical company utilizing artificial intelligence to
develop transformative medicines in neuroscience and, through the
Company's wholly owned subsidiary, OnkosXcel Therapeutics LLC,
immuno-oncology. The Company is focused on utilizing cutting-edge
technology and innovative research to develop high-value
therapeutics aimed at transforming patients' lives. The Company
employs various AI platforms to reduce therapeutic development
costs and potentially accelerate development timelines.
Stamford, Conn.-based Ernst & Young LLP, the Company's auditor
since 2021, issued a "going concern" qualification in its report
dated March 22, 2024, citing that the Company has suffered
recurring losses from operations, has used significant cash in
operations, and has stated that substantial doubt exists about the
Company's ability to continue as a going concern.
BIOXCEL THERAPEUTICS: Qatar Investment Holds 5.20% Equity Stake
---------------------------------------------------------------
Qatar Investment Authority disclosed in a Scheduled 13G filing with
the U.S. Securities and Exchange Commission that as of November 25,
2024, it beneficially owns 2,724,075 shares of BioXcel
Therapeutics, Inc.'s common stock, representing 5.20% of the
company's outstanding shares.
The percentage of class is calculated assuming 52,353,023 shares of
common stock per share are outstanding based on (i) 49,628,948
shares of Common Stock outstanding as of December 17, 2024, and
(ii) 2,724,075 shares of Common Stock issuable to Q Boost Holding
LLC, the Reporting Person's wholly-owned subsidiary, upon exercise
of the Issuer warrant held by the Subsidiary.
About BioXcel Therapeutics
Headquartered in New Haven, Conn., BioXcel Therapeutics, Inc., is
a
biopharmaceutical company utilizing artificial intelligence to
develop transformative medicines in neuroscience and, through the
Company's wholly owned subsidiary, OnkosXcel Therapeutics LLC,
immuno-oncology. The Company is focused on utilizing cutting-edge
technology and innovative research to develop high-value
therapeutics aimed at transforming patients' lives. The Company
employs various AI platforms to reduce therapeutic development
costs and potentially accelerate development timelines.
Stamford, Conn.-based Ernst & Young LLP, the Company's auditor
since 2021, issued a "going concern" qualification in its report
dated March 22, 2024, citing that the Company has suffered
recurring losses from operations, has used significant cash in
operations, and has stated that substantial doubt exists about the
Company's ability to continue as a going concern.
BIT MINING: Regains Compliance w/ NYSE Continued Listing Standards
------------------------------------------------------------------
BIT Mining Limited (NYSE: BTCM), a leading technology-driven
cryptocurrency mining company, announced on December 18, 2024, that
it received a letter from the New York Stock Exchange, dated
December 17, 2024, notifying the Company that it has regained
compliance with the NYSE’s quantitative continued listing
standards.
On June 9, 2023, the Company was notified by the NYSE that it was
not in compliance with the NYSE's minimum market capitalization and
shareholders' equity requirement of Section 802.01B of the NYSE
Listed Company Manual because its average total market
capitalization over a consecutive 30 trading-day period and last
reported stockholders' equity were both below $50 million.
Pursuant to the Letter from the NYSE, as a result of the Company's
achievement of compliance with the NYSE's Market Cap and Equity
Requirement as of December 17, 2024, the Company is considered as
back in compliance with the NYSE's quantitative continued listing
standards and the below compliance indicator will no longer be
transmitted beginning with the opening of trading on December 18,
2024.
Additionally, the Company will no longer be noted as being below
continued listing standards on the NYSE's website. In accordance
with the NYSE's Listed Company Manual, the Company will be subject
to a 12-month follow-up period within which the Company will be
reviewed to ensure that the Company does not once again fall below
any of the NYSE's continued listing standards.
For more information:
BIT Mining Limited
ir@btcm.group
Ir.btcm.group
www.btcm.group
Piacente Financial Communications
Brandi Piacente
Tel: +1 (212) 481-2050
Email: BITMining@thepiacentegroup.com
About BIT Mining Ltd.
Akron, Ohio-based BIT Mining (NYSE: BTCM) --
https://www.btcm.group/ -- is a technology-driven cryptocurrency
mining company, with a long-term strategy to create value across
the cryptocurrency industry. Its business covers cryptocurrency
mining, mining pool, and data center operation.
Houston, Texas-based MaloneBailey, LLP, the Company's auditor
since
2020, issued a "going concern" qualification in its report dated
May 15, 2024, citing that the Company has incurred recurring
losses
and operating cash outflows that raises substantial doubt about
its
ability to continue as a going concern.
As of June 30, 2024, BIT Mining had US$63.3 million in total
assets, US$17.4 million in total liabilities, and US$45.9 million
in total shareholders' equity.
BRPS TITLE: Gets Interim OK to Use Cash Collateral
--------------------------------------------------
BRPS Title of Texas, LLC received interim approval from the U.S.
Bankruptcy Court for the Southern District of Texas, Houston
Division, to use cash collateral to fund its business operations.
The interim order signed by Judge Jeffrey Norman on Dec. 27
approved the use of cash collateral to pay the company's expenses
for the period from Dec. 23 to 30.
BRPS is not authorized to pay pre-bankruptcy debts, including
wages, from the cash collateral without further court order.
As adequate protection, secured creditors will receive replacement
liens of the same type and priority as their pre-bankruptcy liens
on the company's post-petition assets.
Several creditors including Thoro Corp and CT Corporation System
assert liens on the company's cash. BRPS estimates secured debt at
$141,692 and unsecured debt at $1.4 million.
The next hearing will be held on Jan. 6, 2025.
About BRPS Title of Texas
BRPS Title of Texas, LLC filed Chapter 11 petition (Bankr. S.D.
Texas Case No. 24-36006) on December 23, 2024, with up to $50,000
in assets and up to $10 million in liabilities. Jason Klam, chief
operating officer of BRPS, signed the petition.
Judge Jeffrey P. Norman oversees the case.
Susan Tran Adams, Esq., at Tran Singh, LLP, represents the Debtor
as legal counsel.
BUILDING BLOCKS: Hires Stichter Riedel Blain as Legal Counsel
-------------------------------------------------------------
Building Blocks Child Development Center, Inc. seeks approval from
the U.S. Bankruptcy Court for the Northern District of Florida to
employ Stichter, Riedel, Blain & Postler, P.A. as counsel.
The firm's services include:
a. rendering legal advice with respect to the Debtor's powers
and duties as debtor in possession, the continued operation of the
Debtor's business, and the management of its property;
b. preparing on behalf of the Debtor necessary motions,
applications, orders, reports, pleadings, and other legal papers;
c. appearing before this Court and the United States Trustee
to represent and protect the interests of the Debtor;
d. assisting with and participating in negotiations with
creditors and other parties in interest in formulating a plan of
reorganization, drafting such a plan, and taking necessary legal
steps to confirm such a plan;
e. representing the Debtor in all adversary proceedings,
contested matters, and matters involving administration of this
case;
f. representing the Debtor in negotiations with potential
financing sources, and preparing contracts, security instruments,
and other documents necessary to obtain financing; and
g. performing all other legal services that may be necessary
for the proper preservation and administration of this Chapter 11
case.
The firm received a retainer in the amount of $11,738.
will be paid based upon its normal and usual hourly billing rates.
The firm will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Elena Paras Ketchum, Esq., a partner at Stichter, Riedel, Blain &
Postler, 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:
Elena Paras Ketchum, Esq.
Stichter, Riedel, Blain & Postler, P.A.
440 Bayfront Pkwy.
Pensacola, FL 32502
Telephone: (850) 637-1836
Email: eketchum@srbp.com
About Building Blocks Child Development
Center, Inc.
Building Blocks Child Development Center, Inc. filed Chapter 11
petition (Bankr. N.D. Fla. Case No. 24-30922) on November 4, 2024,
with $500,001 to $1 million in both assets and liabilities.
Judge Jerry C. Oldshue, Jr. oversees the case.
Jodi D. Dubose, Esq., at Stichter, Riedel, Blain & Postler P.A. is
the Debtor's legal counsel.
COMMERCIAL FURNITURE: Gets Interim OK to Use Cash Collateral
------------------------------------------------------------
The U.S. Bankruptcy Court for the Eastern District of Tennessee
granted interim approval to Commercial Furniture Services, LLC to
use the cash collateral of its secured creditor, Southeast Bank.
The interim order authorized the company to use cash collateral
consistent with its budget for the period from January to March
2025. The budget shows total expenses of $207,561.95 per month.
Commercial Furniture Services must not exceed the expenditures in
the budget by more than 15% without an order from the court or
written consent from Southeast Bank.
As adequate protection, Southeast Bank was granted replacement
liens on the collateral to the same extent and with the same
validity and priority as its pre-bankruptcy liens.
A final hearing is set for March 27, 2025.
About Commercial Furniture Services
Commercial Furniture Services, LLC, a company in Chattanooga,
Tenn., offers office furniture installation, asset management (safe
storage) and logistics services.
Commercial Furniture Services filed a petition under Chapter 11,
Subchapter V of the Bankruptcy Code (Bankr. E.D. Tenn. Case No.
24-12642) on Oct. 18, 2024, with $100,001 to $500,000 in assets and
$1 million to $10 million in liabilities. Brenda Brooks of Moore &
Brooks serves as Subchapter V trustee.
Judge Nicholas W. Whittenburg oversees the case.
Wright, Cortesi & Gilbreath serves as the Debtor's legal counsel.
COMPLETE BEVERAGE: Gets Final OK to Use Cash Collateral
-------------------------------------------------------
Complete Beverage Center, Inc. received final approval from the
U.S. Bankruptcy Court for the Southern District of Florida, Fort
Lauderdale Division to use its lender's cash collateral.
The final order authorized Complete Beverage Center to use cash
collateral for court-approved payments, expenses listed in its
budget, and additional amounts approved in writing by its lender.
The lender has a pre-bankruptcy secured claim of approximately
$180,000, which is secured by a properly perfected first lien on
Complete Beverage Center's assets, including inventory, accounts
receivable and proceeds thereof. These assets constitute the
lender's cash collateral.
Creditors with pre-bankruptcy liens on cash collateral were granted
perfected post-petition liens with the same validity and priority
as their pre-bankruptcy liens.
About Complete Beverage Center
Complete Beverage Center Inc. filed its voluntary petition for
relief under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Fla.
Case No. 24-16099) on June 20, 2024, listing $100,001 to $500,000
in assets and up to $50,000 in liabilities.
Judge Scott M. Grossman oversees the case.
The Debtor tapped David W. Langley, Esq., as counsel and Brevda
CPA, PA as accountant.
CONTAINER STORE: Paul Hastings Represents Ad Hoc Group
------------------------------------------------------
The law firm of Paul Hastings LLP filed a verified statement
pursuant to Rule 2019 of the Federal Rules of Bankruptcy Procedure
to disclose that in the Chapter 11 cases of The Container Store
Group, Inc. and affiliates, the firm represents Ad Hoc Group
("AHG").
The members of the AHG is comprised of term lenders, or investment
advisors, subadvisors, or managers of discretionary accounts that
hold existing term loans outstanding under that certain Credit
Agreement, dated as of April 6, 2012 (as amended, modified or
supplemented from time to time, the "Credit Agreement"), by and
among, inter alios, The Container Store, Inc. ("Borrower" and,
collectively with each of its direct and indirect subsidiaries and
affiliates, including any of their successor or assigns, the
"Company"), the guarantors party thereto, JPMorgan Chase Bank,
N.A., as administrative and collateral agent (together with any
successor thereto, the "Agent"), and the lenders thereunder from
time to time (each, a "Term Lender" and collectively, the "Term
Lenders").
Counsel represents only the AHG and does not represent or purport
to represent any persons or entities other than the AHG in
connection with the Chapter 11 Cases. In addition, as of the date
of this Verified Statement, the AHG, both collectively and through
its individual members, does not represent or purport to represent
any other persons or entities in connection with the Chapter 11
Cases.
The Ad Hoc Group Members' address and the nature and amount of
disclosable economic interests held in relation to the Debtors
are:
1. Certain funds and/or accounts owned or managed by Golub Capital
LLC and/or its affiliates
100 S. Wacker Dr., 17th Floor
Chicago, IL 60606
* Prepetition Term Loan Claims: $44,707,069.08
2. Certain funds and/or accounts owned or managed by LCM Asset
Management LLC and/or its
affiliates
399 Park Avenue, 22nd Floor,
New York, NY 10022
* Prepetition Term Loan Claims: $29,127,974.55
3. Certain funds and/or accounts owned or managed by Glendon
Capital Management LP and/or its
affiliates
2425 Olympic Blvd., Suite 500E,
Santa Monica, CA 90404
* Prepetition Term Loan Claims: $25,085,034.19
4. Certain funds and/or accounts owned or managed by MJX Asset
Management and/or its affiliates
12 E 49th Street, 38th Floor,
New York, NY 10017
* Prepetition Term Loan Claims: $13,606,200.45
5. Certain funds and/or accounts owned or managed by Nassau
Financial Group and/or its affiliates
300 Park Avenue, Suite 1201,
New York, NY 10022
* Prepetition Term Loan Claims: $10,441,420.39
6. Certain funds and/or accounts owned or managed by CrossingBridge
Advisors, LLC and/or its
affiliates
427 Bedford Road, Suite 220,
Pleasantville, NY 10570
* Prepetition Term Loan Claims: $9,656,834.00
7. Certain funds and/or accounts owned or managed by Tikehau
Structured Credit Management LLC
and/or its affiliates
412 West 15th Street, 18th Floor,
New York, NY 10011
* Prepetition Term Loan Claims: $7,779,588.57
8. Certain funds and/or accounts owned or managed by Z Capital
Group, LLC and/or its affiliates
1330 Avenue of the Americas, 16th Floor
New York, NY 10019
* Prepetition Term Loan Claims: $5,255,664.43
9. Certain funds and/or accounts owned or managed by Arbour Lane
Fund III GP, LLC and/or its
affiliates
700 Canal Street
Stamford CT 06902
* Prepetition Term Loan Claims: $3,998,784.14
Counsel to Ad Hoc Group of Term Lenders:
PAUL HASTINGS LLP
Charles Persons, Esq.
2001 Ross Avenue, Suite 2700
Dallas, Texas 75201
Telephone: (972) 936-7500
Facsimile: (972) 936-7501
Email: charlespersons@paulhastings.com
-and-
Jayme T. Goldstein Esq.
Isaac S. Sasson, Esq.
Leonie Koch, Esq.
200 Park Avenue
New York, New York 10166
Telephone: (212) 318-6000
Facsimile: (212) 319-4090
Email: jaymegoldstein@paulhastings.com
isaacsasson@paulhastings.com
leoniekoch@paulhastings.com
-and-
William Reily, Esq.
71 South Wacker Drive
Chicago, Illinois
Telephone: (312) 499 6000
Facsimile: (312) 499 6100
Email: williamreily@paulhastings.com
About The Container Store Group
The Container Store Group, Inc. is retailer with a solution
oriented business and provides customers with custom spaces,
organizing solutions, and in-home services. The Company conducts
business in physical stores (with product offerings tailored based
on store location and size) and online. Products are sourced both
domestically and internationally and shipped to stores or customers
from domestic distribution centers using contract carriers.
The Debtors sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. S.D. Tex. Lead Case No. 24-90627) on Dec.
22, 2024, with $969,204,000 in total assets as of Sept. 28, 2024
and $836,372,000 in total debts as of Sept. 28, 2024. Chad Coben,
chief restructuring officer, signed the petitions.
Judge Alfredo R. Perez presides over the case.
The Debtors tapped HUNTON ANDREWS KURTH LLP and LATHAM & WATKINS
LLP as legal counsel; HOULIHAN LOKEY CAPITAL, INC. as investment
banker; and Verita Global (previously Kutzman Carson Consultants
LLC) as claims, noticing & solicitation agent.
CUBITAC CORP: Seeks Approval to Hire Bederson LLP as Accountant
---------------------------------------------------------------
Cubitac Corp. seeks approval from the U.S. Bankruptcy Court for the
District of New Jersey to employ Bederson, LLP as accountant.
The firm will provide general accounting services and assistance in
preparation of operating reports, avoidance action analysis, plan
and disclosure statement formulation, and in all aspects of the
Chapter 11 case.
The firm will be paid at these hourly rates:
Partners $500
Director $370
Senior Accountants $285 to $310
Staff Accountants $200
Para Professionals $185
Consultants $250 to $372
Bederson is "disinterested" as defined in Section 101(14) of the
Bankruptcy Code, according to court filings.
The firm can be reached through:
Charles N. Persing, CPA
Bederson, LLP
100 Parsons Avenue, Suite 310
Fairfield, NJ 07004
Tel: (973) 530-9181
Email: cpersing@bederson.com
About Cubitac Corp.
Cubitac Corp. filed a petition under Chapter 11, Subchapter V of
the Bankruptcy Code (Bankr. D.N.J. Case No. 24-20659) on Oct. 28,
2024. In the petition signed by Joel Weiss, president, the Debtor
disclosed up to $50,000 in assets and up to $10 million in
liabilities.
Judge Janet S. Baer presides over the case.
Broege, Neumann, Fischer & Shaver, LLC represents the Debtor as
counsel.
CUCINA ANTICA: Files Emergency Bid to Use Cash Collateral
---------------------------------------------------------
Cucina Antica Foods, Corp. asked the U.S. Bankruptcy Court for the
Northern District of Texas, Dallas Division, for authority to use
cash collateral and provide adequate protection.
The company requires the use of cash collateral to continue
operations, preserve its business, and progress toward a sale or a
confirmed plan of reorganization.
Prior to the bankruptcy filing, Cucina was facing diminishing
profits and liquidity challenges due to rising production costs and
shipping costs in the post-COVID world coupled with some retail
contracts that capped Cucina’s ability to raise its prices to
cover increased costs. Despite these challenges, Cucina produced a
high-quality product that was in demand and enjoyed prominent shelf
placement in major retail outlets. Unfortunately, its owner, chef
Aneillo Fusco, became ill with cancer and determined that a sale of
Cucina would be in the best interest of the Company. Although there
were buyers interested in Cucina, no sale was consummated. On
September 12, 2024, Fusco passed away from complications of cancer
leaving his wife, Suzanne Fusco and his daughter. Neil left a valid
written will appointing Suzie as the Independent Executor of the
Will, and the recipient of his Remaining Property, which included
100% of the shares in Cucina. Since Neil;s passing, Suzie has been
running the company along with other members of the Fusco family.
Suzie's main goal has been to continue to operate Cucina to
preserve its value until a sale can be consummated. She has been
working with lenders and vendors to keep products moving into
retail outlets and on the shelves.
Cucina, as borrower, and Valley National Bank, successor in
interest to The Westchester Bank, as lender, are parties to (i)
that promissory note dated September 24, 2020 in the principal
amount of $1.5 million; (ii) that Business Loan Agreement dated
September 24, 2020; (iii) that Commercial Security Agreement dated
September 24, 2020; (iv) that Commercial Guaranty executed by
Aniello Fusco as Guarantor; and (v) that Modification Agreement
dated November 11, 2023. Pursuant to the Commercial Security
Agreement, Valley Bank asserts a security interest in the company's
personal property, including among other collateral, accounts and
deposit accounts. As of the petition date, Cucina estimates the
Valley Bank loan balance at $1.690 million.
Cucina can adequately protect the interests of Valley Bank by
providing Valley Bank with post-petition liens, a priority claim in
the Chapter 11 bankruptcy case, and post-petition payments. The
company submits that such adequate protection is more than
sufficient to protect Valley Bank.
A copy of the motion is available at https://urlcurt.com/u?l=c87ZcH
from PacerMonitor.com.
About Cucina Antica Foods Corp.
Cucina Antica Foods Corp. is a manufacturer of pasta sauces and
ketchup.
Cucina Antica Foods Corp. sought relief under Chapter 11 of the
U.S. Bankruptcy Code (Bankr. N.D. Tex. Case No. 24-34058) on
December 13, 2024. In the petition filed by Suzanne Fusco, as
authorized representative, the Debtor reports estimated assets
between $100,000 and $500,000 and estimated liabilities between $1
million and $10 million.
The Debtor is represented by Frances A. Smith, Es., at Ross, Smith
& Binford, PC.
DORMIFY INC: Hires Goldstein & McClintock LLLP as Counsel
---------------------------------------------------------
Dormify, Inc. seeks approval from the U.S. Bankruptcy Court for the
District of Delaware to employ Goldstein & McClintock LLLP 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 and operation of its business;
(b) attend meetings and negotiate with representatives of
creditors and other parties involved in the Debtor's Chapter 11
case;
(c) take all necessary action to protect and preserve the
Debtor's estate;
(d) prepare legal papers;
(e) take any necessary action on behalf of the Debtor to
obtain approval of a disclosure statement and confirmation of the
Debtor's plan of reorganization;
(f) represent the Debtor in connection with obtaining use of
cash collateral and post-petition financing (to the extent
necessary);
(g) advise the Debtor in connection with any potential sale of
assets;
(h) appear before the bankruptcy court, any appellate courts,
and the U.S. trustee; and
(i) perform all other necessary legal services to the Debtor
in connection with the Chapter 11 case.
The firm will be paid as follows:
Harley Goldstein, Partner $895 per hour
Ainsley Moloney, Partner $735 per hour
Joshua Grenard, Partner $585 per hour
Maria Aprile Sawczuk, Partner $525 per hour
William Thomas, Associate $385 per hour
The firm received an advance payment retainer in the total amount
of $63,784.54.
In addition, the firm will seek reimbursement for expenses
incurred.
Joshua Grenard, Esq., a partner at Goldstein & McClintock,
disclosed in a court filing that his firm is a "disinterested
person" as that term is defined in Section 101(14) of the
Bankruptcy Code.
The firm can be reached through:
Joshua Grenard, Esq.
Goldstein & McClintock LLLP
111 W. Washington Street, Suite 1221
Chicago, IL 60602
Telephone: (312) 337-7700
Facsimile: (312) 277-2310
About Dormify, Inc.
Dormify, Inc. filed Chapter 11 petition (Bankr. D. Del. Case No.
24-12634) on November 18, 2024, with $1 million to $10 million in
assets and $10 million to $50 million in liabilities.
Judge Thomas M. Horan oversees the case.
Goldstein & McClintock, LLLP is the Debtor's legal counsel.
DUSOBOX CORP: Amends Sale Motion to Modify Time to File Objections
------------------------------------------------------------------
Dusobox Corporation filed an amended motion seeking authority to
sell assets free and clear of liens, claims, and encumbrances, to
modify the time to file objections to on or before 4:00 p.m.
(prevailing Eastern Time) on December 27, 2024.
About the Dusobox Corporation
Dusobox Corporation is a designer, engineer and manufacturer of
custom corrugated display solutions and product packaging. It is
based in Orlando, Fla.
Dusobox filed Chapter 11 petition (Bankr. M.D. Fla. Case No.
24-00391) on Jan. 29, 2024, with $1 million to $10 million in
assets and $10 million to $50 million in liabilities.
Judge Tiffany P. Geyer oversees the case.
Michael A. Nardella, Esq., at Nardella & Nardella, PLLC is the
Debtor's legal counsel.
DVC3 LLC: Seeks Access to SBA's Cash Collateral
-----------------------------------------------
DVC3, LLC asked the U.S. Bankruptcy Court for the Middle District
of Florida, Jacksonville Division for authority to use the cash
collateral of the U.S. Small Business Administration.
The company requires the use of cash collateral to meet
post-petition contractual and tax obligations related to payroll,
inventory and equipment owned by the company and ongoing business
operations.
The company executed a Promissory Note, Chattel Mortgage and
Security Agreement to United States of America through SBA in the
original principal amount of $600,000 in which the rents, accounts
receivables, chattel paper, contracts, documents, cash, bank
accounts, etc. were pledged as collateral.
DVC3 is willing to enter into an agreement with the SBA to provide
a post-petition replacement lien of a continuing nature on all
post-petition accruing cash collateral to the secured creditor.
A preliminary hearing is scheduled for Jan. 6, 2025.
A copy of the motion is available at https://urlcurt.com/u?l=shGaFr
from PacerMonitor.com.
About DVC3 LLC
DVC3, LLC sought protection under Chapter 11 of the U.S. Bankruptcy
Code (Bankr. M.D. Fla. Case No. 24-03897) on December 23, 2024. In
the petition signed by Rebecca L. Vetter, manager, the Debtor
disclosed up to $500,000 in assets and up to $10 million in
liabilities.
Judge Jacob A. Brown oversees the case.
Bryan K. Mickler, Esq., at Law Offices of Mickler & Mickler, LLP,
represents the Debtor as legal counsel.
E&J PROPERTIES: Hires Relay Accounting as Accountant
----------------------------------------------------
E&J Properties, LLC seeks approval from the U.S. Bankruptcy Court
for the Northern District of Alabama to employ Relay Accounting
Management as accountant.
The firm will assist with general accounting and bookkeeping tasks
for the Debtor-in-Possession and the bankruptcy estate.
The firm will be paid at these rates:
a. Annual Business Tax Preparation $3,250
b. Additional Print Copy of Tax Return $60 per copy
c. Facsimile $3 per page
The firm will also be reimbursed for reasonable out-of-pocket
expenses incurred.
In addition, the firm will seek reimbursement for its out-of-pocket
expenses.
Darlene L. Wilson, a partner at Relay Accounting Management,
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:
Darlene L. Wilson
Relay Accounting Management
P.O. Box 3019
Birmingham, AL 35202
Tel: (205) 925-7263
Fax: (205) 925-7283
About E&J Properties, LLC
E&J Properties LLC is engaged in activities related to real
estate.
E&J Properties LLC sought relief under Subchapter V of Chapter 11
of the U.S. Bankruptcy Code (Bankr. N.D. Ala. Case No. 24-02477) on
August 16, 2024. In the petition signed by Brian E. Sanders, as
managing member, the Debtor reports between $1 million and $10
million each.
The Honorable Bankruptcy Judge Tamara O. Mitchell oversees the
case.
The Debtor is represented by:
Anthony Brian Bush, Esq.
THE BUSH LAW FIRM, LLC
3198 Parliament Cir Ste 302
Montgomery AL 36116
Tel: (334) 263-7733
E-mail: abush@bushlegalfirm.com
ELITA 7 LLC: Gets Interim OK to Use Cash Collateral Until Jan. 23
-----------------------------------------------------------------
Elita 7, LLC and Victoria Light, LLC received interim approval from
the U.S. Bankruptcy Court for the District of Massachusetts to use
cash collateral until Jan. 23, 2025.
The companies require the use of cash collateral to fund their
operations. The companies estimate total monthly expenses of
$211,701 for January and $211,601 for February.
The interim order granted DMT SPE I, LLC and other secured lenders
replacement liens on the companies' assets to the same extent and
with the same priority and enforceability as their pre-bankruptcy
liens.
As additional protection, DMT SPE I, the primary secured lender,
will receive payment of $30,000 on Jan. 17, 2025.
Elita 7 and Victoria Light are liable to DMT SPE I on a loan made
to them in July in the original principal amount of $6.1 million.
Meanwhile, the companies have given security interest in
receivables or sales of future receivables to other creditors
including Capybara Capital LLC, Dependence Platinum, Forward
Financing, EN OD Capital, Stage Advance LLC, and Unique Funding
Solutions, LLC.
About Elita 7 and Victoria Light
Elita 7, LLC operates a 60-bed Rest Home located at 16 Marble
Street, Worcester, Mass.
Elita 7and its affiliate, Victoria Light, LLC, filed Chapter 11
petitions (Bankr. D. Mass. Lead Case No. 24-41303) on December 20,
2024. At the time of the filing, the Debtors reported $1 million to
$10 million in both assets and liabilities.
Judge Elizabeth D. Katz oversees the cases.
John O. Desmond, Esq., represents the Debtors as legal counsel.
EMS WAREHOUSING: James LaMontagne Named Subchapter V Trustee
------------------------------------------------------------
The U.S. Trustee for Region 1 appointed James LaMontagne of Sheehan
Phinney Bass & Green as Subchapter V trustee for EMS Warehousing
and Distribution, Inc.
Mr. LaMontagne will be paid an hourly fee of $450 for his services
as Subchapter V trustee and will be reimbursed for work-related
expenses incurred.
Mr. LaMontagne declared that he is a disinterested person according
to Section 101(14) of the Bankruptcy Code.
The Subchapter V trustee can be reached at:
James S. LaMontagne, Esq.
Sheehan Phinney Bass & Green
75 Portsmouth Boulevard, Suite 110
Portsmouth, NH 03801
Phone: (603) 627-8102
Email: jlamontagne@sheehan.com
About EMS Warehousing and Distribution
EMS Warehousing and Distribution, Inc. sought protection under
Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Mass. Case No.
24-41297) on December 19, 2024, with $100,001 to $500,000 in assets
and $1 million to $10 million in liabilities.
Judge Elizabeth D. Katz presides over the case.
Steffani M. Pelton, Esq. at Madoff & Khoury LLP represents the
Debtor as legal counsel.
ENTECCO FILTER: Hires Langford de Kock LLP as Accountant
--------------------------------------------------------
Entecco Filter Technology, Inc., seeks approval from the U.S.
Bankruptcy Court for the Middle District of North Carolina to
employ Langford de Kock LLP as accountant.
The firm will provide these services:
a. prepare and file required 2023 federal income tax return;
and
b. prepare and file required 2023 state income tax returns.
The firm will be paid at these rates:
Partner $590 to $650 per hour
Associate Partner $510 to $40 per hour
Senior Tax Consultant $510 to 590 per hour
Manager- Audit & Tax $385 to 470 per hour
Senior Associate - Audit & Tax $305 to 360 per hour
Associate - Audit & Tax $200 to 295 per hour
Associate- BPO $120 to $295 per hour
Administrative $145 to $160 per hour
The firm will also be reimbursed for reasonable out-of-pocket
expenses incurred.
J.T. Sullivan, a partner at Langford de Kock LLP, disclosed in a
court filing that the firm is a "disinterested person" as the term
is defined in Section 101(14) of the Bankruptcy Code.
The firm can be reached at:
J.T. Sullivan
Langford de Kock LLP
121 West Trade Street, Suite 2900
Charlotte, NC 28202
Tel: (704) 831-3563
About Entecco Filter Technology, Inc.
Entecco Filter Technology, Inc., is a Delaware-based environmental
technology company, specializing in air purification systems and
filter products used in various industries.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. M.D.N.C. Case No. 24-50707) with $1 million
to $10 million in both assets and liabilities. James David
Edgerton, president and chief executive officer, signed the
petition.
James C. Lanik, Esq., at Waldrep Wall Babcock & Bailey, PLLC serves
as the Debtor's legal counsel.
FUSE GROUP: Lowers Net Loss to $40K in Fiscal Year Ended Sept. 30
-----------------------------------------------------------------
Fuse Group Holding Inc. filed with the Securities and Exchange
Commission its Annual Report on Form 10-K disclosing a net loss of
$40,361 on $332,024 of revenue for the year ended Sept. 30, 2024,
compared to a net loss of $474,802 on $0 of revenue for the year
ended Sept. 30, 2023.
As of Sept. 30, 2024, the Company had $85,374 in total assets,
$252,173 in total liabilities, and a total stockholders' deficit of
$166,799.
Diamond Bar, California-based KCCW Accountancy Corp., the Company's
auditor since 2022, issued a "going concern" qualification in its
report dated Dec. 26, 2024, citing that as of Sept. 30, 2024 and
2023, the Company had recurring losses from operations, an
accumulated deficit, and a negative cash flows from operating
activities. As such, there is substantial doubt about its 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/0001636051/000118518524001223/fusegroup20240930_10k.htm
About Fuse Group
Headquartered in Arcadia, CA, Fuse Group Holding Inc. currently
develops business opportunities in the mining, biotech and
consulting areas. On Dec. 6, 2016, the Company incorporated Fuse
Processing, Inc., in the State of California. Processing seeks
business opportunities in mining and is currently investigating
potential mining targets in Asia and North America.
G FAB INC: Hires Law Offices of Keith Y. Boyd as Counsel
--------------------------------------------------------
G Fab, Inc. seeks approval from the U.S. Bankruptcy Court for the
District of Oregon to employ The Law Offices of Keith Y. Boyd to
handle its Chapter 11 case.
The firm will be paid at these rates:
Keith Y. Boyd $445 per hour
Melissa A. Arnold, ACP $185 per hour
Law Clerk $200 per hour
Legal Assistants $115 per hour
The firm received from the Debtor a retainer of $30,000. The firm
will also be reimbursed for reasonable out-of-pocket expenses
incurred.
Keith Y. Boyd, Esq., a partner at The Law Offices of Keith Y. Boyd,
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:
Keith Y. Boyd, Esq.
The Law Offices of Keith Y. Boyd
724 S. Central Ave., Suite 106
Medford, OR 97501
Tel: (541) 973-2422
Fax: (541) 973-2426
Email: keith@boydlegal.net
About G Fab, Inc.
G Fab Inc. is a specialty contractor that serves the White City, OR
area and specializes in structural steel.
G Fab Inc. sought relief under Chapter 11 of the U.S. Bankruptcy
Code (Bankr. D. Or. Case No. 24-62739) on December 12, 2024. In the
petition filed by Tracey Glenn, as president, the Debtor reports
estimated assets and liabilities between $1 million and $10 million
each.
Honorable Bankruptcy Judge Thomas M. Renn handles the case.
The Debtor is represented by Keith Y Boyd, Esq., at KEITH Y BOYD,
PC.
GAUCHO GROUP: Directors OK Placement of Preferred Stock for $7.2MM
------------------------------------------------------------------
On May 22, 2024, Gaucho Group Holdings, Inc., filed a Certificate
of Designation of Senior Convertible Preferred Stock with the
Delaware Secretary of State, designating 100,000 shares of
preferred stock of the Company, par value $0.01, as Senior
Convertible Preferred Stock.
In order to raise additional capital for the Company, the Board of
Directors of the Company approved the commencement of a private
placement of shares of Preferred Stock and 8.5% promissory notes
for aggregate proceeds of up to $7.2 million (up to $6 million with
a 20% overallotment) pursuant to Section 4(a)(2) of the 1933 Act
and Rule 506(b) of Regulation D thereunder. The Preferred Stock
will be issued at a price per share of $100; provided that the
Company is limited to the sale of up to 6,731 shares of Senior
Convertible Preferred Stock for gross proceeds of $637,100 until
such time as stockholder approval is granted pursuant to Nasdaq
Rule 5635(d) at the Company's Annual General Meeting of
Stockholders on August 16, 2024.
At the 2024 AGM, the Company obtained the requisite stockholder
approval, and the Notes comprised of $3,306,425 and $21,243 in
interest were automatically converted into an aggregate of 33,286
shares of Preferred Stock based on a conversion price of $100 per
share.
Between August 19, 2024 and November 12, 2024, the Company received
gross proceeds of $ 1,028,307 and issued a total of 10,284 shares
of Preferred Stock.
For these sales of securities in the Preferred Private Placement,
no general solicitation was used, the Notes and shares of Preferred
Stock were only offered to a small select group of accredited
investors, all of whom have a substantial pre-existing relationship
with the Company, and no commissions were paid. The Company relied
on the exemption from registration available under Section 4(a)(2)
and/or Rule 506(b) of Regulation D promulgated under the Securities
Act with respect to transactions by an issuer not involving any
public offering.
A full-text copy of the Form 8-K is available at
https://tinyurl.com/3thdjwun
About Gaucho Group Holdings
Gaucho Group Holdings, Inc. is a Delaware holding company
headquartered in Miami, Fla., which owns certain subsidiaries
including operating companies that own a winery, boutique hotel
and
real property in Argentina.
Gaucho filed Chapter 11 petition (Bankr. S.D. Fla. Case No.
24-21852) on November 12, 2024, with $10 million to $50 million in
both assets and liabilities.
Nathan G. Mancuso, Esq., at Mancuso Law, P.A. is the Debtor's
legal
counsel.
GRESHAM WORLDWIDE: Court Extends Use of Cash Collateral to Jan. 17
------------------------------------------------------------------
The U.S. Bankruptcy Court for the District of Arizona granted the
motion by Gresham Worldwide, Inc., extending its use of cash
collateral until Jan. 17, 2025.
The court required the company to pay $60,000 to Arena Investors,
LP by Jan. 17, 2025, as provided in the budget.
The court previously issued a final order in Gresham's bankruptcy
case, allowing the company to use cash collateral to pay its
operating expenses until Dec. 31.
The terms of the final order relating to the replacement liens
granted to Arena Investors, LP and Ault Lending, LLC remain in full
force and effect.
About Gresham Worldwide
Gresham Worldwide, Inc. designs, manufactures, and distributes
purpose-built electronics equipment, automated test solutions,
power electronics, supply and distribution solutions, as well as
radio, microwave, and millimeter wave communication systems and
components for a variety of applications with a focus on the global
defense industry and the healthcare market.
Gresham Worldwide sought relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. D. Ariz. Case No. 24-06732) on Aug. 14,
2024. In the petition filed by Lutz P. Henckels, chief financial
officer, the Debtor disclosed $32,859,000 in assets and $39,786,000
in liabilities as of June 30, 2024.
Judge Scott H. Gan oversees the case.
Patrick A. Clisham, Esq., at Engelman Berger, PC serves as the
Debtor's counsel.
The U.S. Trustee appointed an official committee of unsecured
creditors in this Chapter 11 case. The committee tapped Stinson LLP
as legal counsel.
HALL OF FAME: CH Capital Loan Maturity Date Extended to Dec. 2025
-----------------------------------------------------------------
On December 12, 2024, Hall of Fame Resort & Entertainment Company,
HOF Village Retail I, LLC and HOF Village Retail II, LLC
(collectively "Retail") entered into the Sixth Amendment to Loan
Agreement with CH Capital Lending, LLC, an affiliate of the
Company's director Stuart Lichter, according to a Form 8-K filing
with the U.S. Securities and Exchange Commission.
The Sixth Amendment was entered to extend the maturity date from
December 4, 2024 to December 5, 2025. Retail and Lender executed an
Allonge to First Amended and Restated Promissory Note to modify the
definition of the initial maturity date in the promissory note.
A full-text copy of the Form 8-K is available at
https://tinyurl.com/mtpxe4sv
About Hall of Fame Resort
Hall of Fame Resort & Entertainment Co. is a resort and
entertainment company leveraging the power and popularity of
professional football and its legendary players in partnership
with
the National Football Museum, Inc., doing business as the Pro
Football Hall of Fame. Headquartered in Canton, Ohio, the Company
owns the DoubleTree by Hilton located in downtown Canton and the
Hall of Fame Village, which is a multi-use sports, entertainment,
and media destination centered around the PFHOF's campus.
HIRSCH GLASS: Gets Final OK to Use $1.95-Mil. in Cash Collateral
----------------------------------------------------------------
Hirsch Glass Corporation received final approval from the U.S.
Bankruptcy Court for the District of New Jersey to use cash
collateral, subject to certain conditions and adequate protection
for its secured creditor, Bank of America.
The final order authorized the company to use up to $1.95 million
in cash collateral to maintain its assets, continue its business
operations, and pay ongoing and customary business expenses.
Bank of America, the secured creditor, was granted a replacement
lien on the company's post-petition collateral and proceeds, with
the same priority as its pre-bankruptcy lien.
As additional protection, the secured creditor will receive monthly
principal payments of $211,000 and interest payments.
In the event that the adequate protection provided for in the order
proves insufficient to protect its interest in the cash collateral,
Bank of America will be granted a superpriority administrative
expense claim, senior to any and all claims against the company.
About Hirsch Glass Corporation
Hirsch Glass Corporation is a stone supplier in New Jersey.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. D. N.J. Case No. 24-20881) on November 1,
2024, with $6,562,458 in assets and $2,554,600 in liabilities.
Helen Zhao, partner and executive vice president, signed the
petition.
Judge Mark Edward Hall oversees the case.
Marc C. Capone, Esq., at Gillman Capone, LLC, represents the Debtor
as legal counsel.
IDEAL HEALTH: Court Denies Bid to Use Cash Collateral
-----------------------------------------------------
Ideal Health and Fitness Corp. failed to get approval from the U.S.
Bankruptcy Court for the Eastern District of California, Sacramento
Division, to use its cash collateral.
The bankruptcy court on Dec. 27 denied, without prejudice, the
company's motion to use cash collateral to pay its employees, rent,
insurance and other business expenses.
The cash collateral sought to be used are the revenues from gym
memberships and fitness class fees paid by customers. The proceeds
are subject to liens held by Kapitus LLC, Black Olive Capital LLC,
Corporation Service Company (as agent), and Funding Futures, LLC.
About Ideal Health and Fitness Corp.
Ideal Health and Fitness Corp. sought protection under Chapter 11
of the U.S. Bankruptcy Code (Bankr. E.D. Calif. Case No. 24-25682)
on December 18, 2024, with up to $500,000 in assets and up to $1
million in liabilities. Ben Ragsac, Jr., president and chief
executive officer of Ideal Health and Fitness, signed the
petition.
Judge Frederick E. Clement oversees the case.
Michael Jay Berger, Esq., at the Law Offices of Michael Jay Berger,
represents the Debtor as bankruptcy counsel.
IGNITE OPTICS: Kevin Neiman Named Subchapter V Trustee
------------------------------------------------------
The U.S. Trustee for Region 19 appointed Kevin Neiman as Subchapter
V trustee for Ignite Optics Communications, LLC.
Mr. Neiman will be paid an hourly fee of $350 for his services as
Subchapter V trustee and will be reimbursed for work-related
expenses incurred.
Mr. Neiman declared that he is a disinterested person according to
Section 101(14) of the Bankruptcy Code.
The Subchapter V trustee can be reached at:
Kevin S. Neiman
999 18th Street, Suite 1230 S
Denver, CO 80202
Tel: (303) 996-8637
Fax: (877) 611-6839
Email: trustee@ksnpc.com
About Ignite Optics Communications
Ignite Optics Communications, LLC sought protection under Chapter
11 of the U.S. Bankruptcy Code (Bankr. D. Colo. Case No. 24-17506)
on December 19, 2024, with $100,001 to $500,000 in assets and
$500,001 to $1 million in liabilities.
Judge Kimberley H. Tyson presides over the case.
Keri L. Riley, Esq., at Kutner Brinen Dickey Riley, P.C. represents
the Debtor as legal counsel.
IHEARTCOMMUNICATIONS INC: Moody's Confirms 'Caa1' CFR
-----------------------------------------------------
Moody's Ratings confirmed iHeartCommunications, Inc.'s Caa1
Corporate Family Rating following the closing of the debt exchange
transaction. Concurrently, Moody's confirmed the Caa1-PD
Probability of Default Rating and appended a limited default (LD)
designation, changing it to Caa1-PD/LD from Caa1-PD. Also, Moody's
confirmed the Caa1 rating on the existing $276.9 million 4.75%
senior secured notes due January 2028 and confirmed the Caa3 rating
for the $72.4 million 8.375% notes due May 2027. Moody's downgraded
the ratings on the existing senior secured debt comprised of a $6.6
million term loan due May 2026, $44.6 million 6.375% notes due May
2026 and $7.0 million 5.25% notes due August 2027 to Caa3 from
Caa1. These actions conclude a review for downgrade initiated on
November 18, 2024. The outlook was changed to stable from ratings
under review.
Moody's assigned a Caa3 rating to the new $675.2 million 10.875%
senior secured second lien notes due May 2030 and Caa1 ratings to
the new $2,145.7 million senior secured term loan due May 2029,
$717.6 million 9.125% senior secured notes due May 2029, $661.3
million 7.75% senior secured notes due August 2030, and $178.4
million 7.0% senior secured notes due January 2031. The company's
speculative grade liquidity rating remains unchanged at SGL-2.
On December 23, 2024, iHeart announced it closed on an exchange
offer with creditors representing approximately $4.8 billion of
outstanding debt commitments. Under the transaction support
agreement (TSA), iHeart exchanged the existing term loan and notes
due 2026-2028 into new term loan and notes due 2029-2031 with
participation rates ranging from 44.6%-99.7% across all debt
tranches. In connection with the exchange offer, iHeart solicited
consents from note holders to eliminate substantially all covenants
and release all the collateral securing the debt. As a result, debt
holders who did not participate in the exchange offer except for
the 2028 notes were subordinated to the new debt.
The "/LD" designation reflects Moody's view that the debt exchange
was a distressed exchange, which is a default under Moody's
definition, given the weak trading prices, a 11%-20% discount to
par, the subordination of the debt holders who do not participate
in the exchange and Moody's view that the capital structure was
untenable. The "/LD" designation will be removed in about three
business days.
The confirmation of the Caa1 CFR and stable outlook reflects
iHeart's operating performance pressured by ongoing weak radio
advertising demand and elevated financial leverage. The debt
exchange extends the maturities to 2029-2031 from 2026-2028
resulting in a deleveraging of 0.6x in 2024 and providing the
company with a more manageable timeframe to improve its operations
and continue to invest in its digital businesses. Despite an 8.5%
debt reduction (approximately $445 million), the new exchanged debt
carries higher interest rates of 225bps-275bps compared to the
existing debt leading to an increase in interest expense by an
average $80 million per annum. In addition, the company has
obligations to address debt maturities of $407 million during
2026-2028 due to the non-participating debt holders.
RATINGS RATIONALE
iHeart's Caa1 CFR reflects elevated financial leverage resulting
from weak radio advertising demand and uncertainties related to the
timing of a recovery as negative secular pressures continue.
Moody's expect debt to EBITDA (excluding Moody's standard lease
adjustments) to decline to mid-6x in 2024 from low-9x in 2023
driven by higher political ad spend and the decrease in debt
quantum resulting from the exchange transaction. However, adjusted
financial leverage is expected to increase to high-7x in 2025 based
on Moody's projection of a revenue decrease in the low-single
digits percentage due to lower political ad dollars and a decline
in the traditional radio segment partially offset by growth in its
digital segments including podcast and streaming. Moody's adjusted
EBITDA margin (excluding Moody's standard lease adjustments) is
projected to moderately decline to mid-10% due to the absence of
highly profitable political revenue. There is limited visibility
into the operating performance in 2025 as political revenue tapers
off and the radio industry continues to face secular pressures.
Moody's expect the company to continue to focus on growing its
digital business while reducing costs and enhancing efficiencies in
its traditional radio broadcast business segment. At the same time,
the rating takes into consideration iHeart's size as the largest
radio operator in the US as well as its geographic diversity and
leading market positions in most of the approximately 160 markets
in which it operates. The company also derives significant strength
from its diversified service offering including podcasting, the
iHeartRadio service, live events, syndicated network, and data
analytics services.
The SGL-2 rating reflects Moody's expectation that iHeart will
maintain good liquidity over the next 12 to 18 months supported by
$432 million of cash on hand as of September 2024, borrowing base
availability of $426.3 million of the $450 million ABL revolving
credit facility due May 2027 and annual free cash flow generation
of approximately $50-$100 million. The company's cash uses include
annual interest expense of approximately $450 million, 1%
amortization (approximately $20 million) of the new term loan,
working capital needs depending on seasonality and capital
expenditures of $90-$95 million. Due to the non-participating debt
holders, the company will have debt maturities of $51 million in
2026, $79 million in 2027 and $277 million in 2028 which could
pressure liquidity if operating performance is not strong.
The ABL credit facility is subject to a fixed charge coverage ratio
of at least 1x if borrowing availability is less than the greater
of $40 million and 10% of the aggregate commitments for two
consecutive days. Moody's project iHeart will remain in compliance
with the ABL covenant.
The ratings for the individual debt instruments in the capital
structure based on a priority of claims incorporate iHeart's
Caa1-PD PDR and an average expected family recovery rate of 50% at
default. The new 2029 senior secured first lien term loan, the new
2029-2031 senior secured first lien notes and the existing 2028
senior secured first lien notes are rated Caa1, in line with the
Caa1 CFR as the senior secured first lien debts represent the
preponderance of the capital structure. The Caa1 ratings reflect
the senior most ranking after the ABL within the capital structure
and first loss support provided by the new 2030 senior secured
second lien notes, the stub debts and unsecured claims. The new
secured term loan, the new notes and the existing notes are secured
on a first lien basis by substantially all assets and second lien
basis by the ABL collateral. The new and existing instruments are
further supported by upstream guarantees from its material domestic
subsidiaries.
The Caa3 rating on the new 2030 senior secured second lien notes,
which is two notches below the CFR, reflects its ranking within the
capital structure behind the senior secured first lien claims and
minimal first loss support provided by the limited amount of stub
debts and unsecured claims. The senior secured second lien notes
are secured on a second lien basis by substantially all assets and
third lien basis by the ABL collateral, as well as by upstream
guarantees from material domestic subsidiaries.
The old 2026 secured term loan and 2026-2027 unsecured notes are
rated Caa3 due to the subordination and significant amount of
senior secured first and second lien debt ahead of it in the debt
structure. The old notes except for the 2027 unsecured notes, which
were senior secured prior to the debt exchange, are now unsecured
as the collateral securing the old debt were released.
Marketing terms for the new credit facilities (final terms may
differ materially) include the following:
There is no incremental pari passu debt capacity – incremental
may only be used to finance a leverage neutral exchange. There is
no inside maturity sublimit.
The credit agreement is expected to prohibit the designation of
unrestricted subsidiaries, preventing collateral "leakage" to such
subsidiaries.
No credit party may directly or indirectly transfer (whether as an
investment, restricted payment, disposition or otherwise) any
Broadcast Licenses, Broadcast Stations, FCC Authorizations,
material intellectual property or other material property or asset
to any non-credit party, except for bona fide non-exclusive royalty
or licensing agreements.
The credit agreement is expected to provide limitations on
up-tiering transactions, requiring affected lender consent for
amendments that subordinate or have the direct or indirect effect
of subordinating (either through amendments, the establishment of
intercreditor, subordination or other similar agreements) the debt
or liens.
Amendments authorizing the incurrence of additional debt for the
primary purpose of influencing voting thresholds in order to obtain
consent to any transaction that would not be permitted under the
agreement, require affected lender consent.
Any intercompany debt owed to non-guarantors must be subordinated
and unsecured. Loan parties cannot guarantee or provide any credit
support to intercompany debt owed to non-guarantors.
The company cannot incur debt, grant liens, make investments or
dispositions in connection with certain liability management
transactions.
iHeart's ESG Credit Impact Score of CIS-5 indicates that ESG
considerations have a pronounced impact on the current rating,
which is lower than it would have been if ESG risks did not exist.
Governance risks are related to the company's track record of
operating with very high leverage levels which has led to a
distressed exchange and risks related to the sustainability of the
capital structure.
The stable outlook reflects Moody's expectation that iHeart's
leverage will stabilize at below 8x on a two-year average basis and
free cash flow to debt will remain in the low single digits
percentage.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
The ratings could be upgraded if iHeart achieves positive organic
revenue and EBITDA growth on a sustained basis driven by
stabilization in its radio broadcast business and expansion in its
digital businesses such that Moody's adjusted debt to EBITDA is
sustained below 5.0x. A good liquidity position, including a
mid-single digit percentage free cash flow-to-debt ratio would also
be required.
The ratings could be downgraded if operating performance
deteriorates materially such that the liquidity position
deteriorates further or Moody's assessment of the probability of
default were to increase.
iHeartCommunications, Inc. (iHeart) with its headquarters in San
Antonio, Texas, is the leading terrestrial radio operator and
podcasting service provider in the US. In addition, iHeart operates
its iHeartRadio digital platform, data analytics services, live
events, syndicated networks, and the Katz Media Group. iHeart
emerged from Chapter 11 bankruptcy protection and separated from
Clear Channel Outdoor Holdings, Inc. in Q2 2019. Revenue was
approximately $3.8 billion for the last twelve months ending
September 2024.
The principal methodology used in these ratings was Media published
in June 2021.
IMERI ENTERPRISES: Fine-Tunes Plan Documents
--------------------------------------------
Imeri Enterprises Inc. submitted a Third Amended Plan of
Reorganization under Subchapter V dated December 16, 2024.
The Debtor owns a 56-room hotel at 28332 Southwest Highway 59,
Rosenberg, TX 77471 ("Hotel") currently operated as La Quinta Inn &
Suites Rosenberg.
The Debtor has operated this Property since October 2018. The
Property was posted for foreclosure on May 7, 2024. Debtor filed
the bankruptcy to stop the foreclosure and reorganize the Debtor.
On or about December of 2023 the Debtor completed a comprehensive
renovation of the Hotel.
The Debtor anticipates that due to various developments in the area
the revenue of the Hotel will continue to increase in comparison
with prior years. First, the construction in Interstate 69/59 is
completed around the Hotel. The completion will eliminate
significant issues with access to the Hotel. Second, the
construction of the Fort Bend County Epicenter ("Epicenter") is
bringing an increase in business. The Epicenter has two stadiums.
The Hotel is one of the closest hotels to the Epicenter. Third,
there are approximately 10,000 houses due to be constructed in the
area in the future.
Fourth, Fort Bend County and the City of Rosenberg, Texas have
entered into a nonbinding Memorandum of Understanding ("MOU") to
memorialize the mutual intent to work cooperatively in pursuit of a
full service hotel and convention center to be located on land
adjacent to the Epicenter near US 59/ I-69 and State Highway 36. C.
The vision for the development includes structured parking and a
full-service hotel of approximately 225 rooms.
These factors indicate a need for hotel rooms. These factors also
demonstrate a constant stream of revenue from customers for the
Hotel in addition to existing business. In terms of hotel
management, Arben Imeri will continue as manager monitoring the
room rental rates daily to get the best rates possible.
Imeri values its assets at approximately $5,191,183, in the
aggregate, which includes the Hotel and the Lot that are subject to
liens of approximately $4,835,250.73. Imeri has debts of
approximately $4,992,566.53.
Like in the prior iteration of the Plan, the Debtor will pay the
projected disposable income for sixty months following the
Effective Date to creditors in Class unsecured non-priority claims
with allowed claims in the amount set forth on the projections with
this plan.
The Debtor will retain the property of the bankruptcy estate. The
Debtor will make the payments as set forth in the Projections to
either the creditors or to the Subchapter V Trustee.
The officers and directors of the Debtor are anticipated to remain
the same after the Effective Date. Isen Imeri will remain as
President, Sadete Imeri will remain as Vice-President, and Arben
Imeri will remain as Secretary of the Debtor after confirmation.
Continuance in such offices of these individuals, is consistent
with the interests of creditors and equity security holders and
with public policy.
A full-text copy of the Third Amended Plan dated December 16, 2024
is available at https://urlcurt.com/u?l=SgTAkC from
PacerMonitor.com at no charge.
Attorney for the Debtor:
Reese W. Baker, Esq.
Nikie Marie Lopez-Pagan, Esq.
Baker & Associates
950 Echo Lane Ste. 300
Houston, TX 77024
Telephone: (713) 869-9200
Facsimile: (713) 869-9100
About Imeri Enterprises
Imeri Enterprises, Inc., owns a 56-room hotel at 28332 Southwest
Highway 59, Rosenberg, TX 77471 ("Hotel") currently operated as La
Quinta Inn & Suites Rosenberg.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. S.D. Texas Case No. 24-32106) on May 6,
2024, with $1 million to $10 million in both assets and
liabilities. Isen Imeri, president, signed the petition.
Judge Eduardo V. Rodriguez presides over the case.
The Debtor tapped Reese Baker, Esq., at Baker & Associates, as
counsel, and Ahmed Abdalwahab, CPA, as accountant.
INOTIV INC: Inks Underwriting Agreement with Lake Street
--------------------------------------------------------
On December 18, 2024, Inotiv, Inc., entered into an underwriting
agreement with Lake Street Capital Markets, LLC, as underwriter,
relating to the public offering of 6,000,000 common shares, no par
value per share, at a purchase price per share to the public of
$4.25, according to a Form 8-K filing with the U.S. Securities and
Exchange Commission.
Pursuant to the Underwriting Agreement, the Company granted the
Underwriter a 30-day option to purchase up to an additional 900,000
Common Shares at the Offering Price, less any underwriting
discounts and commissions. Net proceeds from the offering will be
approximately $24.0 million (or approximately $27.6 million if the
Underwriter exercises its option to purchase additional Common
Shares in full) after deducting the underwriting discounts and
commissions and other estimated offering expenses payable by the
Company. The Company intends to use the net proceeds from the
offering for working capital, capital expenditures and other
general corporate purposes.
The Common Shares were offered and sold pursuant to a preliminary
prospectus supplement, dated December 17, 2024, a final prospectus
supplement, dated December 18, 2024, and a base prospectus, dated
August 31, 2022, relating to the Company's effective shelf
registration statement on Form S-3 (File No. 333-266962). The
Company expects the offering to close on or about December 19,
2024.
A full-text copy of the Form 8-K is available at
https://tinyurl.com/392ashb2
About Inotiv
West Lafayette, Ind.-based Inotiv, Inc. and its subsidiaries
comprise a leading contract research organization dedicated to
providing nonclinical and analytical drug discovery and
development
services to the pharmaceutical and medical device industries and
selling a range of research-quality animals and diets to the same
industries as well as academia and government clients.
As of September 30, 2024, the Company had $781.36 million in total
assets, $610.86 million in total liabilities, and $170.50 million
in total shareholders' equity and noncontrolling interest.
IYS VENTURES: Court OKs Use of Cash Collateral Until March 1
------------------------------------------------------------
The U.S. Bankruptcy Court for the Northern District of Illinois
authorized IYS Ventures, LLC to use cash collateral until March 1,
2025.
IYS Ventures will use its cash collateral in accordance with the
budget it submitted to the court.
As protection, lien claimants will receive replacement liens on the
company's equipment, inventory and other assets.
The next hearing on the continued use of cash collateral is
scheduled for Feb. 26, 2025. Objections are due by Feb. 19, 2025.
About IYS Ventures
IYS Ventures, LLC leases, owns and operates gas stations in
Illinois, Minnesota, Michigan, Indiana, Ohio, South Dakota,
Virginia, Wisconsin, and Louisiana.
The Debtor filed a petition for relief under Chapter 11 of the
Bankruptcy Code (Bankr. N.D. Ill. Case No. 23-06782) on May 23,
2023, with $1 million to $10 million in assets and $10 million to
$50 million in liabilities. Muwafak Rizek, manager and member,
signed the petition.
Judge David D. Cleary oversees the case.
Gregory K. Stern, P.C. is the Debtor's legal counsel.
JINGBO TECHNOLOGY: Sells Shares for $1.54MM to G. Zhang
-------------------------------------------------------
Guowei Zhang, executive officer and director of Jingbo Technology,
Inc., disclosed in a Form D filing with the U.S. Securities and
Exchange Commission that he purchased on December 9, 2024, a total
of $1,540,000,000 value of 550,000,000 shares of common stock of
the Company based on the closing price as of December 9, 2024.
About Jingbo
Headquartered in Shoujiang Town, Fuyang District, China, Jingbo
Technology, Inc., initially was in the business platform of
providing application software to a global vendor platform to
connect people to businesses and provide a new shopping experience.
The Company's wholly owned subsidiary, Intellegence Parking Group
Limited, is a multinational technology company, with a smart
parking application software and platform business ecosystem as its
main business venture. Intellegence operates facilities at Xiaoshan
Airport Remote Parking Lot, Tianjin Xinhua International
University, Fuyang People's Hospital, Qilu University Hospital,
Shanghai Tesco Supermarket, Hubei Huanggang Central Hospital. It
also currently has eight urban parking projects.
Guangzhou, Guangdong, China-based GGF CPA LTD, the Company's
auditor since 2024, issued a "going concern" qualification in its
report dated July 3, 2024, citing that the Company had incurred
substantial losses during the years and negative working capital,
which raises substantial doubt about its ability to continue as a
going concern.
As of May 31, 2024, Jingbo Technology had $12.63 million in total
assets, $32.41 million in total liabilities, and a total deficit of
$19.78 million.
K&N PARENT: S&P Withdraws 'CCC+' Issuer Credit Rating
-----------------------------------------------------
S&P Global Ratings withdrew all of its ratings on K&N Parent Inc.,
including the 'CCC+' issuer credit rating, at the issuer's request.
At the time of withdrawal, our outlook on the company was
negative.
KARAS FOOD: Hires Rosenstein & Associates as Counsel
----------------------------------------------------
Karas Food, Inc. seeks approval from the U.S. Bankruptcy Court for
the Central District of California to employ the Law Firm of
Rosenstein & Associates as counsel.
The firm will provide these services:
a. examine claims of creditors in order to determine their
validity;
b. provide legal advice to the Debtor in connection with the
administration of its bankruptcy estate;
c. defend any actions brought for relief from the automatic
stay;
d. determine special treatment and payment of pre-bankruptcy
obligations;
e. comply with the U.S. Trustee's reporting requirements;
f. draft a plan of reorganization and disclosure statement;
g. object to claims as may be appropriate;
h. act on behalf of the Debtor in any and all bankruptcy law
matters, which may arise in the course of the bankruptcy case; and
i. defend or prosecute any matters related to litigation before
the bankruptcy court or any other court of appropriate
jurisdiction.
The firm will be paid at these rates:
Robert B. Rosenstein $525 per hour
Paul E. Evenson $495 per hour
Other Attorneys $450 per hour
Paralegals $185 per hour
In addition, the firm will receive reimbursement for its
out-of-pocket expenses.
The firm received from the Debtor the amount of $32,000 as initial
deposit.
Robert Rosenstein, Esq., principal of the Law Firm of Rosenstein &
Associates, disclosed in a court filing that his firm is a
"disinterested person" within the meaning of Section 101(14) of
the
Bankruptcy Code.
Rosenstein & Associates can be reached at:
Robert B. Rosenstein, Esq.
Law Firm of Rosenstein & Associates
28600 Mercedes Street, Suite 100
Temecula, CA 92590
Tel: (951) 296-3888
Fax: (951) 296-3889
Email: robert@thetemeculalawfirm.com
About Karas Food, Inc.
Karas Food, Inc. sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. C.D. Calif. Case No. 24-16750) on November
12, 2024, with $1 million to $10 million in both assets and
liabilities. Wahid Karas, president of Karas Food, signed the
petition.
Judge Mark D. Houle oversees the case.
The Debtor is represented by Robert B. Rosenstein, Esq., at
Rosenstein & Associates.
KING ESTATES: Taps Law Offices of Michael Fourte as Special Counsel
-------------------------------------------------------------------
King Estates LLC seeks approval from the U.S. Bankruptcy Court for
the District of New Jersey to hire Law Offices of Michael Fourte as
special counsel.
The firm will represent the Debtor in Superior Court of New Jersey,
Burlington County, Law Division proceedings.
The firm will charge $400 per hour for its services.
The Debtor agrees to pay attorney an initial retainer of $1,500.
Law Offices of Michael Fourte is a "disinterested person" within
the meaning of 11 U.S.C. 101(14), according to court filings.
The firm can be reached through:
Michael Fourte, Esq.
Law Offices of Michael Fourte
at Fourte international real estate
212 Pompton Avenue
Verona, NJ 07044
Tel: (973) 380-0580
Fax: (855) 985-3836
About King Estates LLC
King Estates LLC is the owner of six properties located in New
Jersey having a total current value of $1.88 million.
King Estates LLC sought relief under Subchapter V of Chapter 11 of
the U.S. Bankruptcy Code (Bankr. D.N.J. Case No. 24-20454) on
October 22, 2024. In the petition filed by Donald Hill, as
authorized representative, the Debtor reports total assets of
$1,880,100 and total liabilities of $1,019,965.
The Debtor is represented by Allen I. Gorski, Esq. at GORSKI &
KNOWLTON PC.
KULR TECHNOLOGY: Agent Gets 2.5% Fee Under Amended Sales Agreement
------------------------------------------------------------------
KULR Technology Group, Inc., disclosed in a Form 8-K filed with the
Securities and Exchange Commission that on Dec. 26, 2024, it
entered into an amendment to the At The Market Offering Agreement
with Craig-Hallum Capital Group LLC, entered into on July 3, 2024,
to provide that the Agent's compensation payable under the Sales
Agreement shall be 2.5% of gross proceeds of any sales of shares of
common stock sold under the Sales Agreement.
Also on Dec. 26, 2024, the Company increased the maximum aggregate
offering amount of the shares of the Company's common stock, par
value $0.0001 per share issuable under the Sales Agreement by an
additional $50,000,000 and filed a prospectus supplement under the
Sales Agreement for an aggregate of $50,000,000.
About KULR Technology Group
KULR Technology Group Inc. (www.kulrtechnology.com), through its
wholly-owned subsidiary KULR Technology Corporation, develops and
commercializes high-performance thermal management technologies for
batteries, electronics, and other components across an array of
battery-powered applications. For aerospace and Department of
Defense ("DOD") applications, the Company's solutions target high
performance applications in direct energy, hypersonic vehicles and
satellite communications. For commercial applications, the
Company's main focus is a total solution to battery safety and
sustainability by which the Company aims to mitigate the effects of
thermal runaway propagation which has been known to cause random
fires in lithium-ion batteries.
Los Angeles, Calif.-based Marcum LLP, the Company's auditor since
2018, issued a "going concern" qualification in its report dated
April 12, 2024, citing that the Company has a working capital
deficit, has incurred losses from operations, 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.
KULR TECHNOLOGY: Purchases 217.18 Bitcoin for $21 Million
---------------------------------------------------------
KULR Technology Group, Inc., announced that it has completed the
purchase of 217.18 Bitcoin ("BTC") for approximately $21 million,
at an average price of $96,556.53 per BTC.
The purchase follows the Company's announcement on December 4th of
its Bitcoin Treasury strategy in which it announced allocating up
to 90% of its surplus cash to BTC. The $21 million of BTC
purchased since the announcement is the first of ongoing purchases
the Company intends to make going forward. KULR selected
Coinbase's (NASDAQ: COIN) Prime platform to provide custody, USDC,
and self-custodial wallet services for its BTC.
About KULR Technology Group
KULR Technology Group Inc. (www.kulrtechnology.com), through its
wholly-owned subsidiary KULR Technology Corporation, develops and
commercializes high-performance thermal management technologies for
batteries, electronics, and other components across an array of
battery-powered applications. For aerospace and Department of
Defense ("DOD") applications, the Company's solutions target high
performance applications in direct energy, hypersonic vehicles and
satellite communications. For commercial applications, the
Company's main focus is a total solution to battery safety and
sustainability by which the Company aims to mitigate the effects of
thermal runaway propagation which has been known to cause random
fires in lithium-ion batteries.
Los Angeles, Calif.-based Marcum LLP, the Company's auditor since
2018, issued a "going concern" qualification in its report dated
April 12, 2024, citing that the Company has a working capital
deficit, has incurred losses from operations, 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.
KULR TECHNOLOGY: Regains Compliance with NYSE Listing Standard
--------------------------------------------------------------
On December 18, 2024, KULR Technology Group, Inc., received a
letter from the NYSE American LLC indicating that the Company has
regained compliance with the NYSE American continued listing
standard set forth in Sections 1003(a)(i), (ii) and (iii) of the
NYSE American Company Guide, according to a Form 8-K filing with
the U.S. Securities and Exchange Commission.
To resolve the deficiency, the Company demonstrated compliance with
the applicable standards for two consecutive quarters, pursuant to
Section 1009(f) of the Company Guide. Effective as of the opening
of trading on December 17, 2024, the below compliance indicator was
removed, and the Company's name was removed from the list of NYSE
American noncompliant issuers. The Company remains subject to the
NYSE American’s continued listing standards.
About KULR Technology Group
KULR Technology Group Inc. -- www.kulrtechnology.com -- delivers
cutting edge energy storage solutions for space, aerospace, and
defense by leveraging a foundation of in-house battery design
expertise, comprehensive cell and battery testing suite, and
battery fabrication and production capabilities. The Company's
holistic offering allows delivery of commercial-off-the-shelf and
custom next generation energy storage systems in rapid timelines
for a fraction of the cost compared to traditional programs.
Los Angeles, Calif.-based Marcum LLP, the Company's auditor since
2018, issued a "going concern" qualification in its report dated
April 12, 2024, citing that the Company has a working capital
deficit, has incurred losses from operations, 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.
During the year ended December 31, 2023, KULR Technology Group
incurred a net loss of $23,693,556. As of September 30, 2024, KULR
Technology Group had $12,354,812 in total assets, $7,180,785 in
total liabilities, and $5,174,027 in total stockholders' equity.
LOOP MEDIA: Gets $31K Funding From 1800 Diagonal
------------------------------------------------
Loop Media, Inc., disclosed in a Form 8-K filed with the Securities
and Exchange Commission that on Dec. 17, 2024, the Company entered
into a Securities Purchase Agreement with 1800 Diagonal Lending,
LLC, pursuant to which the 1800 Diagonal Lender made a loan to the
Company, evidenced by a Promissory Note in the aggregate principal
amount of $31,200.00, including an original issue discount of
$5,200.00.
Under the 1800 Diagonal Promissory Note, the Company is required to
make 10 payments of $3,432.00 each, which includes a one-time
interest charge of 10% ($3,120.00). The first payment is due on
Jan3 15, 2025, with nine subsequent payments due each month
thereafter. The 1800 Diagonal Promissory Note is not secured by
any collateral. The 1800 Diagonal Promissory Note matures on Oct.
15, 2025, and contains customary events of default.
On Dec. 17, 2024, the Company entered into a second Securities
Purchase Agreement with the 1800 Diagonal Lender pursuant to which
the 1800 Diagonal Lender made a second loan to the Company,
evidenced by a Bridge Note in the aggregate principal amount of
$96,000.00, including an original issue discount of $16,000.00.
Under the 1800 Diagonal Bridge Note, the Company is required to
make an initial payment of $53,760.00, which includes a one-time
interest charge of 12% ($11,520.00), on April 15, 2025, with four
subsequent payments of $13,440.00 due each month thereafter. The
1800 Diagonal Bridge Note is not secured by any collateral. The
1800 Diagonal Bridge Note matures on Oct. 15, 2025, and contains
customary events of default.
The 1800 Diagonal Agreements contain certain customary
representations, warranties, and covenants made by the Company.
Upon the occurrence and during the continuation of any such event
of default, the respective 1800 Diagonal Note will become
immediately due and payable, and the Company is obligated to pay to
the 1800 Diagonal Lender an amount equal to 150% times the sum of
(w) the then outstanding principal amount of the respective 1800
Diagonal Note plus (x) accrued and unpaid interest on the unpaid
principal amount of such 1800 Diagonal Note to the date of payment
plus (y) default interest at 22% per annum on the amounts referred
to in clauses (w) and/or (x) plus (z) any amounts owed to the 1800
Diagonal Lender pursuant to Article IV of each of the 1800 Diagonal
Notes (amounts set forth in clauses (w), (x), (y) and (z) are
collectively referred to as the "Default Amount"). If an event of
default under a respective 1800 Diagonal Note occurs, the 1800
Diagonal Lender has the right to convert the balance owed pursuant
to the respective 1800 Diagonal Note, including the Default Amount,
into shares of common stock of the Company at a conversion price
equal to 70% of the average of the three lowest trading prices for
the Common Stock during the 15 trading days prior to the conversion
date, provided that the 1800 Diagonal Lender and its affiliates may
not own greater than 4.99% of the Company's outstanding shares of
Common Stock at any time, as set forth in each of the 1800 Diagonal
Notes.
The Company received funding under the 1800 Diagonal Notes on Dec.
18, 2024, and intends to use the proceeds from the 1800 Diagonal
Notes for general working capital purposes.
About Loop Media
Headquartered in Burbank, CA, Loop Media, Inc., a Nevada
corporation, is a multichannel digital video platform media company
that uses marketing technology, or "MarTech," to generate its
revenue and offer its services. The Company's technology and vast
library of videos and licensed content enables the Company to
curate and distribute short-form videos to connected televisions
("CTV") in out-of-home ("OOH") dining, hospitality and retail
establishments, convenience stores and other locations and venues
to enable the operators of those locations to inform, entertain and
engage their customers. The Company's technology also provides
businesses the ability to promote and advertise their products via
digital signage and provides third-party advertisers with a
targeted marketing and promotional tool for their products and
services.
Costa Mesa, California-based Marcum LLP, the Company's auditor
since 2020, issued a "going concern" qualification in its report
dated Dec. 12, 2024, citing that the Company has incurred recurring
losses resulting in an accumulated deficit, had negative cash flows
used in operations, 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.
LOOP MEDIA: Incurs $24.50 Million Net Loss in FY Ended Sept. 30
---------------------------------------------------------------
Loop Media, Inc., filed with the Securities and Exchange Commission
its Annual Report on Form 10-K disclosing a net loss of $24.50
million on $22.25 million of revenue for the year ended Sept. 30,
2024, compared to a net loss of $31.96 million on $31.64 million of
revenue for the year ended Sept. 30, 2023.
As of Sept. 30, 2024, the Company had $7.51 million in total
assets, $25.30 million in total liabilities, and a total
stockholders' deficit of $17.78 million.
Costa Mesa, California-based Marcum LLP, the Company's auditor
since 2020, issued a "going concern" qualification in its report
dated Dec. 12, 2024, citing that the Company has incurred recurring
losses resulting in an accumulated deficit, had negative cash flows
used in operations, 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.
A full-text copy of the Form 10-K is available for free at:
https://www.sec.gov/ix?doc=/Archives/edgar/data/1643988/000149315224049828/form10-k.htm
About Loop Media
Headquartered in Burbank, CA, Loop Media, Inc., a Nevada
corporation, is a multichannel digital video platform media company
that uses marketing technology, or "MarTech," to generate its
revenue and offer its services. The Company's technology and vast
library of videos and licensed content enables the Company to
curate and distribute short-form videos to connected televisions
("CTV") in out-of-home ("OOH") dining, hospitality and retail
establishments, convenience stores and other locations and venues
to enable the operators of those locations to inform, entertain and
engage their customers. The Company's technology also provides
businesses the ability to promote and advertise their products via
digital signage and provides third-party advertisers with a
targeted marketing and promotional tool for their products and
services.
MALIA REALTY: Hires AGR Realty & Property as Real Estate Broker
---------------------------------------------------------------
Malia Realty, LLC seeks approval from the U.S. Bankruptcy Court for
the Northern District of Georgia to employ AGR Realty & Property
Management as real estate broker.
The firm will market and sell the Debtor's real property located at
2129 Martin Luther King, Jr. Drive, SW, Atlanta, Georgia 30310.
The firm will be paid a commission of 3 percent of the gross sales
price of the property. It will also be reimbursed for reasonable
out-of-pocket expenses incurred.
In addition, the firm will seek reimbursement for its out-of-pocket
expenses.
As 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:
Allison Ambrose
AGR Realty & Property Management
691 John Wesley Dobbs, Unit C
Atlanta, GA 30312
Tel: (866) 919-5253
About Malia Realty, LLC
Malia Realty LLC is a Single Asset Real Estate debtor (as defined
in 11 U.S.C. Section 101(51B)).
Malia Realty LLC sought relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. N.D. Ga. Case No. 24-61684) on November 1,
2024. In the petition filed by Chirhamolekwa Williams, as trustee
of the sole member, the Debtor reports estimated assets and
liabilities between $1 million and $10 million each.
The Debtor is represented by:
William Rountree, Esq.
ROUNTREE, LEITMAN, KLEIN & GEER, LLC
2987 Clairmont Road Suite 350
Atlanta GA 30329
Tel: (404) 584-1238
Email: wrountree@rlkglaw.com
MARDEEN INC: Hires Rosenstein & Associates as Counsel
-----------------------------------------------------
Mardeen, Inc. seeks approval from the U.S. Bankruptcy Court for the
Central District of California to employ the Law Firm of Rosenstein
& Associates as counsel.
The firm will provide these services:
a. examine claims of creditors in order to determine their
validity;
b. provide legal advice to the Debtor in connection with the
administration of its bankruptcy estate;
c. defend any actions brought for relief from the automatic
stay;
d. determine special treatment and payment of pre-bankruptcy
obligations;
e. comply with the U.S. Trustee's reporting requirements;
f. draft a plan of reorganization and disclosure statement;
g. object to claims as may be appropriate;
h. act on behalf of the Debtor in any and all bankruptcy law
matters, which may arise in the course of the bankruptcy case; and
i. defend or prosecute any matters related to litigation before
the bankruptcy court or any other court of appropriate
jurisdiction.
The firm will be paid at these rates:
Robert B. Rosenstein $525 per hour
Paul E. Evenson $495 per hour
Other Attorneys $450 per hour
Paralegals $185 per hour
In addition, the firm will receive reimbursement for its
out-of-pocket expenses.
Robert Rosenstein, Esq., principal of the Law Firm of Rosenstein &
Associates, disclosed in a court filing that his firm is a
"disinterested person" within the meaning of Section 101(14) of
the
Bankruptcy Code.
Rosenstein & Associates can be reached at:
Robert B. Rosenstein, Esq.
Law Firm of Rosenstein & Associates
28600 Mercedes Street, Suite 100
Temecula, CA 92590
Tel: (951) 296-3888
Fax: (951) 296-3889
Email: robert@thetemeculalawfirm.com
About Mardeen, Inc.
Mardeen, Inc., filed a Chapter 11 bankruptcy petition (Bankr. C.D.
Cal. Case No. 6:24-bk-16752) on Nov. 12, 2024. The Debtor hires the
Law Firm of Rosenstein & Associates as counsel.
MARINUS PHARMACEUTICALS: Gets 2 Non-Compliance Notices From Nasdaq
------------------------------------------------------------------
Marinus Pharmaceuticals, Inc., disclosed in a Form 8-K filed with
the Securities and Exchange Commission that on Dec. 6, 2024, it
received written notice from The Nasdaq Stock Market, LLC notifying
the Company that for the previous 30 consecutive business days, the
bid price for the Company's common stock, par value $0.001, had
closed below the $1.00 per share minimum bid price requirement for
continued listing on The Nasdaq Global Market, as set forth in
Nasdaq Listing Rule 5450(a)(1). The Bid Price Deficiency Notice
has no effect at this time on the listing of the Common Stock,
which continues to trade on The Nasdaq Global Market under the
symbol "MRNS".
In accordance with Nasdaq Listing Rule 5810(c)(3)(A), the Company
has a period of 180 calendar days, or until June 4, 2025, to regain
compliance with the Minimum Bid Price Requirement. To regain
compliance with the Minimum Bid Price Requirement, the closing bid
price of the Common Stock must be at least $1.00 per share for a
minimum of 10 consecutive business days during the 180-day
compliance period.
If the Company does not regain compliance with the Minimum Bid
Price Requirement by the Bid Price Compliance Date, the Company may
be eligible for a second 180 calendar day compliance period. To
qualify for this additional compliance period, the Company must
submit an application to transfer to The Nasdaq Capital Market,
provided that it meets the market value of publicly held shares
requirement for continued listing on the Capital Market and all
other applicable requirements for initial listing on the Capital
Market, other than the Capital Market's bid price requirement. The
Company would also need to pay an application fee and provide
written notice to Nasdaq of its intention to cure the deficiency
during the additional compliance period. As part of its review
process to determine whether the additional compliance period is
afforded to the Company, Nasdaq will make a determination of
whether it believes the Company will be able to cure this
deficiency. If the Company does not regain compliance within the
allotted compliance period(s), including any extensions that may be
granted by Nasdaq, Nasdaq will provide notice that the Common Stock
will be subject to delisting. At such time, the Company may appeal
the delisting determination to a Nasdaq hearing panel.
Also on Dec. 6, 2024, the Company received written notice from
Nasdaq notifying the Company that for the previous 30 consecutive
business days, the market value of the Common Stock remained below
the $50.0 million minimum market value of listed securities
requirement for continued listing on The Nasdaq Global Market, as
set forth in Nasdaq Listing Rule 5450(b)(2)(A). The Market Value
of Listed Securities Deficiency Notice has no effect at this time
on the listing of the Common Stock, which continues to trade on The
Nasdaq Global Market under the symbol "MRNS".
In accordance with Nasdaq Listing Rule 5810(c)(3)(C), the Company
has a period of 180 calendar days, or until June 4, 2025, to regain
compliance with the MVLS Requirement. To regain compliance with
the MVLS Requirement, the market value of the Common Stock must
close at $50.0 million or more for a minimum of 10 consecutive
business days during the 180-day compliance period.
If the Company does not regain compliance with the MVLS Requirement
by the MVLS Compliance Date, including any extensions that may be
granted by Nasdaq, Nasdaq will provide notice that the Common Stock
will be subject to delisting. At such time, the Company may appeal
the delisting determination to a Nasdaq hearing panel.
Alternatively, the Company may submit an application and pay the
related fee to transfer to the Capital Market to take advantage of
the Capital Market's listing requirements, provided that it then
satisfies the applicable requirements for continued listing on the
Capital Market.
The Company intends to actively monitor the minimum bid price and
the market value of the Common Stock and may, if appropriate,
consider implementing available options to regain compliance with
the Minimum Bid Price Requirement and the MVLS Requirement.
There can be no assurance that the Company will be able to regain
compliance with the Minimum Bid Price Requirement, the MVLS
Requirement or maintain compliance with any other listing
requirements.
About Marinus Pharmaceuticals
Marinus Pharmaceuticals, Inc. -- http://www.marinuspharma.com/--
is a commercial-stage pharmaceutical company dedicated to the
development of innovative therapeutics for seizure disorders. The
Company first introduced FDA-approved prescription medication
ZTALMY (ganaxolone) oral suspension CV in the U.S. in 2022 and
continues to invest in the potential of ganaxolone in IV and oral
formulations to maximize therapeutic reach for adult and pediatric
patients in acute and chronic care settings.
Philadelphia, Pennsylvania-based Ernst & Young LLP, the Company's
auditor since 2020, issued a "going concern" qualification in its
report dated March 5, 2024, citing that the Company has suffered
recurring losses from operations and has stated that substantial
doubt exists about the Company's ability to continue as a going
concern.
MARKETING ANALYSTS: Hires Burnett Bookkeeping LLC as Bookkeeper
---------------------------------------------------------------
Marketing Analysts, LLC seeks approval from the U.S. Bankruptcy
Court for the District of South Carolina to employ Burnett
Bookkeeping, LLC as Bookkeeper.
The firm will provide these services:
a. monthly account reconciliations;
b. financial reporting;
c. bankrupt reporting, including monthly operating reports;
and
d. cash flow and budget reporting.
The firm will be paid at a monthly flat fee of $5,000.
The firm will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Angelina Burnett, a partner at Burnett Bookkeeping, 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:
Angelina Burnett
Burnett Bookkeeping, LLC
11330 Cedarvale Farm Parkway
Midland, NC 28107
Telephone: (425) 344-2024
About Marketing Analysts, LLC
Marketing Analysts, LLC is a marketing agency in South Carolina.
Marketing Analysts sought relief under Subchapter V of Chapter 11
of the U.S. Bankruptcy Code (Bankr. D.S.C. Case No. 24-03671) on
October 9, 2024, with total assets of $332,938 and total
liabilities of $1,441,611. Robert Clark, manager/ and ember, signed
the petition.
Judge Elisabetta Gm Gasparini handles the case.
The Debtor is represented by Michael Conrady, Esq., at Campbell Law
Firm, PA.
MARQUEZ CONSTRUCTION: Seeks Cash Collateral Access
--------------------------------------------------
Marquez Construction & Maintenance, Inc. asked the U.S. Bankruptcy
Court for the Western District of Texas, El Paso Division, for
authority to use cash collateral and provide adequate protection.
The company's s Chapter 11 filing results from collection
activities by creditors consisting of the U.S. Internal Revenue
Service for tax liabilities wherein prepetition tax levies were
served upon its account debtors. The filing also results from
pending litigation by secured creditor Pioneer Bank, FSB seeking
the appointment a State Court Receiver in a state court proceeding
pending in Midland County, Texas. The company's motivation in
commencing the proceeding is to determine the amounts due to
creditors and propose a Plan of Reorganization for satisfying
undisputed and allowed amounts.
Marquez filed an initial motion to use cash collateral. Pioneer
Bank objected, leading to negotiations and delays.
Marquez revised its proposal, withdrawing a plan to pledge
non-debtor real estate to Pioneer Bank as collateral. This
addressed concerns raised by another creditor, Community National
Bank.
The accounts receivable are considered cash collateral, subject to
the claims of Pioneer Bank and the IRS.
Approximately $400,000 in receivables are held by third-party
debtors, subject to tax levies by the IRS.
As adequate protection, Marquez will make monthly adequate
protection payments to Pioneer Bank of $7,500 per month on an
ongoing basis commencing on November 20, 2024, and every month
thereafter by the 20th day of the month, until further order of the
court.
On October 30, 2024, the sum of $32,084 was wired to Pioneer Bank
from a customer of MCM relating to payment for labor/services
rendered by MCM. Pioneer will apply such amount as an additional
adequate protection payment which amount will be applied as of
October 30, 2024.
Pioneer Bank will have replacement liens and security interests on
all accounts receivable, cash, including without limitation cash
collateral as contemplated by section 552(a) acquired and generated
by the company post-petition with the same priority as Pioneer
Bank's pre-petition lien and security interest as reflected by the
filed Form UCC-1 attached to its Objection. All replacement liens
are limited to the extent there is a diminution in value of the
Collateral securing the creditor's interest.
In addition to the adequate protection payments, Marquez will use
the cash collateral for funding in the ordinary course of business
of the company for actual and reasonable expenses in the categories
shown in the Budget.
Marquez will commence making adequate protection payments of $3,000
per month to the IRS beginning no later than 30 days from the date
of the entry of the first interim order and continuing thereafter
on the first of each successive month until a plan of
reorganization is confirmed or until further order of the court.
Marquez will provide replacement liens on property, inventory, and
accounts receivable acquired by the company post-petition with the
same priority as the pre-bankruptcy tax liens.
The company will maintain insurance on all business assets and
provide written evidence of insurance to the IRS, if requested.
A court hearing is set for Jan. 16, 2025.
A copy of the motion is available at https://urlcurt.com/u?l=UhuReq
from PacerMonitor.com.
About Marquez Construction and Maintenance
Marquez Construction offers pipeline services encompassing
gathering systems, well connects, meter stations, pump stations,
launchers, receivers and block valves.
Marquez Construction and Maintenance, LLC filed its voluntary
petition for relief under Chapter 11 of the Bankruptcy Code (Bankr.
W.D. Tex. Case No. 24-31042) on August 28, 2024, listing up to
$50,000 in assets and $1 million to $10 million in liabilities. The
petition was signed by Angel Marquez, owner.
Judge Christopher G. Bradley oversees the case.
Carlos Miranda, Esq., at Miranda & Maldonado, PC represents the
Debtor as legal counsel.
MCAP LLC: Hires Michael Jay Berger as Bankruptcy Counsel
--------------------------------------------------------
MCAP LLC seeks approval from the U.S. Bankruptcy Court for the
Eastern District of California to employ the Law Offices of Michael
Jay Berger as bankruptcy counsel.
The firm will render these services:
(a) communicate with the Debtor's creditors;
(b) review the Debtor's Chapter 11 bankruptcy petition and all
supporting schedules;
(c) advise the Debtor of its legal rights and obligations in a
bankruptcy proceeding;
(d) work to bring the Debtor into full compliance with
reporting requirements of the Office of United States Trustee;
(e) prepare status reports as required by the court;
(f) respond to any motions filed in the Debtor's bankruptcy
proceeding;
(g) respond to creditor inquiries;
(h) review proofs of claim filed in the Debtor's bankruptcy;
(i) object to inappropriate claims;
(j) prepare notices of automatic stay in all state court
proceedings in which the Debtor is sued during the pending of its
bankruptcy proceeding; and
(k) prepare a Chapter 11 Plan of Reorganization for the
Debtor.
The firm will be paid at these rates:
Michael Berger, Attorney $645 per hour
Sofya Davtyan, Partner $595 per hour
Robert Poteete, Associate $475 per hour
Senior Paralegals and Law Clerks $275 per hour
Paralegals $200 per hour
The firm received a retainer of $25,000 plus $1,738 filing fee from
the Debtor.
`
Mr. Berger 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 Jay Berger, Esq.
Law Offices of Michael Jay Berger
9454 Wilshire Blvd., 6th Floor
Beverly Hills, CA 90212
Telephone: (310) 271-6223
Facsimile: (310) 271-9805
Email: Michael.Berger@bankruptcypower.com
About MCAP LLC
MCAP LLC is a Single Asset Real Estate debtor (as defined in 11
U.S.C. Section 101(51B)). The Debtor owns a property located at
3955 Coffee Road, Modesto, CA 95355 valued at $1.8 million.
MCAP LLC sought relief under Chapter 11 of the U.S. Bankruptcy Code
(Bankr. E.D. Cal. Case No. 24-90708) on November 21, 2024. In the
petition filed by Bryce Packnit, as member, the Debtor reports
total assets of $1,800,000 and total liabilities of $1,311,000.
Honorable Bankruptcy Judge Ronald H. Sargis handles the case.
The Debtor is represented by:
Michael Jay Berger, Esq.
LAW OFFICES OF MICHAEL JAY BERGER
9454 Wilshire Boulevard, 6th Floor
Beverly Hills, CA 90212
Tel: (310) 271-6223
Fax: (310) 271-9805
Email: michael.berger@bankruptcypower.com
MERCURITY FINTECH: Closes $10 Million Private Placement Financing
-----------------------------------------------------------------
Mercurity Fintech Holding Inc. announced Dec. 26, 2024, the closing
of a private investment in public equity (the "PIPE") financing.
On Dec. 19, 2024, the Company entered into a securities purchase
agreement and priced the PIPE offering, pursuant to which it sold
an aggregate of 1,470,000 ordinary shares to one institutional
investor at a price of US$6.81 per share. The financing is priced
at-the-market under Nasdaq rules, representing 100% of the closing
price of the Company's shares on the last trading day prior to the
agreement. The offering resulted in total gross proceeds of
approximately US$10 million, before deducting fees and offering
expenses payable by the Company.
The Company has successfully closed the PIPE financing and received
the proceeds on Dec. 23, 2024. The Company intends to use the net
proceeds derived from the PIPE to support its strategic
initiatives, including recent investments in AI hardware
intelligent manufacturing and the development of advanced liquid
cooling solutions. These technologies will enhance the efficiency
and sustainability of AI-driven infrastructure, aligning with the
Company's broader vision to integrate innovative solutions into its
fintech and technology services portfolio. Additionally, the
proceeds will supplement ongoing operating expenses and reinforce
the commitment to delivering shareholder value through sustainable
growth.
The securities described above were sold in a private placement and
have not been registered under the Securities Act of 1933, as
amended, and may not be offered or sold in the United States absent
registration with the Securities and Exchange Commission or an
applicable exemption from such registration requirements.
Shi Qiu, CEO of MFH, commented on this significant development,
stating, "We're thrilled with the strong institutional backing
shown in this latest PIPE offering. Having an investor come in at
full market price speaks volumes about the confidence in our
direction. This funding will not only strengthen our day-to-day
operations but also allow us to scale our initiatives in AI
hardware intelligent manufacturing and liquid cooling solutions.
These advancements are designed to help us keep pace with
technological innovation, enabling us to serve the rapidly evolving
demands of AI-powered industries. Our team is both energized and
grateful by this vote of confidence, and we're more committed than
ever to delivering value to our shareholders."
About Mercurity
Formerly known as JMU Limited, Mercurity Fintech Holding Inc. is a
digital fintech company with subsidiaries specializing in
distributed computing and digital consultation across North America
and the Asia-Pacific region and is in the process of applying for
FINRA approval to add brokerage services to its business. The
Company's focus is on delivering innovative financial solutions
while adhering to principles of compliance, professionalism, and
operational efficiency. The Company's aim is to contribute to the
evolution of digital finance by providing secure and innovative
financial services to individuals and businesses.
Singapore-based Onestop Assurance PAC, the Company's auditor since
2023, issued a "going concern" qualification in its report dated
April 22, 2024, citing that the Company has incurred recurring
operating losses and negative cash flows from operating activities
and has an accumulated deficit, which raise substantial doubt about
its ability to continue as a going concern.
MIDSTATE BASEMENT: Court OKs Continued Use of Cash Collateral
-------------------------------------------------------------
Midstate Basement Authorities, Inc. received seventh interim
approval from the U.S. Bankruptcy Court for the Northern District
of New York to use its secured creditors' cash collateral.
The interim order authorized Midstate to use cash collateral to pay
operating expenses in accordance with its budget.
First Chatham Bank and other secured creditors will have valid,
binding, enforceable, and perfected continuing rollover liens and
security interests in all collateral. In addition, First Chatham
Bank will receive payment of $4,000 as adequate protection.
The next hearing is scheduled for Jan. 30, 2025.
About Midstate Basement Authorities
Midstate Basement Authorities Inc., doing business as Midstate
Concrete Leveling, is a general contracting company that offers
foundation repair, waterproofing, concrete leveling and lifting,
and water control systems. It serves residential and commercial
clients.
Midstate Basement Authorities sought relief under Subchapter V of
Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D.N.Y. Case No.
24-30650) on July 29, 2024, with total assets of $811,118 and total
liabilities of $2,337,095. Eric Leach, president of Midstate
Basement Authorities, signed the petition.
Judge Wendy A. Kinsella oversees the case.
The Debtor is represented by Peter A. Orville, Esq., at Orville &
McDonald Law, P.C.
MODEL TOBACCO: Case Summary & 14 Unsecured Creditors
----------------------------------------------------
Debtor: Model Tobacco Development Group, LLC
5103 Yuma St NW
Washington, DC 20016
Business Description: The Debtor is engaged in activities related
to real estate.
Chapter 11 Petition Date: December 30, 2024
Court: United States Bankruptcy Court
Eastern District of Virginia
Case No.: 24-34863
Debtor's Counsel: Justin P. Fasano, Esq.
MCNAMEE HOSEA, P.A.
6404 Ivy Lane, Suite 820
Greenbelt, MD 20770
Tel: 301-441-2420
Fax: 301-982-9450
Email: jfasano@mhlawyers.com
Estimated Assets: $50 million to $100 million
Estimated Liabilities: $10 million to $50 million
The petition was signed by Christopher A. Harrison, Manager of
McKenzie Blake Development Company, manager.
A full-text copy of the petition is available for free at
PacerMonitor.com at:
https://www.pacermonitor.com/view/MJR3INQ/Model_Tobacco_Development_Group__vaebke-24-34863__0001.0.pdf?mcid=tGE4TAMA
List of Debtor's 14 Unsecured Creditors:
Entity Nature of Claim Claim Amount
1. Virginia Housing $34,700,000
Dev Authority
601 S Belvidere Street
Richmond, VA 23220
2. Cedar Rapids Bank $4,500,000
and Trust Co
5400 Council St NE
Cedar Rapids, IA 52402
3. Walter Parks Architects Business Debt $446,128
313 N. Adams Street
Richmond, VA 23220
Email: wparks@wparks.com
4. City of Richmond Utility $100,000
Department of
Public Utilities
730 E. Broad Street,
5th Fl
Richmond, VA 23219
Customer Service
Email: DPUcustserv@rva.gov
5. Hirschler Fleischer Business Debt $50,000
2100 East Cary Street
Richmond, VA 23223
David Lionberger
Email: dlionberger@hirschlerlaw.com
6. Williams Mullen Business Debt $30,000
1700 Dominion Tower
999 Waterside Drive
Norfolk, VA 23510
7. Dominion Energy Utility $20,000
PO Box 26543
Richmond, VA 23290
Customer Service
Email: PMP@support.dom
energyvanceb.com
8. Timmons Group Business Debt $1,350
1401 E. Cary Street
Suite 401
Richmond, VA 23219
9. MK Richmond, LLC Business Debt $1
2000 Massachusetts
Avenue, NW
Washington, DC 20036
10. SS Richmond, LLC Business Debt $1
2000 Massachusetts
Avenue, NW
Washington, DC
20036
11. Kamran Raika Business Debt $1
3219 Sailview Drive
Midlothian, VA
23112
12. Christopher A. Harrison Business Debt $1
5301 Westbard Circle
Suite 147
Bethesda, MD 20816
Email: chris@caharrisoncompanies.com
13. McKenzie Blake Development Co. Business Debt $1
5301 Westbard Circle
Suite 147
Bethesda, MD 20816
14. PNC National Bank, N.A. $1
300 Fifth Avenue,
14th Floor
Pittsburgh, PA 15222
MYSTICAL STARS: Committee Taps Vestcorp LLC as Accountant
---------------------------------------------------------
The official committee of unsecured creditors of Mystical Stars,
LLC, f/k/a Arya International, Inc seeks approval from the U.S.
Bankruptcy Court for the District of New Jersey to hire Vestcorp
LLC as its accountant.
The firm will render these services:
a. at the request of Committee's counsel, analyze and review
key motions to identify strategic financial issues in the case;
b. gain an understanding of the Debtor's corporate structure,
including nonDebtor entities;
c. perform a preliminary assessment of the Debtor's DIP/cash
collateral budgets;
d. establish reporting procedures that will allow for the
monitoring of the Debtor's post-petition operations;
e. scrutinize proposed transactions, including the assumption
and/or rejection of executory contracts;
f. identify, analyze and investigate transactions with
non-debtor entities and other related parties;
g. monitor Debtor's weekly operating results;
h. analyze Debtor's budget to actual results on an ongoing
basis for reasonableness and cost control;
i. perform forensic accounting procedures, as directed by the
Committee and Counsel;
j. investigate and analyze all potential avoidance action
claims;
k. prepare preliminary dividend analyses to determine the
potential return to unsecured creditors;
l. review the reasonableness of any proposed key employee
retention plan, severance agreement and/or employment contract;
m. assist the Committee and its counsel in negotiating the key
terms of a plan of reorganization or plan of liquidation; and
n. render such assistance as the Committee and its counsel may
deem necessary.
The firm's current hourly billing rates are as follows:
Managing Director $400
Principal $350
Accountant $250
Associate $195
Vestcorp LLC does not represent an adverse interest to the estate
and is a disinterested person under 11 U.S.C. Sec. 101(14),
according to court filings.
The firm can be reached through:
Irv Schwarzbaum, CPA
Vestcorp LLC
623 Eagle Rock Avenue, Suite 364
West Orange, NJ 07052
Tel: (973) 787-0123
Email: ischwarzbaum@vestcorp.net
About Mystical Stars
Mystical Stars, LLC, f/k/a Arya International, Inc filed its
voluntary petition for relief under Chapter 11 of the Bankruptcy
Code (Bankr. D.N.J. Case No. 24-18290) on August 21, 2024, listing
$1,000,001 to $10 million in assets and $10,000,001 to $50 million
in liabilities. Anthony Sodono, III, Esq, at Mcmanimon, Scotland &
Baumann, LLC represents the Debtor as counsel.
NEW DIRECTION: Behrooz Vida Named Subchapter V Trustee
------------------------------------------------------
The U.S. Trustee for Region 6 appointed Behrooz Vida, Esq., at the
Vida Law Firm, PLLC as Subchapter V trustee for New Direction Home
Health Care of DFW, Inc.
Mr. Vida will be paid an hourly fee of $495 for his services as
Subchapter V trustee and will be reimbursed for work-related
expenses incurred.
Mr. Vida declared that he is a disinterested person according to
Section 101(14) of the Bankruptcy Code.
The Subchapter V trustee can be reached at:
Behrooz P. Vida, Esq.
The Vida Law Firm, PLLC
3000 Central Drive
Bedford, TX 76021
Telephone: (817) 358-9977
Facsimile: (817) 358-9988
Email: behrooz@vidalawfirm.com
About New Direction Home Health Care of DFW
New Direction Home Health Care of DFW, Inc. sought protection under
Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Texas Case No.
24-44654) on December 17, 2024, with $50,001 to $100,000 in assets
and $500,001 to $1 million in liabilities.
Judge Mark X. Mullin presides over the case.
Joyce W. Lindauer, Esq., at Joyce W. Lindauer Attorney, PLLC
represents the Debtor as bankruptcy counsel.
NICK'S PIZZA: Hires Gensburg Calandriello & Kanter as Counsel
-------------------------------------------------------------
Nick's Pizza & Pub, Ltd. seeks approval from the U.S. Bankruptcy
Court for the Northern District of Illinois to employ Gensburg
Calandriello & Kanter P.C. as counsel.
The firm's services include:
a. providing legal advice with respect to the Debtor's powers
and duties as debtor-in-possession in the continued operation of
its business and management of its property;
b. negotiating, drafting, and pursuing all documentation
necessary in these cases;
c. preparing, on behalf of the Debtor, all applications,
motions, answers, orders, reports, and other legal papers necessary
to the administration of the Debtor's estates;
d. appearing in court and protecting the interests of the
Debtor before the Court;
e. assisting with the Debtor's reorganization, including
drafting and negotiating any plan of reorganization or any
disposition of the Debtor's assets, by sale or otherwise;
f. attending all meetings and negotiating with representatives
of creditors, the United States Trustee, and other
parties-in-interest;
g. providing legal advice regarding bankruptcy law, corporate
law, corporate governance, transactional, tax, labor, litigation,
and other issues to the Debtor in connection with the Debtor's
ongoing business operations; and
h. performing all other legal services for, and providing all
other necessary legal advice to, the Debtor which may be necessary
and proper in these cases.
The firm's hourly rates are:
Shareholder $275 to $500
Senior Counsel $450
Partner / Associate $260 to $380
Legal Assistant / Paralegal $125
The firm will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Matthew T. Gensburg, Esq., a partner at Gensburg Calandriello &
Kanter, 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:
E. Philip Groben, Esq.
Matthew T. Gensburg, Esq.
GENSBURG CALANDRIELLO & KANTER, P.C.
200 West Adams St., Ste. 2425
Chicago, Illinois 60606
Tel: (312) 263-2200
Fax: (312) 263-2242
Email: pgroben@gcklegal.com
mgensburg@gcklegal.com
About Nick's Pizza & Pub, Ltd.
Nick's Pizza & Pub, Ltd. is a family-friendly restaurants in
Crystal Lake and Elgin, serving thin-crust Chicago pizza.
Nick's Pizza & Pub, Ltd. sought relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. N.D. Tex. Case No. 24-18037) on December 2,
2024. In the petition filed by Nicholas Sarillo, as president, the
Debtor reports estimated assets between $100,000 and $500,000 and
estimated liabilities between $1 million and $10 million.
Honorable Bankruptcy Judge Janet S. Baer handles the case.
The Debtor is represented by:
Matthew T. Gensburg, Esq.
GENSBURG CALANDRIELLO & KANTER, P.C.
200 W. Adams St., Ste. 2425
Chicago, IL 60606
Tel: (312) 263-2200
Fax: (312) 263-2242
NORDSTROM INC: Fitch Affirms 'BB' LongTerm IDR, Outlook Stable
--------------------------------------------------------------
Fitch Ratings has affirmed Nordstrom, Inc. at 'BB' after its
acquisition agreement with the Nordstrom family and Mexican
department store chain El Puerto de Liverpool, S.A.B. de C.V.
(BBB+/Stable). The financing package minimally impacts Nordstrom's
credit profile. Nordstrom's existing unsecured notes are now in the
process of being secured, prompting Fitch to upgrade them to 'BB+'
with a Recovery Rating of 'RR2' from 'BB'/'RR4'. Additionally,
Fitch has removed all of Nordstrom's ratings from Under Criteria
Observation (UCO). The Rating Outlook is Stable.
Nordstrom's ratings reflect its good position in the department
store sector, its presence in robust shopping centers, and its mix
of digital and off-price sales along with full-price department
stores. However, Nordstrom has struggled to convert these
advantages into stable operating results, with projected 2024
revenue and EBITDA about 5% and 25% below 2019 levels,
respectively. Fitch expects stagnant revenue and EBITDA in the
medium term, with EBITDAR leverage and EBITDAR fixed charge
coverage trending around 3x.
Key Rating Drivers
Credit Neutral Buyout: The Nordstrom family and Liverpool, owning
about 43% of Nordstrom's equity, will acquire the remaining equity
at $24.25/share plus a $0.25/share special dividend, implying an
enterprise value close to $6 billion or about 5.5x EBITDA. The deal
involves rolling over Nordstrom's existing notes and funding the
rest with cash, cash commitments from Liverpool, and up to $450
million from a new $1.2 billion ABL, which will replace the $800
million revolver. This transaction minimally impacts Nordstrom's
leverage and coverage profile due to the nominal debt proposed.
Fitch anticipates no significant change in Nordstrom's operating
prospects post-transaction, though some benefit may come from
Liverpool's department store expertise. Nordstrom plans to maintain
its longer term operating strategy, focusing on e-commerce and the
off-price Nordstrom Rack business. The credit profile could improve
through deploying FCF toward reducing transaction-related debt and
addressing upcoming maturities, including $350 million and $300
million of unsecured notes due 2027 and 2028, respectively.
Ongoing Business Challenges: Nordstrom's post-pandemic operating
challenges mirror those of other department stores. Revenue and
EBITDA in 2024 could be approximately 5% and 25% below 2019 levels.
Fitch historically viewed Nordstrom as able to benefit from its
diversified operating model across full-line stores, Nordstrom Rack
stores, and digital presence (36% of 2023 net sales). Following
Nordstrom's recent operating trajectory, Fitch has reduced its
confidence in the company's ability to harness these advantages and
expects sales and EBITDA to remain flat over the medium term.
Strategic Initiatives: The company has outlined several strategic
initiatives to drive sales growth. The company recently completed a
merchandise transition at Nordstrom Rack (34% of 2023 net sales),
and the division has produced positive comparable store sales
thusfar in 2024. The company also plans to expand Nordstrom Rack
through square footage, having opened 23 stores in the first nine
months of 2024. Nordstrom forecasts opening around 20 Nordstrom
Rack stores annually from its existing 280-unit base.
To support growth at its full-price department stores, Nordstrom
has launched a digital marketplace for third-party inventory, aims
to improve merchandise assortment to drive traffic and conversion,
and is investing in supply chain capabilities to reduce shipping
times. Fitch acknowledges these strategies, if executed
effectively, could drive incremental sales. However, execution risk
remains substantial given the company's recent history.
Challenged Department Store Segment: Fitch recognizes that
department stores face longer-term secular challenges such as
reduced time spent at malls, evolving apparel shopping behaviors,
and increased competition from value-oriented and online channels.
Stronger players can maintain market share and modestly grow
revenue if they effectively differentiate themselves and maintain
customer loyalty. While Nordstrom has the structural tools for
market share stabilization, it has not recently demonstrated the
ability to leverage these advantages.
Good Cash Flow: Nordstrom's ability to navigate economic cycles and
sector challenges is bolstered by reasonable cash flow, enabling
strategic investments in omnichannel infrastructure and store
improvements. Fitch projects FCF to average around $300 million
over the next three years, assuming about $500 million annually in
capital expenditures for supply chain, digital enhancements, and
Nordstrom Rack expansion. Nordstrom plans to use excess cash to
repay debt, addressing transaction-related obligations and upcoming
maturities.
Leverage, Coverage Expected Around 3x: Pro forma for the go-private
transaction, Fitch projects EBITDAR leverage and EBITDAR
fixed-charge coverage to trend around 3x, with stable EBITDA at
around $1.1 billion, about $370 million in rent, about $3 billion
in debt, and $1.6 billion in lease liabilities according to company
figures. Leverage and coverage may modestly improve over the next
two to three years as management plans to repay debt, though
Nordstrom Rack's expansion could offset improvements by increasing
rent expense.
Derivation Summary
Fitch's rated U.S. department store coverage includes Macy's Inc.
(BBB-/Stable), Kohl's Corp. (BB/Stable), Nordstrom, Inc.
(BB/Stable), and Dillard's Inc. (BBB-/Stable). Each of these
players is facing secular headwinds in the department store
industry and is continually refining strategies to defend market
share. Initiatives include investments in omnichannel models,
portfolio reshaping to reduce exposure to weaker indoor malls, and
efforts to strengthen merchandise assortments and service levels.
These initiatives have had varying levels of success in recent
years, with Dillard's showing the best operating performance, but
with the most upside potential given its long history of relative
underperformance. Nordstrom and Kohl's have produced the weakest
results in terms of sales and profitability while Macy's results
have been somewhat mixed, with topline declines mitigated by good
inventory and expense management, which have limited EBITDA
contraction.
Structurally, the three national players should be best positioned
to accelerate investment and transformation efforts given greater
relative scale and cash flow generation. In particular, Kohl's
should benefit from its off-mall real estate positioning while
Nordstrom should benefit from its exposure to the off-price segment
and the higher-end merchanded positioning of its full price
locations. However, neither has demonstrated an ability to
capitalize on what should be fundamental advantages, which Fitch
expects is somewhat likely due to execution challenges.
Fitch has placed Kohl's under criteria observation (UCO) given its
new treatment of leases, published on Dec. 6, 2024. The UCO
designation indicates that the existing ratings may change due to
the application of the final criteria.
Key Assumptions
- Fitch projects Nordstrom's 2024 revenue could improve modestly
toward $14.8 billion from $14.7 billion in 2023 with growth at both
the full price and Rack divisions, offset by the loss of the 53rd
week which occurred in 2023 and annualizing Nordstrom's Canadian
exit. Revenue could trend in the $14.8 billion to $15 billion range
starting in 2025 as some topline initiatives and Rack square
footage expansion are mitigated by secular headwinds.
- EBITDA, which was $1.1 billion in 2021-2023 compared to $1.5
billion in 2019, could remain in the $1.1 billion range over the
medium term. Margins are projected to trend in the mid-7% range,
down from 9.5% recorded in 2019 due to lower sales, some general
inflation across Nordstrom's cost structure and heightened selling
investments.
- Annual FCF after dividends is projected to average in the low
$300 million range over the next three years, assuming around $500
million in capex and $75 million in dividends following the buyout
transaction. The company has indicated it plans to prioritize debt
repayment using FCF. The company could repay transaction related
debt, and upcoming maturities including $350 million and $300
million of unsecured notes due March 2027 and March 2028,
respectively.
- EBITDAR leverage using Nordstrom's balance sheet lease
liabilities could trend around 3x beginning 2024, similar to 2023.
EBITDAR fixed charge coverage could also sustain around 3.0x,
similar to 2023.
- Nordstrom's capital structure consists primarily of unsecured
debt with a fixed interest rate structure. Pricing on the company's
secured revolver and proposed ABL is based on SOFR, whose rates are
forecast in the 4%-5% range over the medium term, given the higher
interest rate environment.
Recovery Analysis
Fitch does not employ a waterfall recovery analysis for issuers
assigned ratings in the 'BB' category. The further up the
speculative grade continuum a rating moves, the more compressed the
notching between the specific classes of issuances becomes. Fitch
has affirmed Nordstrom's $800 million cash flow revolver at
'BBB-'/'RR1' given its security package.
Nordstrom's ABL, once issued, would be similarly rated
'BBB-'/'RR1'. As part of the transaction, Nordstrom is providing
security to the existing unsecured notes. The notes will have a
second lien on ABL collateral and a first lien on remaining assets
excluding owned real estate. Given the new security package, Fitch
has upgraded the notes to 'BB+'/'RR2' from 'BB'/'RR4'.
RATING SENSITIVITIES
Factors that Could, Individually or Collectively, Lead to Negative
Rating Action/Downgrade:
- A downgrade would result from weak operating trends which drove
EBITDAR leverage toward 3.5x and EBITDAR fixed charge coverage
below 2.75x.
Factors that Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade:
- An upgrade to 'BB+' would result a combination of better than
expected operating performance and debt reduction which drove
EBITDAR leverage toward 2.5x and EBITDAR fixed charge coverage
above 3x.
Liquidity and Debt Structure
Sufficient Liquidity: Nordstrom had a cash balance of $397 million
at Nov. 2, 2024 and no borrowings under its $800 million secured
revolver due May 2027. The revolver is secured by substantially all
working capital assets.
The company's current capital structure includes $2.7 billion of
unsecured notes.
To fund the buyout of the company, the company will use a mix of
balance sheet cash, and cash commitments from Liverpool, and up to
$450 million of borrowings from a new $1.2 billion ABL which will
replace the company's existing cash flow revolver.
The new ABL will have a first lien priority on Nordstrom's
inventory and receivables. Nordstrom's trailing four-quarter
average ending inventory and receivables is about $2 billion and
$300 million, respectively, suggesting good collateral for the new
ABL.
As part of the transaction, Nordstrom will be providing a security
package to the existing unsecured notes. The notes will have a
second priority on ABL collateral and a first lien on the company's
other assets, excluding owned real estate.
Fitch projects the company will generate around $300 million in FCF
annually, which will support liquidity and allows some debt
repayment following the transaction. The company plans to
prioritize transaction-related debt and could also use FCF to repay
upcoming notes maturities including the $350 million due in March
of 2027.
Issuer Profile
Nordstrom is the one of the largest department store operators in
the U.S. with approximately $14.6 billion in revenue across its
digital businesses and retail portfolio, with 93 full-line
department stores and 280 off-price Rack locations as of October
2024.
Summary of Financial Adjustments
Historical and projected EBITDA is adjusted to add back non-cash
stock-based compensation and exclude non-recurring charges. Fitch
uses the balance sheet reported lease liability as the capitalized
lease value when computing lease-equivalent debt.
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
----------- ------ -------- -----
Nordstrom, Inc. LT IDR BB Affirmed BB
senior secured LT BBB- Affirmed RR1 BBB-
senior unsecured LT BB+ Upgrade RR2 BB
NORDSTROM INC: Liverpool Deal No Impact on Moody's 'Ba2' CFR
------------------------------------------------------------
Moody's Ratings stated that Nordstrom, Inc.'s Ba2 corporate family
rating and Ba2-PD probability of default rating remain unchanged
following the company's announcement that it has signed a
definitive agreement under which members of the Nordstrom Family
and El Puerto de Liverpool, S.A.B. de C.V. ("Liverpool") will
acquire all of the outstanding common shares of Nordstrom not
already owned by the Nordstrom Family and Liverpool. As part of
the transaction, the company's existing senior unsecured notes will
be secured by first priority security interest in substantially all
assets of the company other than the collateral securing the
proposed new $1.2 billion ABL revolving credit facility and real
estate. The notes will have a second priority interest in the ABL
collateral. The Ba2 rating on the notes is expected to remain
unchanged following the granting of the collateral. At closing,
there will be $450 million drawn under the ABL with proceeds used
to finance the acquisition. Moody's expect the revolver drawing to
be repaid in the next 12-18 months.
The all-cash transaction is valued at approximately $6.25 billion
on an enterprise basis. Following the close of the transaction, the
Nordstrom Family will have a 50.1% ownership stake in the Company.
Upon completion of the transaction, Nordstrom will become a private
company. The outlook is expected to remain stable.
Nordstrom's ratings remain unchanged as credit metrics following
the transaction will weaken only moderately and are expected to
remain within Moody's rating triggers in the next 12-18 months.
Proforma for the transaction Moody's expect debt/EBITDA will
increase modestly to 3.6x from 3.1x at LTM ended 11/2/24 with
proforma EBIT/Interest at 2.3x. Moody's expect leverage and
coverage to improve to around 3.4x and 2.5x at the end of fiscal
2025 respectively and expect cash flow to be prioritized towards
the repayment of Nordstrom funded debt. Other rating considerations
include Nordstrom's solid market positioning in both the full price
and off-price segments and good liquidity.
Headquartered in Seattle, Washington, Nordstrom, Inc. is a leading
fashion retailer based in the US. Nordstrom operates 93 full-line
stores, 258 Nordstrom Rack stores, two clearance stores and six
Nordstrom Local service concept stores. Additionally, the company
operates Nordstrom.com, and Nordstromrack.com. Revenue for the
latest twelve months ended November 2, 2024 was approximately $15.1
billion.
NORTHEAST GROCERY: Fitch Alters Outlook on 'B+' LongTerm IDR to Neg
-------------------------------------------------------------------
Fitch Ratings has affirmed ratings for Northeast Grocery, Inc.,
including its Long-Term Issuer Default Rating at 'B+' and its ABL
and secured term loan at 'BB+' with a Recovery Rating of 'RR1'. The
Rating Outlook has been revised to Negative from Stable.
The Outlook revision reflects recently weak operating results,
including EBITDA declines and breakeven FCF in 2023 (year ending
April 2024) despite synergy realization. The company would need to
stabilize EBITDA and improve FCF generation to support a
stabilization of its Outlook.
Northeast Grocery's ratings reflect the company's moderate scale,
with revenue and EBITDA in the mid-$6 billion and low to mid $200
million ranges, respectively. Although the company has good market
share in its key markets, its limited size leaves it somewhat
vulnerable to strengthening competition from scaled, national
grocers and general merchandisers. These concerns are mitigated by
the company's good local positioning and merger-driven synergies
which support EBITDA generation over the rating horizon.
Key Rating Drivers
Challenged Results: Northeast Grocery's EBITDA declined to about
$225 million in the LTM 2Q24 from about $290 million in 2022.
Revenue in 2023 was about flat to 2022 adjusting for the extra week
in 2022, suggesting volume declines given rising grocery prices.
Fitch believes grocery customers are shifting spend toward lower
cost providers like discounters given the high inflation
environment. EBITDA margins have been pressured by cost inflation
in key expense areas like labor, somewhat mitigated by merger
synergy achievements and more recent efforts to reduce expenses.
The company's EBITDA declines resulted in breakeven cash flow,
limiting the company's ability to reinvest in its business and
repay debt. Moderating cost inflation and the company's heightened
focus on expense management could support EBITDA stabilization, and
Fitch projects EBITDA could improve toward the mid-$250 million
level over the next 12 months to 24 months. Improving EBITDA and
consequently positive FCF generation would support a stabilization
of Northeast Grocery's Outlook.
Small Scale: Northeast Grocery's rating is constrained by its
moderate size, with around 280 stores and $6.6 billion in revenue
across six states, primarily New York. This compares to U.S.
grocery revenue close to $250 billion for direct competitors,
Walmart Inc. (AA/Stable) excluding Sam's Club, and around $60
billion for Ahold Delhaize N.V. The company is also significantly
smaller than national players The Kroger Company with nearly $150
billion in revenue and Albertsons Companies with over $75 billion
in revenue, although neither of these companies materially compete
directly with Northeast Grocery's.
Food retailers with strong scale have better negotiating positions
with inventory suppliers and other vendors and more capital to
invest in market share driving initiatives like healthy and updated
physical infrastructure, robust omnichannel models and marketing.
Northeast Grocery's predecessor entity underwent a bankruptcy in
2018 and cited scale disadvantages relative to larger players with
regard to sourcing desired merchandise and vendor pricing.
Northeast Grocery's geographically concentrated position also
leaves it vulnerable to regional activity, including economic
swings or weather events.
Good Local Market Positioning: Despite its smaller scale, Northeast
Grocery has good local market positions, which Fitch views as a
credit positive. Its Tops Markets, Price Chopper and Market 32
banners have fortified their leading local positions with a good
mix of national and private brands, reasonable pricing, and digital
investments. On a pro forma basis, the company's efforts led to
stable, albeit stagnant, revenue of around $5.9 billion for the
three years prior to the pandemic, accelerating to $6.7 billion in
2022 given consumer behavior shifts and inflation. The company's
execution has also led to good customer stickiness, with loyalty
program members generating over 80% of sales.
Northeast Grocery has paradoxically benefited from the challenges
of Northeast region market entry, which has somewhat limited new
competition and remains relatively fragmented. While the company
does compete with Walmart, Ahold banners and strong regional
grocers like Wegmans Food Markets, Inc., it has thus far avoided
significant direct competition from Kroger and Albertsons, which
have focused their expansion and M&A activity elsewhere. However,
the company's recent topline challenges underscore the highly
competitive nature of the grocery market.
Leverage Around 4.0x: Following EBITDA declines, EBITDAR leverage
(capitalizing rent using reported balance sheet liabilities) was
4.0x in 2023, above Fitch's prior forecast using this methodology.
Leverage could modestly improve over the next two to three years
assuming EBITDA improves toward the mid-$200 million range.
Metrics will also benefit from required term loan amortization of
about $40 million annually. The company is targeting gross leverage
at or below 2.0x, which roughly equates to Fitch-defined EBITDAR
leverage in the mid-3x. Given the company's EBITDA trend and
limited near term excess cash flow, Fitch views this target as
aspirational in the near term.
Parent-Subsidiary Linkage: Fitch's analysis includes a strong
subsidiary/weak parent approach between the parent, Northeast
Grocery, and its two subsidiaries, Tops Market Corporation and The
Golub Corporation, both of which have been affirmed at 'B+' with
Outlooks revised to Negative from Stable. Fitch assesses the
quality of the overall linkage as high, which results in an
equalization of IDRs across the capital structure; consequently,
the subsidiaries are rated in line with the parent.
Derivation Summary
Northeast Grocery's 'B+' rating reflects the company's modest scale
and footprint relative to peers, somewhat offset by its good local
market share positions and synergy benefits from the recent merger
of the Tops and Price Chopper/Market 32 banners. The Negative
Outlook reflects operating weakness which has pressured EBITDA and
FCF with some doubts around the timing and level of a turnaround.
The rating assumes EBITDAR leverage trends around 4.0x.
Northeast Grocery's rating compares to its highly rated food retail
peers Walmart and Target Corporation (A/Stable), which have
meaningfully larger scale; national — and in Walmart's case,
international — presence; strong relationships with
counterparties like product manufacturers; and the ability to
invest billions of dollars of capital into revenue-driving
initiatives across physical and digital platforms. Ratings for
these food retail leaders incorporate expectations of EBITDAR
leverage well below that of Northeast Grocery, in the low-2x range
for Walmart and close to 2x for Target.
Other Fitch-rated retailers in the 'B' category include Wayfair
Inc. (B/Stable) and Qurate Retail, Inc. (Qurate; B/Negative). These
primarily online/video retailers compete in discretionary
categories which are susceptible to greater economic swings than
Northeast Grocery.
While Wayfair is successfully capitalizing on consumer spending
habits which increasingly favor the online channel, Qurate's
challenged topline trajectory reflects declines in television
viewership and yields questions about the company's longer-term
business model. Fitch projects both companies will generate
positive FCF in the near term, which could be used to support
deleveraging. EBITDAR leverage for both is projected to be higher
than Northeast Grocery.
Key Assumptions
- Revenue for 2024 (ending April 2025) of approximately $6.6
billion, slightly above the $6.5 billion in 2023 but below the $6.7
billion recorded in 2022. The company's topline has been somewhat
erratic in recent years given significant product inflation and
consumer traffic shifts to lower-cost providers. Beginning 2025,
assuming some easing to the inflationary environment, revenue could
grow modestly by 1%-2% annually, assuming modest growth in the
underlying food retail segment and flattish store count at around
280 stores.
- EBITDA in 2024 in the $230 million range, around 10% and 20%
below 2023 and 2024, respectively, given the company's volatile
topline and rising costs including labor, somewhat offset by the
achievement of merger synergies. Assuming modest growth in revenue
beginning 2025 and some easing of cost pressures, EBITDA could
stabilize around $250 million, supported by recent efforts to
reduce expenses around $30 million across the cost structure.
Margins, which have declined to the mid-3% range from the low-4%
range in 2022, could stabilize around 3.7%.
- FCF, which was essentially breakeven in 2023, could improve to
modestly positive in 2024 despite EBITDA declines given lower
restructuring expenses and reduced working capital swings. FCF
beginning 2025 could be around $50 million, assuming some EBITDA
stabilization and neutral working capital. Fitch projects the
company will use FCF to support required term loan amortization of
about $40 million annually.
- EBITDAR leverage, capitalizing leases using balance sheet
liabilities in line with Fitch's recently updated criteria, was
4.0x in 2023 and Fitch projects a modest uptick in 2024 to the
low-4x given EBITDA declines. EBITDAR leverage could improve toward
the high-3x range over the next two to three years assuming some
EBITDA stabilization and required term loan amortization.
- Northeast Grocery's ABL and term loan have variable rate
structures. Fitch assumes 3.5%-5.0% SOFR base rates over the
forecast horizon given the higher interest rate environment.
- The above assumptions, including stabilized EBITDA around $250
million and positive FCF, would support a Stabilization of
Northeast Grocery's Outlook.
Recovery Analysis
Fitch's recovery analysis assumes Northeast Grocery is maximized as
a going concern in a post-default scenario, given a going-concern
valuation of approximately $1 billion, compared with around $600
million in value from a liquidation of assets.
Fitch's going-concern value is derived from a projected EBITDA of
around $200 million. The scenario incorporates revenue of
approximately $5.4 billion, around 20% below the company's current
revenue run rate, assuming closing of around 25 lower-revenue
stores and a sales decline of around 10% at the remaining base.
EBITDA margins could trend around 3.7% in a recovery scenario,
similar to Fitch's forecast. The $200 million in going concern
EBITDA is below Fitch's prior $225 million given a material
reduction in Fitch's ongoing EBITDA forecast for the company.
A going-concern multiple of 4.5x was selected, at the lower end of
the 4.0x-8.0x range observed for North American corporates and
4.0x-6.0x observed for North American retailers, given
traditionally lower exit multiples achieved in the food retail
space. For example, Tops Market exited its 2018 bankruptcy at an
approximately 4.2x multiple. Fitch's projected multiple of 4.5x is
slightly higher given the company's greater scale following the
2021 merger with Price Chopper/Market 32 and better EBITDA and FCF
conversion following cost synergy achievement.
The approximately $800 million in value available to service debt,
after deducting 10% for administrative claims, yields full recovery
for the $325 million ABL, which is limited by a borrowing base
including eligible inventory, pharmaceutical prescription files and
receivables and is assumed to be 70% drawn at default, and the $25
million FILO tranche, which is assumed to be fully drawn. The ABL,
which is co-borrowed by Golub Corporation and Tops Market
Corporation, is therefore affirmed at 'BB+'/'RR1'.
The $529 million of senior secured term loan, which has a second
lien on ABL collateral and a first lien on Northeast Grocery's
remaining assets, is expected to have outstanding recovery
prospects and is therefore affirmed at 'BB+'/'RR1'.
RATING SENSITIVITIES
Factors that Could, Individually or Collectively, Lead to Negative
Rating Action/Downgrade
- A downgrade could result from total EBITDAR leverage (using
balance sheet liabilities) sustained above 4.5x and/or EBITDAR
Fixed Charge Coverage sustained close to 1.5x on
lower-than-expected operating results or debt-financed
shareholder-friendly activity. Breakeven FCF would also be a rating
concern.
Factors that Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade
- A Stabilization of Northeast Grocery's Outlook could be achieved
by EBITDA improvement toward $250 million, yielding EBITDAR
leverage sustained around 4.0x, EBITDAR Fixed Charge Coverage
approaching 2.0x and positive cash flow to support required debt
amortization and business reinvestment;
- Upward rating action is constrained by Northeast Grocery's EBITDA
scale and its geographical concentration in a highly competitive
region. An upgrade could result from significant expansion leading
to EBITDA close to $500 million, or EBITDAR near $750 million,
while maintaining EBITDAR leverage below 4.0x.
Liquidity and Debt Structure
Adequate Liquidity: As of Oct. 12, 2024, Northeast Grocery had
$44.65 million of cash and equivalents and $140.7 million of
availability on its $370 million ABL revolving credit facility,
including the $25 million FILO tranche, due May 2026 after
accounting for the $166.5 million outstanding balance on the
revolving credit facility, the full $25 million outstanding on the
FILO tranche and $37.8 million of LC outstanding. Availability on
the ABL revolving credit facility is based on a borrowing base
whose collateral includes certain inventory, receivables and
pharmaceutical prescription files.
Aside from the ABL, as of Oct. 12, 2024 the company's debt
consisted of its $529 million senior secured term loan due December
2028. The term loan has a second priority on ABL collateral and a
first lien on remaining assets. Term loan amortization is
approximately $40 million annually.
Issuer Profile
Northeast Grocery, Inc. operates approximately 280 grocery-focused
stores, primarily in New York state, under the Tops, Price Chopper,
and Market 32 brands. The company generates approximately $6.6
billion in revenue and holds leading shares in most of its primary
local markets.
Summary of Financial Adjustments
- Fitch adjusts for one-time charges and stock-based compensation;
- Fitch uses the balance sheet liability when calculating adjusted
leverage.
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
----------- ------ -------- -----
The Golub Corporation LT IDR B+ Affirmed B+
senior secured LT BB+ Affirmed RR1 BB+
Northeast Grocery, Inc. LT IDR B+ Affirmed B+
senior secured LT BB+ Affirmed RR1 BB+
Tops Markets
Corporation LT IDR B+ Affirmed B+
senior secured LT BB+ Affirmed RR1 BB+
NORTHSTARR BUILDERS: Gets Interim OK to Use Cash Collateral
-----------------------------------------------------------
Northstarr Builders, LLC received interim approval from the U.S.
Bankruptcy Court for the Eastern District of Michigan, Southern
Division, to use cash collateral until Jan. 15, 2025.
The U.S. Small Business Administration holds a first lien on the
cash collateral assets of Northstarr to secure its loan of
$384,506. The value of the assets to secure the loan have an
estimated value of $40,750. This creditor is undersecured.
Lendr holds a second lien on the cash collateral assets of
Northstarr to secure its loan of $60,000. This loan is fully
unsecured as the assets of the company, which secure this loan do
not exceed the debt owed to the SBA which holds the first lien.
Northstarr believes that the SBA and Lendr are adequately protected
for the use of the cash collateral in that the orderly operation of
its business generates sufficient revenues to protect any
diminution in value of the cash collateral.
The next hearing is scheduled for Jan. 15, 2025.
About Northstarr Builders
Northstarr Builders, LLC sought protection under Chapter 11 of the
U.S. Bankruptcy Code (Bankr. E.D. MI. Case No. 24-32419-jda) on
December 23, 2024, with up to $100,000 in assets and up to $1
million in liabilities. Marty Johnson, company owner, signed the
petition.
Judge Joel D. Applebaum represents the Debtor as legal counsel.
George E. Jacobs, Esq., at Bankruptcy Law Offices, represents the
Debtor as bankruptcy counsel.
NORTHWEST BIOTHERAPEUTICS: Secures $5M Convertible Note Financing
-----------------------------------------------------------------
Northwest Biotherapeutics announced that on Dec. 19, 2024, it
entered into a $5 million convertible Promissory Note financing
with YA II PN, Ltd., an investment fund managed by Yorkville
Advisors Global, LP ("Yorkville"). The term of the Note is 13
months. The Note carries an Original Issue Discount of seven
percent but no interest. Repayment of all outstanding amounts is
due at maturity; no payments by the Company are due until maturity.
The Note includes customary default provisions. During the term
of the Note, it is convertible at the option of the holder, at a
small discount to the then prevailing market price. The amounts of
such conversions are limited to one sixth of the overall Note
amount in any given calendar month unless the conversion price is
above $0.315. The Company plans to use the proceeds for general
corporate purposes, including both its lead product and its
in-licensed portfolios.
The Company and Yorkville also entered into a standby equity
subscription agreement which the Company may use after the Note is
repaid or converted. Under this Subscription Agreement, the
Company has the option, in its discretion, to require Yorkville to
subscribe for up to $50 million of common shares in the Company at
any time during the 24-month term of the Subscription Agreement at
a small discount to the then prevailing market price, after the
Note is repaid or converted. The Company has no obligation to make
any such use of this arrangement, and the Company can cancel the
arrangement at any time after the Note is repaid or converted. The
Company has no current plans to draw upon this standby facility;
however, the Company believes it will be useful to have this
facility available for special funding needs in connection with
certain key potential upcoming milestones.
Joseph Gunnar & Co., LLC acted as the exclusive placement agent for
the offering.
About Northwest Biotherapeutics
Northwest Biotherapeutics, Inc., is a biotechnology company focused
on developing personalized immunotherapy products that are designed
to treat cancers more effectively than current treatments, without
toxicities of the kind associated with chemotherapies, and on a
cost-effective basis. The Company has a broad platform technology
for DCVax dendritic cell-based vaccines. The Company's lead
program involves DCVax-L treatment for glioblastoma (GBM). GBM is
the most aggressive and lethal form of primary brain cancer, and is
an "orphan disease." The Company has completed a 331-patient Phase
III trial of DCVax-L for GBM, presented the results in scientific
meetings, published the results in JAMA Oncology and submitted a
MAA for commercial approval in the UK. The MAAA is currently
undergoing review. The Company has also developed DCVax-Direct for
inoperable solid tumor cancers. It has completed a 40-patient
Phase I trial and, as resources permit, plans to pursue Phase II
trials. The Company previously conducted a Phase I/II trial with
DCVax-L for advanced ovarian cancer together with the University of
Pennsylvania.
Tampa, Florida-based Cherry Bekaert LLP, the Company's auditor
since 2021, issued a "going concern" qualification in its report
dated March 5, 2024, citing that the Company has recurring losses
and negative cash flows from operations that raise substantial
doubt about its ability to continue as a going concern.
ONYX OWNER: Gets Interim OK to Use Cash Collateral Until Jan. 10
----------------------------------------------------------------
Onyx Owner, LLC received interim approval from the U.S. Bankruptcy
Court for the District of Delaware to use cash collateral.
The company requires the use of cash collateral to maintain the
operation of its apartment building, Onyx on First, and protect
approximately 200 tenants and the recoveries of creditors.
As adequate protection, Connecticut General Life Insurance Company,
an affiliate of Cigna Investments, Inc. and a pre-bankruptcy
lender, was granted replacement liens on Onyx Owner's tangible and
intangible pre-bankruptcy and post-petition property that is not
subject to a valid, perfected, and non-avoidable lien.
Cigna Investments was also granted superpriority administrative
expense claims in the amount of any diminution in value of its
interests in the cash collateral, with priority in payment over all
administrative expenses.
As of the petition date, the majority of Onyx Owner's liabilities
consists of secured funded indebtedness. The company's funded debt
obligations consist of a promissory note from Connecticut General
Life Insurance Company in the face amount of $47.5 million and
dated May 14, 2021.
While Onyx Owner has been engaged in negotiations with its
pre-bankruptcy lender concerning the funding of the bankruptcy
case, given the holiday season, the company finds itself forced to
file a request to use cash collateral before securing final
approval from its lender on the funding requested.
Fortunately, the Bankruptcy Code provides that the company may use
the pre-bankruptcy lender's cash collateral without consent as long
as it is provided with adequate protection to the extent of actual
diminution in value of its cash collateral. So while the company
hopes to have the consent of its lender to fund these cases
pursuant to the budget, the company is also prepared to move
forward on a non-consensual basis if necessary.
Onyx Owner's right to use cash collateral terminates on Jan. 10,
2025, upon the appointment of a Chapter 11 trustee or examiner, or
conversion of the Chapter 11 case to one under Chapter 7.
The next hearing is scheduled for Jan. 7, 2025.
About Onyx Owner LLC
Onyx Owner, LLC's business involves a residential apartment project
consisting of 266 residential apartment units and related amenities
located at 1100 First Street SE, Washington DC 2003.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. D. Del. Case No. 24-12816) on December 18,
2024. In the petition signed by Joshua Ufberg, authorized
signatory, the Debtor disclosed up to $50 million in both assets
and liabilities.
Robert J. Dehney, Sr., Esq., at Morris, Nichols, Arsht & Tunnell,
LLP represents the Debtor as legal counsel.
PARTY CITY: Gets Interim OK to Use Cash Collateral
--------------------------------------------------
The U.S. Bankruptcy Court for the Southern District of Texas,
Houston Division granted Party City Holdco Inc. and affiliates
interim authorization to use cash collateral.
The companies were authorized to use cash collateral in accordance
with an approved budget
and were required to provide adequate protection to the
pre-bankruptcy secured lenders.
The lenders were granted adequate protection in the form of:
(a) A first-priority security interest in and lien on all
tangible and intangible property of the companies;
(b) A superpriority administrative expense claim payable from
the collateral.
(c) Current cash payments of reasonable and documented fees and
expenses of the Prepetition ABL agent and the Prepetition 2L Notes
Trustee.
The next hearing is scheduled for Jan. 22, 2025. Objections are due
by Jan. 15, 2025.
About Party City Holdco
Party City Holdco Inc. (NYSE: PRTY) is the global leader in the
celebrations' industry, with its offerings spanning more than 70
countries around the world. It is also the largest designer,
manufacturer, distributor, and retailer of party goods in North
America. Party City Holdco had 761 company-owned stores as of
September 2022. It is headquartered in Woodcliff Lake, N.J. with
additional locations throughout the Americas and Asia.
Party City Holdco and its domestic subsidiaries sought protection
under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Tex. Lead
Case No. 23-90005). As of Sept. 30, 2022, Party City Holdco had
total assets of $2,869,248,000 against total debt of
$3,022,960,000.
Judge David R. Jones oversees the cases.
The Debtors tapped Paul, Weiss, Rifkind, Wharton & Garrison, LLP,
as legal counsel; Moelis & Company, LLC as investment banker;
AlixPartners, LLP as financial advisor; A&G Realty Partners as real
estate advisor; and Kroll as the claims agent.
PricewaterhouseCoopers LLP (PwC) provides accounting and valuation
advisory services, tax-related services, and internal audit
Sarbanes-Oxley Act support services.
Davis Polk & Wardwell, LLP and Lazard serve as legal counsel and
investment banker, respectively, to the ad hoc group of first lien
holders.
The U.S. Trustee for Region 6 appointed an official committee to
represent unsecured creditors in the Chapter 11 cases. The
committee is represented by Pachulski Stang Ziehl & Jones, LLP.
PERASO INC: All Four Proposals Approved at Annual Meeting
---------------------------------------------------------
Peraso Inc. reported in a Form 8-K filed with the Securities and
Exchange Commission that on Dec. 20, 2024, it held its 2024 annual
meeting of stockholders, at which the stockholders:
(1) elected Ronald Glibbery, Daniel Lewis, Ian McWalter, Andreas
Melder, and Robert Y. Newell to serve as directors until the next
annual meeting of stockholders and until the election and
qualification of his successor or his earlier resignation or
removal;
(2) ratified the audit committee's appointment of Weinberg &
Company, P.A. as the Company's independent registered public
accounting firm for the fiscal year ending Dec. 31, 2024;
(3) approved the amendment of the Amended and Restated 2019
Stock Incentive Plan to increase the number of shares currently
reserved for issuance thereunder by 1,500,000 shares; and
(4) approved one or more adjournments of the Annual Meeting.
About Peraso Inc.
Headquartered in San Jose, California, Peraso Inc. (NASDAQ: PRSO)
-- http://www.perasoinc.com/-- is a fabless semiconductor company
focused on the development and sale of: i) millimeter wavelength
wireless technology, or mmWave, semiconductor devices and antenna
modules based on its proprietary semiconductor devices and ii)
performance of non-recurring engineering, or NRE, services and
licensing of intellectual property, or IP. The Company's primary
focus is the development of mmWave, which is generally described as
the frequency band from 24 Gigahertz, or GHz, to 300 GHz. The
Company's mmWave products enable a range of applications including:
multi-gigabit point-to-point, or PtP, wireless links with a range
of up to 25 kilometers and operating in the 60 GHz frequency band;
multi-gigabit point-to-multi-point, or PtMP, links in the 60 GHz
frequency band used to provide fixed wireless access, or FWA,
services; FWA in the 5G operating bands from 24 GHz to 43 GHz to
provide multi-gigabit capability and low latency connections;
military communications; and consumer applications, such as high
performance wireless video streaming and untethered augmented
reality and virtual reality. The Company also has a line of
memory-denominated integrated circuits, or ICs, for high-speed
cloud networking, communications, security appliance, video,
monitor and test, data center and computing markets that deliver
time-to-market, performance, power, area and economic benefits for
system original equipment manufacturers, or OEMs.
Los Angeles, California-based Weinberg & Company, the Company's
auditor since 2020, issued a "going concern" qualification in its
report dated March 29, 2024, citing that during the year ended Dec.
31, 2023, the Company incurred a net loss and utilized cash in
operations. These conditions raise substantial doubt about the
Company's ability to continue as a going concern.
PPS 77 LLC: Seeks Bankruptcy Protection in New York
---------------------------------------------------
On December 26, 2024, PPS 77 LLC filed Chapter 11 protection in
the Southern District of New York. According to court filing, the
Debtor reports between $100,000 and $500,000 in debt owed to 1 and
49 creditors. The petition states funds will be available to
unsecured creditors.
About PPS 77 LLC
PPS 77 LLC is a limited liability company.
PPS 77 LLC sought relief under Chapter 11 of the U.S. Bankruptcy
Code (Bankr. S.D.N.Y. Case No.24-12445) on December 26, 2024. In
its petition, the Debtor reports estimated assets between $500,000
and $1 million and estimated liabilities between $100,000 and
$500,000.
Honorable Bankruptcy Judge Lisa G. Beckerman handles the case.
PRESBYTERIAN HOMES: Gets OK to Use Cash Collateral Until Jan. 10
----------------------------------------------------------------
Presbyterian Homes & Services of Kentucky, Inc. received interim
approval from the U.S. Bankruptcy Court for the District of
Kentucky, Louisville Division, to use cash collateral through Jan.
10, 2025.
Presbyterian requires the use of cash collateral to pay ordinary
trade payables arising after the petition date, insurance premiums,
taxes, utilities, allowed administrative expenses, compensation,
and adequate protection payments to maintain its operations.
As adequate protection to creditors with interest in the cash
collateral, these creditors were granted a replacement lien on
property owned by Presbyterian.
Moreover, Presbyterian will maintain adequate insurance on its
assets.
A copy of the agreed order is available at
https://urlcurt.com/u?l=rmutAh from PacerMonitor.com.
About Presbyterian Homes and Services
of Kentucky Inc.
Presbyterian Homes and Services of Kentucky, Inc. sought protection
under Chapter 11 of the U.S. Bankruptcy Code (Bankr. W.D. Ky. Case
No. 24-33060) on December 15, 2024, with up to $10 million in both
assets and liabilities. Hattie H. Wagner, president and chief
executive officer of Presbyterian, signed the petition.
Judge Alan C. Stout oversees the case.
Charity S. Bird, Esq., at Kaplan Johnson Abate & Bird, LLP,
represents the Debtor as legal counsel.
RELIABLE GENERAL: Seeks Chapter 11 Bankruptcy Protection
--------------------------------------------------------
On December 23, 2024, Reliable General Contractor LLC filed
Chapter 11 protection in the Western District of Pennsylvania.
According to court filing, the Debtor reports between $100,000 and
$500,000 in debt owed to 1 and 49 creditors. The petition states
funds will be available to unsecured creditors.
About Reliable General Contractor LLC
Reliable General Contractor LLC is a trusted exterior remodeler in
Western Pennsylvania.
Reliable General Contractor LLC sought relief under Chapter 11 of
the U.S. Bankruptcy Code (Bankr. W.D. Pa. Case No.24-23106) on
December 23, 2024. In its petition, the Debtor reports estimated
assets up to $50,000 and estimated liabilities between $100,000 and
$500,000.
The Debtor is represented by:
Donald R. Calaiaro, Esq.
Calaiaro Valencik
938 Penn Avenue, Suite 501
Pittsburgh, PA 15222-3708
P: 412-232-0930
Fax: 412-232-3858
REVIVA PHARMACEUTICALS: Inks Underwriting Agreement w/ Citizens JMP
-------------------------------------------------------------------
On December 16, 2024, Reviva Pharmaceuticals Holdings, Inc.,
entered into an underwriting agreement with Citizens JMP
Securities, LLC, as the underwriter, relating to the offering,
issuance and sale of (i) an aggregate of 12,000,000 shares of the
Company's common stock, par value $0.0001 per share, (ii) Series A
warrants exercisable for an aggregate of up to 6,000,000 shares of
Common Stock, and (iii) Series B warrants exercisable for an
aggregate of up to 12,000,000 shares of Common Stock, for aggregate
gross proceeds of $18.0 million, according to a Form 8-K filing
with the U.S. Securities and Exchange Commission.
Each share of Common Stock was sold together with (i) a Series A
Common Warrant to purchase 0.5 of a share of Common Stock and (ii)
a Series B Common Warrant to purchase one share of Common Stock, at
a combined public offering price of $1.50 per share of Common Stock
and accompanying Common Warrants. The Series A Common Warrants are
exercisable immediately, will have a term of six months from the
date of issuance and have an exercise price of $1.50 per whole
share. The Series B Common Warrants are exercisable immediately,
will have a term of five years and have an exercise price of $1.50
per share. The Common Warrants may only be exercised on a cashless
basis if there is no registration statement registering, or the
prospectus contained therein in not available for, the issuance of
shares of Common Stock underlying the Common Warrants to the
holder.
The Company is prohibited from effecting an exercise of any Common
Warrants to the extent that such exercise would result in the
number of shares of Common Stock beneficially owned by such holder
and its affiliates exceeding 4.99% (or 9.99% at election of the
holder) of the total number of shares of Common Stock outstanding
immediately after giving effect to the exercise, which percentage
may be increased or decreased at the holder's election not to
exceed 9.99%. In the event of certain fundamental transactions,
holders of the Common Warrants will have the right to receive the
Black Scholes Value of their Common Warrants calculated pursuant to
a formula set forth in the Common Warrants, payable either in cash
or in the same type or form of consideration that is being offered
and being paid to the holders of Common Stock in such fundamental
transaction.
The net proceeds to the Company from the Offering are expected to
be approximately $15.8 million, after deducting underwriting
discounts and commissions and other estimated offering expenses
payable by the Company.
A full-text copy of the Form 8-K is available at
https://tinyurl.com/3x4fdjch
About Reviva Pharmaceuticals Holdings
Cupertino, Calif.-based Reviva Pharmaceuticals Holdings, Inc. is a
late-stage biopharmaceutical company that discovers, develops, and
seeks to commercialize next-generation therapeutics for diseases
representing unmet medical needs and burdens to society, patients,
and their families.
Going Concern
The Company's current cash on hand is not sufficient to satisfy
its
operating cash needs for the 12 months from the filing its
Quarterly Report on Form 10-Q for the period ended June 30, 2024.
The Company believes that it has adequate cash on hand to cover
anticipated outlays into the third quarter of fiscal year 2024,
but
will need additional fundraising activities and cash on hand
during
the third quarter of fiscal year 2024. These conditions raise
substantial doubt regarding the Company's ability to continue as a
going concern for a period of one year after the date the
financial
statements are issued.
The Company will seek to fund its operations through public or
private equity or debt financings or other sources, which may
include collaborations with third parties. In May 2024, the
Company
raised capital through a registered financial offering. Adequate
additional financing may not be available to the Company on
acceptable terms, or at all. Should the Company be unable to raise
sufficient additional capital, the Company may be required to
undertake cost-cutting measures, including delaying or
discontinuing certain clinical activities.
ROMAN CATHOLIC: Committee Hires Lemery Greisler LLC as Counsel
--------------------------------------------------------------
The official committee of unsecured creditors of Roman Catholic
Diocese Of Burlington Vermont seeks approval from the U.S.
Bankruptcy Court for the District of Vermont to employ Lemery
Greisler LLC as counsel.
The firm's services include:
a. advising the Committee with respect to its rights, duties,
and powers in the Chapter 11 cases;
b. assisting and advising the Committee in its consultations
with the Debtor relative to the administration of the Chapter 11
case;
c. making a motion for relief from the automatic stay to allow
the state court actions of certain unsecured creditors to proceed;
d. assisting the Committee in analyzing the claim of the
Debtor's creditors and the Debtor's capital structure and in
negotiating with holders of claims and equity interests;
e. assisting the Committee in its investigation of the acts,
conduct, assets, liabilities, and financial condition of the Debtor
and of the operation of the Debtor's business;
f. assisting the Committee in its analysis of, and
negotiations with, the Debtor or any third party concerning matters
related to, among other things, the assumption or rejection of
certain leases of nonresidential real property and executory
contracts, asset dispositions, financing or other transactions and
the terms of one or more plans of reorganization for the Debtor and
accompanying disclosure statements and related plan documents;
g. assisting and advising the Committee as to its
communications to unsecured creditors regarding significant matters
in this chapter 11 case;
h. representing the Committee at hearings and other
proceedings;
i. reviewing and analyzing applications, orders, statements of
operations, and schedules filed with the Court and advise the
Committee as to their propriety;
j. advising the Committee with respect to the Debtor's
negotiations and with sexual abuse victims and their counsel;
k. preparing, on behalf of the Committee, any pleadings,
including without limitation, motions, memoranda, complaints,
adversary complaints, objections, or comments in connection with
any of the foregoing as may be necessary in furtherance of the
Committee's interests and objectives in this chapter 11 case,
including without limitation, the preparation of retention
papers and fee applications for the Committee's professionals
including, Lemery Greisler;
l. performing such other legal services as may be required or
are otherwise deemed to be in the interests of the Committee in
accordance with the Committee's powers and duties as set forth in
the Bankruptcy Code, Bankruptcy Rules, or other applicable law; and
m. Sponsoring and supporting the pro hac vice admission of
Applicant Attorneys and remaining professionally associated with
those attorneys as required under Local Rule 2014-1, including
acting as their agent for service of process.
The firm will be paid at these rates:
Paul A. Levine, Senior Partner,
and other Senior Partners $445
Meghan M. Breen, Partner, and other Partners or
senior attorneys (15 or more years' experience) $425
Associates (less than 15 years' experience) $380
Paralegals $150
The firm will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Paul A. Levine, Esq., a partner at Lemery Greisler 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:
Paul A. Levine, Esq.
Lemery Greisler, LLC
677 Broadway, 8th Floor
Albany, NY 12207
Tel: (518) 433-8800
About Roman Catholic Diocese Of Burlington Vermont
Roman Catholic Diocese of Burlington sought relief under Chapter 11
of the U.S. Bankruptcy Code (Bankr. D. Vt. Case No. 24-10205) on
Sept. 30, 2024. In the petition signed by Reverend John Joseph
McDermott, bishop, the Debtor disclosed up to $50 million in assets
and up to $10 million in liabilities.
Judge Heather Z. Cooper oversees the case.
The Debtor tapped James Baillie, Esq., at Fredrikson & Byron, P.A.
as bankruptcy counsel and Obuchowski Law Office as local counsel.
RPM EXPEDITE: Court OKs Continued Use of Cash Collateral
--------------------------------------------------------
RPM Expedite USA, LLC received second interim approval from the
U.S. Bankruptcy Court for the Northern District of Texas, Fort
Worth Division to use cash collateral until Jan. 13, 2025.
The interim order authorized the company to use cash collateral to
pay its operating expenses in accordance with its budget, plus a
variance of 10% per line item.
The budget outlines the company's projected expenses for the period
from Dec. 15 to Jan. 13, 2025. It shows total expenses of $222,900
for the first week; $260,850 for the second week; $140,450 for the
third week; $235,800 for the fourth week; and $24,140 for the fifth
week.
Frost Bank asserts that it holds a first priority perfected
security interest in substantially all of the company's assets
including its accounts, inventory, equipment
and the proceeds thereof. The assets include cash collateral.
As protection against any diminution in value of its collateral,
Frost Bank was granted replacement liens and superpriority claims.
The liens exclude avoidance actions.
The company's authority to use cash collateral shall terminate on
the final hearing date set by the court, unless extended by written
stipulation between the company and its lender or by order of the
court.
The final hearing is set for Jan. 13, 2025.
About RPM Expedite USA
RPM Expedite USA, LLC operates in the general freight trucking
industry.
RPM Expedite USA sought relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. N.D. Texas Case No. 24-44345) on November
22, 2024, with $1 million to $10 million in both assets and
liabilities. Eric Kunz, chief executive officer of RPM Expedite
USA, signed the petition.
Judge Mark X. Mullin oversees the case.
The Debtor is represented by:
Howard Marc Spector, Esq.
Spector + Cox, PLLC
12770 Coit Rd. #850
Dallas TX 75251
Tel: (214) 365-5377
Email: hspector@spectorcox.com
S & W SALES: Seeks to Hire Boyer Terry LLC as Attorney
------------------------------------------------------
S & W Sales and Service, LLC seeks approval from the U.S.
Bankruptcy Court for the Middle District of Georgia to employ Boyer
Terry LLC as attorney.
The firm will provide these services:
a. give the Debtor legal advice with respect to its powers and
duties as Debtor-in-Possession in the continued operation of its
business and management of its property;
b. prepare on behalf of Debtor, as Debtor-in-Possession,
necessary applications, motions, answers, reports, and other legal
papers;
c. continue existing litigation to which Debtor-in-Possession
may be a party, and to conduct examinations incidental to the
administration of Debtor's estate;
d. take any and all necessary action for the proper
preservation and administration of the estate;
e. assist Debtor-in-Possession with the preparation and filing
of a Statement of Financial Affairs and schedules and lists as are
appropriate;
f. take whatever action is necessary with reference to the use
by Debtor of its property pledged as collateral, including cash
collateral, to preserve the same for the benefit of Debtor and
secured creditors in accordance with the requirements of the
Bankruptcy Code;
g. assert, as directed by Debtor, claims that Debtor may have
against others;
h. assist Debtor in connection with claims for taxes made by
governmental units; and
i. perform other legal services for Debtor, as
Debtor-in-Possession, which may be necessary.
The firm will be paid at these rates:
Attorney $350 and $370 per hour
Research Assistants and Paralegals $100 per hour
The firm received from the Debtor an advance retainer of $15,000.
The firm will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Wesley J. Boyer, Esq., a partner at Boyer Terry 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:
Wesley J. Boyer, Esq.
Boyer Terry LLC
348 Cotton Avenue, Suite 200
Macon, GA 31201
Tel: (478) 742-6481
Fax: (770) 200-9230
Email: Wes@BoyerTerry.com
About S & W Sales and Service, LLC
S & W Sales and Service, LLC is a limited liability company in Fort
Valley, Ga.
S & W Sales and Service sought relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. M.D. Ga. Case No. 24-51814) on December 2,
2024, with assets between $500,000 and $1 million and liabilities
between $1 million and $10 million. Waldo Moody, a managing member
of S & W Sales, signed the petition.
Judge Robert M. Matson handles the case.
The Debtor is represented by Wesley J. Boyer, Esq., at Boyer Terry,
LLC.
S&W SEED: Shareholders Elect 4 Directors at Annual Meeting
----------------------------------------------------------
On December 17, 2024, S&W Seed Company held its Annual Meeting of
Stockholders. The Company disclosed in a Form 8-K filing with the
U.S. Securities and Exchange Commission a summary of the matters
voted upon by stockholders at the Annual Meeting is set forth
below.
Proposal 1. Election of Directors
The Company's stockholders elected Alexander C. Matina, Jeffrey
Rona, Alan D. Willits, and Mark W. Wong as directors of the
Company, each to serve until the next Annual Meeting of
Stockholders and until their successor is elected, or, if sooner,
until their death, resignation or removal.
Proposal 2. Ratification of the Selection of Independent Registered
Public Accounting Firm
The Company's stockholders ratified the selection of Grant Thornton
LLP as the Company's independent registered public accounting firm
for the fiscal year ending June 30, 2025.
Proposal 3. Advisory Vote on Executive Compensation
The Company's stockholders approved, on an advisory basis, the
compensation of the Company's Named Executive Officers, as
disclosed in the Proxy Statement.
Proposal 4. Amending and Restating 2019 Equity Incentive Plan
The Company's stockholders approved the Company's Amended and
Restated 2019 Equity Incentive Plan, which, among other things,
increases the number of shares of common stock authorized for
issuance under such plan by 500,000.
About S&W Seed
Founded in 1980 and headquartered in Longmont, CO, S&W --
www.swseedco.com -- is a global multi-crop, middle-market
agricultural company headquartered in Longmont, Colorado. S&W's
vision is to be the world's preferred proprietary seed company
which supplies a range of sorghum, forage and specialty crop
products that supports the growing global demand for animal
proteins and healthier consumer diets. S&W is a global leader in
proprietary alfalfa and sorghum seeds with significant research
and
development, production and distribution capabilities. S&W also
has
a commercial presence in pasture and sunflower seeds, and through
a
partnership, is focused on sustainable biofuel feedstocks
primarily
within camelina.
Denver, Colorado-based Grant Thornton LLP, the Company's auditor
since 2024, issued a "going concern" qualification in its report
dated Nov. 1, 2024, citing that the Company has incurred a net
loss
of $30.1 million and cash used in operating activities was $5.6
million for the year ended June 30, 2024, and as of that date, the
Company's current liabilities exceeded its current assets by $5.9
million and had an accumulated deficit of $122.1 million.
In addition, the Company's subsidiary, S&W Australia, entered into
voluntary administration on July 24, 2024, and is no longer under
the Company's control. S&W Australia's entry into voluntary
administration also resulted in an event of default under the
Company's Amended CIBC Loan Agreement. On Aug. 5, 2024, the
Company
received a waiver for the event of default from CIBC, which
contained conditions that are not within the Company's control.
Effective Sept. 16, 2024, the Company was not in compliance with
the amended terms per the Third Amendment of the Company's Amended
CIBC Loan Agreement, which constitutes an additional event of
default, and through the date of this report has not been able to
regain compliance. These conditions and uncertainties as to
whether
the Company can mitigate the impact of the voluntary
administration, along with other matters, raise substantial doubt
about the Company's ability to continue as a going concern.
As of June 30, 2024, S&W Seed had $120.73 million in total assets,
$75.69 million in total liabilities, $5.77 million in total
mezzanine equity, and $39.26 million in total stockholders' equity.
SEABORNE VIRGIN: Voluntary Chapter 11 Case Summary
--------------------------------------------------
Debtor: Seaborne Virgin Islands, Inc.
2850 Greene Street
Hollywood, FL 33020
Business Description: Seaborne Virgin Island Inc, operating as
Seaborne Airlines, is an airline company
headquartered in Carolina, Puerto Rico. It
operates a seaplane shuttle service between
St. Croix and St. Thomas.
Chapter 11 Petition Date: December 30, 2024
Court: United States Bankruptcy Court
Southern District of Florida
Case No.: 24-23624
Judge: Hon. Peter D Russin
Debtor's Counsel: Brian P. Hall, Esq.
SMITH, GAMBRELL & RUSSELL, LLP
1105 W. Peachtree St. NE
Suite 1000
Atlanta, GA 30309
Tel: 404-815-3537
E-mail: bhall@sgrlaw.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Steven A. Rossum as chief executive
officer.
The Debtor failed to include in the petition a list of its 20
largest unsecured creditors.
A full-text copy of the petition is available for free at
PacerMonitor.com at:
https://www.pacermonitor.com/view/ADNSYZY/Seaborne_Virgin_Islands_Inc__flsbke-24-23624__0001.0.pdf?mcid=tGE4TAMA
SEASONAL LANDSCAPE: Gets OK to Use Cash Collateral Until Jan. 31
----------------------------------------------------------------
Seasonal Landscape Solutions, Inc. received eighth interim approval
from the U.S. Bankruptcy Court for the Northern District of
Illinois to use cash collateral.
The company was authorized to use cash collateral through Jan. 31,
2025, in accordance with its budget.
BMO Harris Bank holds a senior lien on the company's assets
totaling at least $495,000, with a subordinate lien by the U.S.
Small Business Administration.
As adequate protection, BMO Harris Bank was granted a replacement
lien on substantially all of the company's assets, including cash
collateral equivalents, cash and accounts receivable, to the same
extent and with the same validity as its pre-bankruptcy lien.
In addition, BMO Harris Bank was granted an administrative expense
claim under Section 507(b) of the Bankruptcy Code.
A final hearing is scheduled for Jan. 29, 2025.
About Seasonal Landscape Solutions
Seasonal Landscape Solutions, Inc. is a company in Algonquin, Ill.,
which specializes in residential design-build landscaping.
The Debtor filed a petition under Chapter 11, Subchapter V of the
Bankruptcy Code (Bankr. N.D. Ill. Case No. 24-08880) on June 17,
2024, with $500,000 to $1 million in assets and $1 million to $10
million in liabilities. Ira Bodenstein serves as Subchapter V
trustee.
Judge Janet S. Baer presides over the case.
Richard G. Larsen, Esq., at Springerlarsen, LLC represents the
Debtor as legal counsel.
SHARPLINK GAMING: All Four Proposals Approved at Annual Meeting
---------------------------------------------------------------
SharpLink Gaming, Inc., disclosed in a Form 8-K filed with the
Securities and Exchange Commission that the Company reconvened its
2024 Annual Meeting of Stockholders on Monday, Dec. 23, 2024 at
4:00 p.m. Central Time. The Annual Meeting was held in person at
333 Washington Avenue North, Suite 104, Minneapolis, Minnesota
55401. At the Annual Meeting, the Company's stockholders:
(1) elected Rob Phythian, Obie McKenzie, Robert Gutkowski, and
Leslie Bernhard as directors;
(2) approved a reverse stock-split by a ratio of up to and
including 6:1, to be effective at the Ratio and on a Date at the
Discretion of the Board of Directors;
(3) ratified Cherry Bekaert, LLP as independent registered
public accountant for the fiscal year ending Dec. 31, 2024; and
(4) approved, on a non-binding basis, the compensation paid to
Named Executive Officers.
About SharpLink
Headquartered in Minneapolis, Minnesota, SharpLink Gaming --
http://www.sharplink.com-- is an online performance-based
marketing company that leverages its unique fan activation
solutions to generate and deliver high quality leads to its U.S.
sportsbook and global casino gaming partners.
Raleigh, North Carolina-based Cherry Bekaert LLP, the Company's
auditor since 2022, issued a "going concern" qualification in its
report dated March 29, 2024, citing that the Company has recurring
losses and negative cash flows from operations that raise
substantial doubt about their ability to continue as a going
concern.
SHENANDOAH MEDICAL: Linda Leali Named Subchapter V Trustee
----------------------------------------------------------
The U.S. Trustee for Region 21 appointed Linda Leali, Esq., as
Subchapter V trustee for Shenandoah Medical Care Center, LLC.
Ms. Leali will be paid an hourly fee of $450 for her services as
Subchapter V trustee and will be reimbursed for work-related
expenses incurred.
Ms. Leali declared that she is a disinterested person according to
Section 101(14) of the Bankruptcy Code.
The Subchapter V trustee can be reached at:
Linda M. Leali
Linda M. Leali, P.A.
2525 Ponce De Leon Blvd., Suite 300
Coral Gables, FL 33134
Telephone: (305) 341-0671, ext. 1
Facsimile: (786) 294-6671
Email: leali@lealilaw.com
About Shenandoah Medical Care Center
Shenandoah Medical Care Center, LLC sought protection under Chapter
11 of the U.S. Bankruptcy Code (Bankr. S.D. Fla. Case No. 24-23207)
on December 18, 2024, with $500,001 to $1 million in both assets
and liabilities.
Judge Erik P. Kimball presides over the case
Monique D. Hayes, Esq., at Dgim Law, PLLC represents the Debtor as
bankruptcy counsel.
SILVER AIRWAYS: Voluntary Chapter 11 Case Summary
-------------------------------------------------
Debtor: Silver Airways LLC
2850 Greene Street
Hollywood, FL 33020
Business Description: Silver Airways is a regional U.S. airline
operating flights between gateways in
Florida, the Southeast and The Bahamas.
The Silver Airways fleet is comprised of
modern, state of the art aircraft with
reliable, fuel-efficient turbo-prop engines.
In the summer of 2018, Silver completed the
acquisition of Seaborne Airlines, a San
Juan, Puerto Rico-based air carrier serving
destinations throughout Puerto Rico, the
U.S. Virgin Islands, and other countries in
the Caribbean. Seaborne provides
connections throughout the Caribbean via the
carrier's hub in San Juan, while also
serving as the most critical link between
St. Croix and St. Thomas with the carrier's
seaplane operation.
Chapter 11 Petition Date: December 30, 2024
Court: United States Bankruptcy Court
Southern District of Florida
Case No.: 24-23623
Judge: Hon. Peter D Russin
Debtor's Counsel: Brian P. Hall, Esq.
SMITH, GAMBRELL & RUSSELL, LLP
1105 W. Peachtree St. NE
Suite 1000
Atlanta, GA 30309
Tel: 404-815-3537
Email: bhall@sgrlaw.com
Estimated Assets: $100 million to $500 million
Estimated Liabilities: $100 million to $500 million
The petition was signed by Steven A. Rossum as chief executive
officer.
The Debtor failed to include in the petition a list of its 20
largest unsecured creditors.
A full-text copy of the petition is available for free at
PacerMonitor.com at:
https://www.pacermonitor.com/view/AFB6F5Q/Silver_Airways_LLC__flsbke-24-23623__0001.0.pdf?mcid=tGE4TAMA
SKS BOTTLE: Gets Final OK to Use Cash Collateral
------------------------------------------------
SKS Bottle and Packaging, Inc. received final approval from the
U.S. Bankruptcy Court for the Northern District of New York to use
cash collateral.
The final order authorized the company to use cash collateral,
which consists of accounts receivable, inventory and other assets
to fund its operations in accordance with its budget.
Green Mountain Electric Supply holds a first-priority secured claim
against SKS based on its $842,000 loan, which is secured by all of
the company's assets.
GMES will be provided with adequate protection in the form of
interest payments, which consist of (i) $5,613.33 for January 2025,
and (ii) an amount equal to monthly interest on the principal
balance due GMES (currently $842,000) at the rate of the then
current prime rate published in the Wall Street Journal, plus 2.0%
per annum, commencing February 2025 and continuing each month
thereafter.
As additional protection, GMES was granted replacement liens on all
post-petition property of the company of the same type and priority
as held pre-petition.
About SKS Bottle and Packaging
SKS Bottle and Packaging, Inc. sought relief under Chapter 11 of
the U.S. Bankruptcy Code (Bankr. N.D.N.Y. Case No. 24-11283) on
Nov. 18, 2024, listing $1 million to $10 million in both assets and
liabilities.
Judge Robert E. Littlefield Jr. oversees the case.
Justin A. Heller, Esq., at Nolan Heller Kauffman, LLP serves as the
Debtor's legal counsel.
SMS LAKEWOOD: Hires Randolph J. Mittasch CPA as Accountant
----------------------------------------------------------
SMS Lakewood LLC, seeks approval from the U.S. Bankruptcy Court for
the District of Colorado to employ Randolph J. Mittasch, CPA as
accountant.
The firm's services include:
a. completing and filing the Debtor's 2023 and 2024 state and
federal tax returns and related documents and schedules;
b. reviewing and organizing the Debtor's books and records;
and
c. assisting the Debtor with satisfying its reporting
obligations in this bankruptcy case.
The firm will be paid at a fixed firm of $5,000.
The firm will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Randolph J. Mittasch, 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:
Randolph J. Mittasch, CPA
20A Grove Street
Hicksville, NY 11801
Telephone: (516) 314-4400
Email: Rmittasch@aol.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.
SOUL WELLNESS: Gets Interim OK to Use Cash Collateral
-----------------------------------------------------
Soul Wellness, LLC received interim approval from the U.S.
Bankruptcy Court for the Southern District of Florida, Miami
Division, to use the cash collateral of The U.S. Small Business
Administration.
The company requires the use of cash collateral to continue its
business operations and to pay its regular daily expenses, pursuant
to its projected budget.
The SBA asserts an interest in the cash collateral based on the
COVID-19 Economic Injury Disaster Loan it provided to Soul Wellness
in the principal amount of $500,000. As of the petition date, the
balance of the EIDL loan is approximately $505,454.
As adequate protection, the SBA will have, as of the petition date
a replacement lien on all property acquired or generated
post-petition by the company to the same extent and with the same
priority as its pre-bankruptcy lien on the cash collateral.
The final hearing is set for Jan. 16, 2025. Objections must be
filed and received by no later than 4:30 p.m. (Eastern Time) at
least two days prior to the hearing.
About Soul Wellness LLC
Soul Wellness LLC operates a wellness and fitness gym, with a
concentration on CrossFit, Olympic weightlifting and power lifting.
The Debtor also offers classes in yoga, Pilates, run fitness, and
jujitsu gym. In addition to the general gym offerings, the Debtor
operates a youth specific fitness program for high school students;
offers discounted programs for public school teachers, and
personalized training for disabled children.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. S.D. Fla. Case No. 24-23368-LMI) on
December 20, 2024. In the petition signed by Daniel Lopez-Calleja,
manager, the Debtor disclosed up to $50,000 in assets and up to $1
million in liabilities.
Judge Laurel M. Isicoff oversees the case.
Jacqueline Calderin, Esq., at Agentis PLLC, represents the Debtor
as legal counsel.
SOUTH BROADWAY: Fine-Tunes Plan Documents
-----------------------------------------
South Broadway Realty Enterprise Inc. submitted a Third Amended
Disclosure Statement describing its Third Amended Plan of
Reorganization.
The Debtor's Plan is a liquidating plan with the centerpiece being
the sale of the Debtor's real property located in the County of
Nassau, State of New York, known by the street address of 640-654
South Broadway, Hicksville, New York 11801, and formally described
on the tax and land maps of the County of Nassau as Section 46,
Block 510, Lots 26C, 26D and 44 (the "Property").
To that end, the Debtor has commenced negotiations with proposed
purchasers to enter into a stalking horse agreement to purchase the
Property which includes a cash payment to satisfy the existing real
estate tax debt together with Dime's and the SBA's mortgages and
the Debtor taking back a first lien priority note and mortgage for
the balance of the Purchase Price to pay the remaining sale price
to the Debtor.
The Debtor reserves the right to elect a stalking horse bidder, but
will market the Property, for a period of not less than sixty days,
and then hold an auction sale. The Debtor will seek to retain MYC &
Associates Inc., to market and sell the Property.
In addition, the Debtor has negotiated a lease term with a new
tenant, IMAB Inc., d/b/a Laundromat (the "Laundromat Tenant"), to
occupy the laundromat storefront. The Lease was executed and the
terms are set forth in Exhibit D (the "Lease"). The Lease required
the Laundromat Tenant to pay the first five years of rent up front
with key money for a total amount of $150,000.00 (the "Laundromat
Funds").
The Laundromat Funds have been received by the Debtor. The Debtor
intents to use the $150,000.00 to pay all remaining creditors if
any, after the sale, one hundred percent of their Allowed Claims.
The Laundromat Funds will be excluded from the auction sale.
The estimated value of the Property is $3,400,000.00. The Debtor
acquired a payoff from Dime for each loan encumbering the Property.
Accordingly, the Debtor estimates that as of March 31, 2025 the
payoff for: (i) the P & F Bakers Loan will be approximately
$686,050.56 (exclusive of post petition legal fees and interest
rate adjustment); and (ii) the South Broadway Loan will be
approximately $1,529,680.47.
The Debtor estimates that as of March 31, 2025, the remaining
secured creditors are owed: (i) Small Business Administration
$66,125.64; and (ii) Legends on Broadway $22,589.30. Thus, the
Debtor intends to receive $2,304,445.97 (the "Sale Proceeds") from
the stalking horse Purchaser, at the closing to satisfy the above
secured claims. The balance of the claims shall be paid by the Sale
Proceeds or the Laundromat Tenant rent. The initial bidding price
will be selected by the Debtor and its real estate broker, MYC.
Class 1 shall consist of the Allowed Dime Secured Claim identified
as the South Broadway Loan. The Plan shall provide for payment of
the Allowed Secured Claim of Dime as to the South Broadway Loan in
the amount of approximately $1,529,680.477 (exclusive of post
petition legal fees and interest rate adjustment) together with the
taxes paid during the bankruptcy case. This distribution will be
funded from the Sale Proceeds. However, since the auction sale has
not occurred, Class 1 will be treated as impaired.
Class 2 of the Plan consists of the Allowed Secured Claim of Dime
as to the P & F Loan in the amount of approximately $ $686,050.568
(exclusive of post petition legal fees and interest rate
adjustment). This distribution will be funded from the Sale
Proceeds. However, since the auction sale has not occurred, Class 2
will be treated as impaired. The Class 2 Claimant is impaired.
Class 3 of the Plan consists of the U.S. Small Business
Administration's (the "SBA") secured claim (Claim Number 1). The
Debtor's Plan will pay 100% of the SBA Claim in the amount of
$66,125.649. This distribution will be funded from a combination of
the Sale Proceeds, the Laundromat Tenant's prepayment of rent.
However, since the auction sale has not occurred, Class 3 will be
treated as impaired.
Class 4 of the Plan consists of The Legends On Broadway Partner's
judgments each in the amounts of $5,015.36 and $14,725.22. Class 4
Claimants shall receive a one hundred percent distribution from the
Debtor with statutory interest and will be paid in in full. This
distribution will be funded from a combination of the sale
proceeds, Laundromat Tenant's prepayment of rent and the cash
infusion from the Debtor's Principal, if necessary, and will be
paid on the Effective Date. However, since the auction sale has not
occurred, Class 4 will be treated as impaired.
Class 5 of the Plan consists of General Unsecured Claim. In full
satisfaction, settlement, release and discharge of such Claims, the
Class 5 Claimants shall receive a one hundred percent distribution
without interest from the Debtor. This distribution will be funded
from the Laundromat Tenant's prepayment of rent and the cash
infusion from the Debtor's Principal, if necessary, and will be
paid on the Effective Date. However, since the auction sale has not
occurred, Class 5 will be treated as impaired.
The Plan shall be funded by a combination of: (i) the Sale
Proceeds; (ii) the proceeds from the proposed laundromat tenant
prepaying its rent; (iii) if necessary, the cash infusion from the
Debtor's Principal.
A full-text copy of the Third Amended Disclosure Statement dated
December 16, 2024 is available at https://urlcurt.com/u?l=NJMhkp
from PacerMonitor.com at no charge.
Attorneys for the Debtor:
Avrum J. Rosen, Esq.
LAW OFFICES OF AVRUM J. ROSEN PLLC
38 New Street
Huntington, NY 11743
Tel: (631) 423-8527
Fax: (631) 423-4356
Email: arosen@ajrlawny.com
About South Broadway Realty Enterprise
South Broadway owns a commercial building located at 640 South
Broadway Hicksville, New York 11801 valued at $2.5 million.
South Broadway Realty Enterprise, Inc., in Hicksville, NY, filed
its voluntary petition for Chapter 11 protection (Bankr. E.D.N.Y.
Case No. 23-74237) on Nov. 13, 2023, listing $2,500,013 in assets
and $2,080,067 in liabilities. Francesco Guerrieri as president,
signed the petition.
Judge Alan S. Trust oversees the case.
LAW OFFICES OF AVRUM J. ROSEN, PLLC, serves as the Debtor's legal
counsel.
SUSHI ZUSHI: Seeks to Hire Schriver Carmona as Accountant
---------------------------------------------------------
Sushi Zushi of Texas, LLC and its affiliates seek approval from the
U.S. Bankruptcy Court for the Western District of Texas to employ
Schriver, Carmona & Company, PLLC as accountant.
The firm's services include:
a. preparing and auditing financial statements;
b. creating financials for each Debtor;
c. preparing monthly operating reports;
d. preparing proformas and account entry adjustments, assist
with litigation accounting; and
e. preparing quarterly tax returns at the rates.
The firm will be paid a retainer in the amount of $10,000.
The firm will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Derek Schriver, a partner at Schriver, Carmona & Company, PLLC,
disclosed in a court filing that the firm is a "disinterested
person" as the term is defined in Section 101(14) of the Bankruptcy
Code.
The firm can be reached at:
Derek Schriver
Schriver, Carmona & Company, PLLC
7550 IH-10 West, Suite 504
San Antonio, TX 78229
Tel: (210) 680-0350
About Sushi Zushi of Texas, LLC
Suhi Zushi is a modern Japanese restaurant chain serving
traditional foods, plus classic & Latin-influenced sushi rolls.
Sushi Zushi of Texas, LLC, Sushi Zushi of Colonnade, LLC, Sushi
Zushi of Lincoln Heights LLC and Sushi Zushi of Stone Oak, LLC
concurrently filed voluntary petitions for relief under Chapter 11
of the Bankruptcy Code (Bankr. W.D. Tex. Lead Case No. 24-51147) on
July 24, 2024. At the time of filing, each Debtor estimated
$100,000 to $500,000 in assets and $1 million to $10 million in
liabilities. The petitions were signed by Jason Kemp as manager.
Judge Michael M Parker presides over the case.
Ronald Smeberg, Esq. at THE SMEBERG LAW FIRM represents the Debtors
as counsel.
SWF HOLDINGS: Moody's Appends LD Designation to 'Caa1' PDR
----------------------------------------------------------
Moody's Ratings affirmed SWF Holdings I Corp.'s (Springs Windows)
Probability of Default Rating at Caa1-PD and appended the PDR with
a limited default (LD) designation, changing the PDR to Caa1-PD/LD.
This reflects that Moody's consider the discounted debt exchange
and priming transactions completed on December 19 to be a
distressed exchange. These transactions do not constitute an event
of default under any of the company's debt agreements and improve
Spring Windows' liquidity by providing new funding. At the same
time, Moody's affirmed the company's Caa1 Corporate Family Rating,
downgraded the rating of the existing backed senior secured first
lien term loan to Caa3 from B3 and the rating on the senior
unsecured global notes to Ca from Caa3. Moody's will remove the
"/LD" designation from the PDR in approximately three business
days. Concurrently, Moody's assigned a B1 rating to the new backed
super-priority first out senior secured first lien facilities, a
Caa1 rating to the new backed super-priority second out senior
secured first lien term loan due 2028, and a Caa3 rating to the new
backed senior secured second lien notes due 2029. The new
super-priority first out secured facilities consists of a $125
million revolver, a $157 million term loan and a $200 million
delayed draw term loan. Moody's withdrew the B3 rating on the $125
million backed senior secured first lien revolver due 2026 because
the instrument was replaced with the new extended revolver. The
outlook changed to stable from negative.
On December 19, 2024, Spring Windows completed a restructuring and
priming transaction of its debt capital structure. The company
entered into a new super-priority credit agreement in which $350
million of new money was raised from a group of ad hoc existing
first lien term loan lenders. The new $357 million super-priority
first out term loan facility consists of a $150 million tranche
that was drawn at close, a $200 million delayed draw tranche (DDTL)
available for 18 months and $7 million issued as a backstop fee.
Nearly 100% of the first lien term loan lenders exchanged into a
new $1,502 million super-priority second out term loan at 95% of
par. The new super-priority term loan facilities will have no
annual amortization. In addition, 30% of the senior unsecured notes
holders exchanged into new $158 million senior secured second lien
notes due 2029 at 83.84% of par. Moody's consider the exchange of
the term loan and unsecured notes at below par value and security
subordination to the super-priority facilities to be a distressed
exchange.
Springs Windows used the proceeds from the $150 million
super-priority fist out facility to fully repay $96 million
outstanding borrowings on its revolver, repay $11 million
outstanding on its asset based lending (ABL) revolving facility
(unrated), and to pay fees and expenses. The revolver lenders
up-tiered into a new $125 million super-priority first out
revolver, pari passu with the new super-priority first out term
loan, and extended the maturity to July 2028. The new revolver has
a maximum 2.75x super-priority first out net leverage (as per
credit agreement calculation) test when borrowings exceed 40% of
commitments. The new covenant provides the company with sufficient
covenant cushion as of the close of the transaction to access the
full facility. However, the covenant test steps-down to 2.5x in
1Q-2027 and 2.0x in 1Q-2028. The maturity of the $150 million ABL
was also extended two years to July 2028, and there was no change
to the ABL covenants. The ABL continues to have a springing minimum
fixed charge coverage ratio of at least 1.0x, tested if
availability is below the greater of $10 million or 10% of the
facility amount.
The CFR affirmation at Caa1 reflects that Spring Windows' improved
liquidity provides better flexibility to navigate the current
industry downturn and fund growth investments.
The change to a stable outlook reflects that the new money,
amortization relief, and revised revolver springing covenant
supports the company's adequate liquidity to fund operations and
working capital needs over the next 12-18 months. The company's
adequate liquidity provides financial flexibility to execute its
earnings turnaround initiatives.
Financial leverage nevertheless remains unsustainably high due to
ongoing revenue and profitability pressures. The company will need
to meaningfully and sustainably grow earnings to reduce leverage to
a more sustainable level and manage its debt service, particularly
as its debt increases because of expected ongoing free cash flow
deficits over the next 12-18 months and the revolver covenant test
becomes more restrictive in early 2027. Springs Windows is
ultimately dependent on a market recovery and good execution of
growth initiatives to achieve earnings growth and Moody's expect
the residential remodeling market to remain soft well into 2025.
Moody's anticipate that the company will term out revolver and ABL
borrowings over the next 12-18 months into the new $200 million
super-priority first out delayed draw tranche. The DDTL is
available at the company's option for 18 months from closing
provided there are no credit agreement events of default.
The B1 ratings on the new first lien first out revolver, term loan
and DDTL and the Caa1 rating on the new first lien second out term
loan reflect their priority of claim within the new debt structure.
The facilities have the same first lien collateral pledge from
substantially all domestic assets but the first out facilities have
payment priority relative to the second out term loan with respect
to collateral proceeds.
The downgrade of the previously existing first lien term loan to
Caa3 from B3 reflects that this debt now has a subordinated lien
relative to the new super-priority facilities. The facility has the
same collateral position as the new second lien notes aside from
the notes additionally benefiting from a collateral pledge from the
Sunburst business. In Moody's opinion, the Sunburst collateral
value is not material enough to differentiate the Caa3 ratings on
the new second lien notes and previously existing first lien term
loan. Lenders that did not participate in the December 19th closing
have been offered the opportunity to participate in the new
super-priority facilities on a pro rata basis. Moody's would
withdraw the rating on the previously existing first lien term loan
if the instrument is no longer outstanding.
The downgrade of the remaining portion of the senior unsecured
notes to Ca from Caa3 reflects that the notes are now effectively
subordinated to a larger amount of secured debt. The Ca rating
reflects a one notch override to the Caa3 implied outcome from the
loss given default model based on Moody's view of expected recovery
given the sizable amount of secured debt in the new structure.
RATINGS RATIONALE
Springs Windows' Caa1 CFR broadly reflects its high financial
leverage with debt/EBITDA at over 12x for the last 12 months period
(LTM) ending September 30, 2024 and unsustainable capital structure
at current earnings level with ongoing cash flow deficits given its
high interest burden. The company is exposed to cyclical downturns
given the discretionary nature of its products. The effect of
cumulative high inflation and weak housing market trends due to
elevated borrowing costs are negatively affecting consumer demand
for the company's products. Because of its high financial leverage,
Springs Window needs to grow revenue meaningfully and improve the
EBITDA margin towards the levels of recent years of over 20% to
restore positive free cash flows on an annual basis. The company
has customer concentration with two national retailers accounting
for approximately a quarter of revenue, and its direct competitor
is considerably larger with global scale, which creates the
potential for market share volatility. The potential implementation
of new tariffs that raise the cost of importing products could be a
drag on profitability if the company is unable to pass along such
costs to customers, which Moody's believe would be challenging in
the current soft end market environment.
The credit profile also reflects Springs Window's strong position
in the window coverings market, good channel diversification, and
its long-standing relationships with well-recognized retailers. The
company's Mexico manufacturing footprint and its ability to quickly
deliver fully customized orders are a competitive advantage over
smaller industry participants. Springs Window's adequate liquidity
is supported by good availability of the combined $275 million
revolving facilities and access to a committed $200 million delayed
draw facility following the December 2024 debt restructuring
transaction. The liquidity provides capacity to fund operations and
execute on growth initiatives over the next 12-18 months.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
The ratings could be upgraded if the company grows its revenue,
improves the EBITDA margin with lower cash charges, and
demonstrates sustainable positive free cash flow that comfortably
supports its capital structure. A recovery in end markets and good
execution of growth initiatives is likely necessary to achieve the
revenue and earnings growth necessary to restore positive free cash
flow. A ratings upgrade would also require Spring Windows to
maintain at least adequate liquidity supported by positive free
cash flow and ample revolver availability with good covenant
headroom.
A ratings downgrade could occur if Spring Windows' is unable to
improve the EBITDA margin or faces setbacks related to its revenue
and earnings growth initiatives because of factors such as
continued end market softness, pricing pressure on higher costs.
The ratings could also be downgraded if liquidity deteriorates,
free cash flow remains negative, or if the probability of an event
of default increases.
Headquartered in Middleton, Wisconsin, Springs Windows designs and
manufactures window coverings. The company was acquired by
Clearlake Capital Group, L.P. (Clearlake) in October 2021 for $3.4
billion. The company reported revenue of approximately $1.1 billion
for the LTM period ending September 30, 2024.
The principal methodology used in these ratings was Consumer
Durables published in September 2021.
TAMPA BAY SPEECH-LANGUAGE: Gets Final OK to Use Cash Collateral
---------------------------------------------------------------
Tampa Bay Speech-Language & Reading Clinic, LLC received final
approval from the U.S. Bankruptcy Court for the Middle District of
Florida, Tampa Division, to use cash collateral retroactive to the
petition date.
The company was authorized to use cash collateral for expenses
outlined in the approved budget (with a 10% variance), monthly
payments to the Subchapter V trustee, and additional amounts
approved by the secured creditor. No payments to insiders are
allowed without court approval.
On Deck, also known as ODK Capital, LLC, was granted a perfected
post-petition lien against cash collateral to the same extent and
with the same validity and priority as its pre-bankruptcy lien.
Tampa Bay must maintain insurance coverage for its property in
accordance with the obligations under the loan and security
documents with the secured creditor.
About Tampa Bay Speech-Language
& Reading Clinic
Tampa Bay Speech-Language and Reading Clinic, LLC sought protection
under Chapter 11 of the U.S. Bankruptcy Code (Bankr. M.D. Fla. Case
No. 24-06271) on October 25, 2024, with up to $50,000 in assets and
up to $500,000 in liabilities. Julie L. Kogut, director, signed the
petition.
Judge Roberta A. Colton oversees the case.
Buddy D. Ford, Esq., at Buddy D. Ford, P.A., represents the Debtor
as legal counsel.
TCS GIFT: Seeks Bankruptcy Protection in Texas
----------------------------------------------
On December 17, 2024, TCS Gift Card Services LLC filed Chapter 11
protection in the Southern District of Texas. According to court
filing, the Debtor reports between $100 million and $500 million
in debt owed to 1 and 49 creditors. The petition states funds will
be available to unsecured creditors.
About TCS Gift Card Services LLC
TCS Gift Card Services LLC is a limited liability company.
TCS Gift Card Services LLC sought relief under Chapter 11 of the
U.S. Bankruptcy Code (Bankr. S.D. Tex. Case No. 24-90630) on
December 17, 2024. In its petition, the Debtor reports estimated
assets and liabilities between $100 million and $500 million each.
Honorable Bankruptcy Judge Alfredo R. Perez handles the case.
The Debtor is represented by:
Timothy Alvin Davidson, II, Esq.
Andrews Kurth LLP
600 Travis, Ste 4200
Houston, TX 77002
P: 713-220-3810
Fax: 713-220-4285
TGI FRIDAY'S: Court Approves Bidding Protocol for Asset Sale
------------------------------------------------------------
The U.S. Bankruptcy Court for the Northern District of Texas,
Dallas Division, has granted the bidding procedure motion filed by
TGI Friday's Inc. and its affiliate, to business asset and sell
liquor license.
The Court granted the bidding procedure, the sale timeline, and the
form and manner of notice, as well as the assumption and assignment
procedures.
The Court has approved for the Debtor to select Sugarloaf
Concessions LLC to serve as the Stalking Horse Bidder and proposal
to provide Sugarloaf with certain Bid Protections in accordance
with the terms set forth in the Asset Purchase Agreement.
The auction was held on December 27, 2024 with respect to all of
the Debtors' assets, including certain liquor licenses.
The Debtors have designated Meral Global LLC as the winning bidder
and Sugarloaf Concessions LLC as the back-up bidder in accordance
with the Bidding Procedure Order
The Debtors will also seek approval of the sale of their Assets at
the successful bidder at a hybrid hearing on January 2, 2025 at
9:30 a.m. prevailing Central Time.
The Sale Hearing will be in person or via WebEx, however, parties
who will be offering evidence or participating in examination must
make appearances in person in Judge Jernigan’s courtroom.
Any objection to the Proposed Sale to the Successful Bidder must be
filed with the Bankruptcy Court and served on the following parties
no later than December 30. 2024 at 4:00 p.m. Prevailing Central
Time.
About TGI Friday's Inc.
TGI Friday's Inc., doing business as Wow Bao, operates a chain of
restaurants. The Company provides appetizers, sizzlings, seafood,
salads, sandwiches, entres, desserts, and non-alcoholic and
alcoholic beverages. Wow Bao serves customers in the United
States.
TGI Friday's Inc. filed its voluntary petition for relief under
Chapter 11 of the Bankruptcy Code (Bankr. N.D. Tex. Case No.
24-80069) on Nov. 2, 2024, listing $100,000,001 to $500 million in
both assets and liabilities.
Judge Stacey G Jernigan presides over the case.
Holland N. O'Neil, Esq. at Foley & Lardner LLP represents the
Debtor as counsel.
THUNDER ROAD: Seeks Cash Collateral Access
------------------------------------------
Thunder Road Realty, LLC asked the U.S. Bankruptcy Court for the
District of Massachusetts, Eastern Division, for authority to use
cash collateral.
The company's cash flow issues arise as a result of various
factors, including the death of the previous managing member, as
well as disputed with the mortgagee holding the mortgage on its
nonresidential property.
The property is encumbered by a validly perfected mortgage held as
of record, namely, a first priority mortgage dated February 27,
2006 originally in favor of Pentucket Bank of Haverhill
Massachusetts. The mortgage is recorded with the Essex County
(Southern District) Registry of Deeds. The mortgage secures a
promissory note in the original principal balance of $450,000.
Further an Assignment of Rents was also executed and recorded in
favor of the original mortgagee, which assignment is recorded with
the Essex County (Southern District) Registry of Deeds.
By instrument dated May 14, 2020, Pentucket Bank assigned the
promissory note, the mortgage and the assignment to GRA Real Estate
Holdings, LLC of Seabrook, New Hampshire. By instrument dated May
14, 2020, Pentucket Bank assigned the promissory note, the mortgage
and the assignment to GRA Real Estate Holdings, LLC of Seabrook,
New Hampshire.
Thunder Road Realty seeks to utilize the payments made for rent to
pay the mortgage obligations due to the lender, as well as for
maintenance of the property.
As adequate protection for its use of cash collateral and any
diminution in the value of the pre-bankruptcy collateral arising on
account of its use thereof, effective as of the petition date,
Thunder Road Realty proposed to grant to the lender a continuing,
valid, binding, enforceable and automatically perfected
post-petition replacement security interests and mortgages, on the
property.
The replacement lien will be equivalent to and maintain the same
priority, validity, and enforceability as the lender's lien on the
property.
In addition, Thunder Road Realty will make payments to GRA, which
has modified the regular payments under the loan documents in the
monthly amount of $3,625 as provided in the promissory note.
Payments will commence on or before Jan. 27, 2024.
A court hearing is set for Jan. 7, 2025.
A copy of the motion is available at https://urlcurt.com/u?l=xhO59X
from PacerMonitor.com.
About Thunder Road Realty
Thunder Road Realty, LLC filed Chapter 11 bankruptcy petition
(Bankr. D. Mass. Case No. 24-12481) on December 11, 2024, with up
to $50,000 in assets and up to $1 million in liabilities.
Judge Janet E. Bostwick oversees the case.
Michael B. Feinman, Esq., at Feinman Law Offices is the Debtor's
bankruptcy counsel.
TREE CONNECTION: Hires Bielli & Klauder LLC as Counsel
------------------------------------------------------
The Tree Connection, LLC seeks approval from the U.S. Bankruptcy
Court for the Eastern District of Pennsylvania to employ Bielli &
Klauder, LLC as counsel.
The firm's services include:
a. providing the Debtor legal advice with respect to its powers
and duties as debtor in possession in the continued operation of
its business and management of its properties;
b. assisting in taking all necessary action to protect and
preserve the Debtor's estate, including the prosecution of actions
on the behalf of Debtor, the defense of any actions commenced
against the Debtor, the negotiation of disputes in which the Debtor
are involved, and the preparation of objections to claims filed
against the Debtor's estate;
c. preparing or assisting in preparing of the Debtor all
necessary schedules, statements, applications, answers, orders,
reports, motions and notices in connection with the administration
of the estate of the Debtor;
d. preparing responses to applications, motions, other
pleadings, notices, and other papers that may be filed and served
in the case;
e. appearing before this Court and such other courts as may be
appropriate to represent the interests of the Debtor in matters
that require representation and to represent and assist the Debtor
in negotiations with other parties in interests in the case;
f. advising the Debtor concerning actions it might take to
collect and recovery property for the benefit of its estate;
g. advising the Debtor concerning executory contracts and
unexpired lease assumptions, assignments, and rejections;
h. advising the Debtor in connection with the Debtor's
contemplated sale of all or substantially all of its assets under
section 363 of the Bankruptcy Code;
i. advising the Debtor in formulating and preparing a chapter 11
plan on behalf of the Debtor, the related disclosure statement, and
any revisions, amendments relating to such documents, and all
related materials, and advising and assisting the Debtor in
connection with the solicitation and confirmation processes; and
j. performing all other necessary legal services for the Debtor
which may be necessary in this case.
The firm will be paid at these rates:
Thomas D. Bielli (Member) $500 per hour
David M. Klauder (Member) $500 per hour
Counsel and Associates $250 to $400 per hour
Paraprofessionals and law clerks $125 to $175 per hour
The firm received from the Debtor a retainer of $5,000.
The firm will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Thomas D. Bielli, Esq., a member of Bielli & Klauder, 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 D. Bielli, Esq.
Bielli & Klauder, LLC
1095 Spruce Street
Philadelphia, PA 19103
Tel: (215) 642-8271
E-mail: tbielli@bk-legal.com
About The Tree Connection, LLC
The Tree Connection LLC offers tree services, landscaping, and
hardscaping services.
The Tree Connection LLC sought relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. E.D. Pa. Case No. 24-14410) on December 11,
2024. In the petition filed by Ryan Sipple, as sole member/managing
member, the Debtor reports estimated assets between $500,000 and $1
million and estimated liabilities between $1 million and $10
million.
Honorable Bankruptcy Judge Patricia M. Mayer handles the case.
The Debtor is represented by:
Thomas D. Bielli, Esq.
BIELLI & KLAUDER, LLC
1095 Spruce Street
Philadelphia, PA 19103
Tel: (215) 642-8271
E-mail: tbielli@bk-legal.com
TRIMONT ENERGY: Court OKs Interim Use of Cash Collateral
--------------------------------------------------------
Trimont Energy (NOW), LLC and its affiliates received interim
approval from the U.S. Bankruptcy Court for the Eastern District of
Louisiana to continue to use cash collateral.
The interim order authorized the companies to use cash collateral
to pay business expenses set forth in their budget.
Certain secured lenders assert interest in the case collateral
based on the loan they provided under a Multiple Draw Term Loan
Agreement with Shell Trading (US) Company as administrative agent.
As of the petition dates, these lenders are owed more than $2.286
million.
Also, certain entities may possess oil and gas liens under the
Louisiana Oil Well Lien Act (LOWLA) on oil and gas assets owned by
Trimont Energy (NOW) and affiliates, Whitney Oil & Gas, LLC, and
Trimont Energy (GIB), LLC.
As adequate protection against any diminution in value of their
interests in the pre-bankruptcy collateral, secured lenders and the
LOWLA lienholders were granted a valid and perfected security
interest in, and lien on, the companies' assets.
The next hearing is set for Jan. 16, 2025.
About Trimont Energy (Now)
Trimont Energy (NOW) LLC, a company in Houston, Texas, filed its
voluntary petition for Chapter 11 protection (Bankr. E.D. La. Case
No. 23-11868) on October 25, 2023, listing as much as $1 million to
$10 million in both assets and liabilities. Christopher O. Ryals as
chief restructuring officer, signed the petition.
Judge Meredith S. Grabill oversees the case.
The Debtor tapped Heller, Draper, & Horn, LLC as legal counsel;
Chaffe & Associates, Inc. as financial advisor; and Christopher O.
Ryals of RCO Capital, LLC as chief operating officer.
TRUSTED HEATING: Sec. 341(a) Meeting of Creditors on January 23
---------------------------------------------------------------
On December 23, 2024, Trusted Heating & Cooling Solutions Inc.
filed Chapter 11 protection in the Eastern District of Michigan.
According to court filing, the Debtor reports between $100,000 and
$500,000 in debt owed to 1 and 49 creditors. The petition states
funds will be available to unsecured creditors.
A meeting of creditors under Sec. 341(a) meeting to be held on
January 23, 2025 at 10:00 AM via By Telephone.
About Trusted Heating & Cooling Solutions Inc.
Trusted Heating & Cooling Solutions Inc.
Trusted Heating & Cooling Solutions Inc. sought relief under
Chapter 11 of the U.S. Bankruptcy Code (Bankr. E.D. Mich. Case No.
24-32422) on December 23, 2024. In its petition, the Debtor reports
estimated assets and liabilities between $100,000 and $500,000.
Honorable Bankruptcy Judge Joel D. Applebaum handles the case.
The Debtor is represented by:
George E. Jacobs, Esq.
Bankruptcy Law Offices
2425 S. Linden Road, Suite C
Flint, MI 48532
P: 810-720-4333
Fax: 810-720-4087
UNITED NATURAL: Shareholders OK 4th Amended Equity Incentive Plan
-----------------------------------------------------------------
At the Annual Meeting of Stockholders, held on December 17, 2024,
the stockholders of United Natural Foods, Inc., approved the Fourth
Amended and Restated 2020 Equity Incentive Plan to (i) increase the
number of shares that may be issued under the plan by 1,200,000
shares, (ii) require a release prior to vesting of shares upon
retirement and (iii) certain other conforming changes. A detailed
summary of the material terms of the Fourth Amended Plan appears on
pages 65-71 of the Company's Definitive Proxy Statement on Schedule
14A, which was filed with the Securities and Exchange Commission on
November 6, 2024.
At the Annual Meeting, a total of 52,548,560 shares of the common
stock of the Company, out of a total of 59,909,237 shares of common
stock outstanding and entitled to vote as of October 23, 2024, the
record date, were present in person or represented by proxies. The
Company's stockholders voted on four proposals at the Annual
Meeting:
(1) The stockholders elected Lynn S. Blake, Gloria R. Boyland, J.
Alexander Miller Douglas, Daphne J. Dufresne, Michael S. Funk,
James M. Loree, Shamim Mohammad, James L. Muehlbauer, James C.
Pappas and Jack Stahl to serve as Directors until the next annual
meeting of stockholders and until their successors are duly elected
and qualified.
(2) The stockholders approved the ratification of the selection of
KPMG LLP as the Company's independent registered public accounting
firm for the fiscal year ending August 2, 2025.
(3) The stockholders approved, on an advisory basis, the Company's
executive compensation.
(4) The stockholders approved the Fourth Amended and Restated 2020
Equity Incentive Plan.
US ECO PRODUCTS: Gets Interim OK to Use Cash Collateral
-------------------------------------------------------
US Eco Products Corporation received interim approval from the U.S.
Bankruptcy Court for the District of Massachusetts, Central
Division, to use its lenders' cash collateral.
The interim order authorized the company to use the cash collateral
of Eastern Bank and the U.S. Small Business Administration for
business expenses, pending further court orders.
Lenders will retain liens on the company's post-petition accounts
receivable and other assets, subject to specific terms.
A final hearing is scheduled for Feb. 6, 2025. Objections to the
validity of liens or security interests must be filed within 60
days of the final order or conversion of US Eco Products' Chapter
11 case to one under Chapter 7.
About US Eco Products Corporation
US Eco Products Corporation sought protection under Chapter 11 of
the U.S. Bankruptcy Code Bank. 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.
VERITAS NL: Moody's Lowers Prob. of Default Rating to 'D-PD'
------------------------------------------------------------
Moody's Ratings downgraded Veritas NL Intermediate Holdings B.V.'s
probability of default rating to D-PD from B3-PD upon completion of
an exchange offer. All of Veritas's existing debt has been repaid
or exchanged for new instruments. The D-PD rating will be a
temporary assignment, and the PDR will be withdrawn in about three
business days along with the negative outlook. All additional
ratings including the B3 corporate family rating and B3 ratings on
the existing senior secured revolver, term loans and notes have
been withdrawn as the obligations are no longer outstanding.
RATINGS RATIONALE
The default assignment reflects the distressed exchange of the
company's debt for a combination of cash, a loan to the remaining
business, a loan to a special purpose vehicle and preferred stock
of Cohesity. In conjunction with the exchange offer, Veritas sold
its NetBackup and related assets to Cohesity. All of Veritas's
existing debt has effectively been retired.
Veritas NL Intermediate Holdings B.V., headquartered in Santa
Clara, California is a provider of storage management, and backup
and recovery software. Veritas is principally owned by investment
funds of the private equity firm, The Carlyle Group.
The principal methodology used in these ratings was Software
published in June 2022.
VERMILION ENERGY: Fitch Alters Outlook on BB- LongTerm IDR to Neg.
------------------------------------------------------------------
Fitch Ratings has affirmed Vermilion Energy Inc.'s Long-Term Issuer
Default Rating at 'BB-'. The Rating Outlook has been revised to
Negative from Stable. The revised Negative Outlook reflects
increased debt and impaired liquidity, coupled with uncertainty
surrounding the company's ability to reduce debt due to increased
natural gas exposure and expected higher capital requirements.
The rating reflects the company's diversified asset base and
exposure to higher-priced European oil and gas indices compared
with North American peers in addition to a material hedging
program. The ratings are balanced by a smaller production size
within its rating category, limited scale in fields outside of
North America, and increased debt and natural gas exposure in North
America.
Key Rating Drivers
Significant Acquisition: Vermilion's announced acquisition of
Westbrick Energy Ltd. significantly increases size and scale while
positioning the company more firmly in North America with a
gas-weighted orientation. The acquisition includes 50 mboepd of
production in the Alberta Deep Basin with 75% of production being
natural gas. The material growth in size and scale is offset by
100% debt funding, expected weaker per unit netbacks given
increased exposure to natural gas and North American pricing, and
elevated capex reflecting increased scale.
Increased Debt and Leverage: Significant debt issuances to fund the
acquisition of Westbrick lead to heightened leverage metrics
through-the-cycle new debt will take the form of draws on the
company's revolver and the exercise of a $250 million accordion
term loan. Additionally, the company has the option to enter into a
364-day $300 million bridging loan in early 2025. Fitch expects
leverage to be significantly elevated above historical levels in
the near-term while remaining within leverage sensitivities.
Management intends to utilize FCF and potential asset sales to
reduce debt.
Increased Gas Exposure: The increased exposure to North American
gas will lead to decreased per unit netbacks relative to
liquids-weighted peers. However, VET's netbacks will continue to
outpace gas-weighted issuers due to material liquids exposure as
well as benefits from elevated international pricing. Continued
weakness in North American gas pricing has the potential to reduce
cash flow generation in the medium-term, particularly if oil prices
moderate. Increased capex due to the increased production profile
and reduced netbacks will likely reduce FCF in a midcycle
environment.
Impaired Financial Flexibility: Vermilion's planned significant
draws on the revolver and accordion term loan will have a
materially negative impact on the company's financial flexibility.
The announced bridging facility mitigates the short-term risk of
the March 2025 maturity, however weak natural prices and
corresponding netbacks have the potential to further strain the
company's liquidity position into 2025.
Updated Capital Allocation Policy: Management has reduced its
return to shareholder return commitment from 50% to 40% of excess
FCF while also raising the dividend from $0.12/qtr to $0.13/qtr.
Remaining cash flow will be allocated towards capex and debt
reduction. Additionally, management has indicated an interest in
divesting certain non-core assets in North America. Proceeds would
be targeted towards debt reduction.
Diversified Asset Base: Vermilion's asset base is notable among
peers, given the material level of geographic diversification
relative to its size. Its pro-forma asset base is focused on North
America but with material exposure to Europe and Australia. The
company's ability to achieve elevated international pricing
supports cash flows during weaker environments in North America.
Vermilion has production split among Canada, France, Germany, the
Netherlands, the U.S., Australia, Ireland, and Central and Eastern
Europe.
Hedging Program: The company has hedged approximately 50% of its
natural gas production in Europe for 2025 and ~35% of its oil
production for 1Q25. Management intends to target hedge positions
of 40% for liquids in 2025 and 50% of gas in 2026 and beyond.
Derivation Summary
Pro-forma of the acquisition, Vermilion will be larger than MEG
Energy (MEG; BB-/Stable) and smaller than Baytex Energy (Baytex;
BB-/Stable) with production significantly more gas-weighted than
its peers. MEG and Baytex both have higher netbacks given their
liquids exposure but this is somewhat tempered by Vermilion's
international pricing advantage. International price exposure
allows Vermilion to outperform the netbacks of similarly (Crescent
Energy Company [Crescent; BB-/Stable]) or more (Ascent Resources
Utica Holdings, LLC [Ascent; B+/Positive]) gas-weighted producers.
Both Crescent and Ascent operate with significantly more scale than
pro-forma Vermilion.
Post-acquisition Vermilion's gross debt pile will be comparable to
Baytex and significantly above MEG while remaining well below
Crescent and Ascent.
Key Assumptions
- West Texas Intermediate oil price of USD75 per barrel in 2024,
USD65 in 2025 and USD60 in 2026 and 2027, and USD57 in the long
term;
- Brent oil price of USD80 per barrel in 2024, USD70 in 2025 and
USD65 in 2026 and 2027, and USD60 in the long term;
- Henry Hub natural gas USD2.25 per thousand cubic feet (mcf) in
2024, USD2.50 in 2025, USD2.75 in 2026, 2027 and the long term;
- Title Transfer Facility natural gas USD11.00 per thousand cubic
feet (mcf) in 2024, USD11.00 in 2025, USD8.00 in 2026, USD7.00 in
2027, and USD5.00 in the long term;
- Some asset sales with proceeds used for deleveraging;
- Capital allocation policy;
- Interest-rate assumptions aligned with Chatham Financial Fed
median through the forecast;
- No windfall tax impact through forecast.
RATING SENSITIVITIES
Factors that Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade
- Fitch may reassess Vermilion's credit profile if the terms of the
acquisition are materially altered;
- Production approaching 175,000 boepd;
- Increased scale in existing positions, with greater drilling
inventory, a higher reserve life and the ability to develop new
inventory while improving margins;
- Mid-cycle EBITDA leverage below 2.0x.
Factors that Could, Individually or Collectively, Lead to Negative
Rating Action/Downgrade
- Failure to materially reduce debt or further impairment of
financial flexibility;
- Material deterioration in netbacks driven by lower realizations
or increased unit costs;
- Deviation from a financial policy that emphasizes debt reduction
before Vermilion's stated targets are met;
- Mid-cycle EBITDA Leverage above 3.0x.
Liquidity and Debt Structure
Reduced Liquidity: At close of the announced transaction,
Vermilion's $1.6 billion revolving credit facility will be
materially drawn in addition to the exercise of the $250 million
accordion term loan. Fitch views these actions as materially
weakening the company's liquidity profile.
Maturity Schedule: Vermilion's USD300 million unsecured notes
mature in 2025. Fitch believes Vermilion will have adequate capital
market access needed to address the maturity in a timely fashion.
The company's revolver matures in 2028 and its USD400 million
unsecured notes mature in 2030.
Issuer Profile
Vermilion Energy Inc. is a small-to-medium sized diversified
international E&P company with production primarily in North
America, Europe and Australia.
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
----------- ------ -------- -----
Vermilion Energy Inc. LT IDR BB- Affirmed BB-
senior unsecured LT BB- Affirmed RR4 BB-
VG IMPERIAL: Gets Interim OK to Use Cash Collateral Until Feb. 28
-----------------------------------------------------------------
The U.S. Bankruptcy Court for the Eastern District of New York
issued its sixth interim order granting VG Imperial, Inc.
authorization to use cash collateral of the U.S. Small Business
Administration to fund its ongoing operations.
The interim order penned by Judge Nancy Hershey Lord authorized the
company to use cash collateral until Feb. 28, 2025.
To protect the interests of the SBA, VG Imperial was ordered to
make monthly payments of $1,500 to the agency starting on Dec. 5.
In addition, the interim order granted SBA replacement liens on all
assets of the company, effective as of the petition date to cover
any diminution in collateral value, excluding the carveout.
About VG Imperial Inc.
VG Imperial Inc. is a corporation located at 1760 66th St., Apr 2R,
Brooklyn, N.Y.
VG Imperial sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. E.D.N.Y. Case No. 22-42627) on October 21,
2022, with as much as $500,000 in both assets and liabilities.
Viktor V. Ryptyk, president of VG Imperial, signed the petition.
Judge Nancy Hershey Lord oversees the case.
The Law Offices of Alla Kachan, PC, represents the Debtor as
bankruptcy counsel.
VISION CARE: Seeks to Use Cash Collateral
------------------------------------------
Vision Care of Maine, Limited Liability Company asked the U.S.
Bankruptcy Court for the District of Maine for authority to
continue using cash collateral.
On Sept. 5, the court granted the company authority to use cash
collateral through Dec. 31.
Earlier this month, Vision Care filed a motion to extend the
exclusivity period, which was consented to by two of its primary
secured creditors, McKesson Corporation and ASD Specialty
Healthcare, LLC, doing business as Besse Medical, and is pending
before the court. The company continues to work towards a
consensual plan but requires some additional time to get such plan
into place.
Vision Care submits that the replacement lien granted to the
prepetition lienors in the previous order, which will continue to
be in place, will provide adequate protection to such lienors.
A copy of the motion is available at https://urlcurt.com/u?l=bXoSxa
from PacerMonitor.com.
About Vision Care of Maine
Vision Care of Maine Limited Liability Company is a medical group
practice located in Bangor, ME that specializes in Ophthalmology
and Optometry offering vision care services including glasses,
contacts, surgeries for cataracts, retina disease and cornea
disease and glaucoma.
Vision Care of Maine sought relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. D. Me. Case No. 24-10166) on August 5,
2024. In the petition signed by Curt Young, manager, the Debtor
disclosed up to $10 million in both assets and liabilities.
Judge Michael A. Fagone oversees the case.
The Debtor tapped George J. Marcus, Esq., at Marcus, Clegg, Bals &
Rosenthal, PA as counsel and Opus Consulting Partners, LLC as
financial consultant.
VROOM INC: Seeks Approval to Hire Ordinary Course Professionals
---------------------------------------------------------------
Vroom, Inc. seeks approval from the U.S. Bankruptcy Court for the
Southern District of Texas to retain professionals utilized in the
ordinary course of business.
These OCPs have provided legal, technical, accounting, consulting,
and/or other related services to the Debtors, upon which they rely
on to manage their day-to-day operations.
The Debtors seek to pay OCPs 100 percent of the fees and expenses
incurred.
The Debtors do not believe that any of the OCPs have an interest
materially adverse to them, their estates, creditors, or other
parties in interest in connection with the matter upon which they
are to be engaged.
The OCPs' include:
Reed Smith LLP
Legal
OCP Cap (Monthly): $25,000
RSM
Audit
OCP Cap (Monthly):$25,000
The Overture Alliance
Compensation Consulting
OCP Cap (Monthly): $25,000
About Vroom Inc.
Vroom, Inc. (NASDAQ: VRM) is a parent company of United Auto Credit
Corporation and CarStory. Previously, it was a used car retailer
and e-commerce company that let consumers buy, sell, and finance
cars online. Vroom ceased e-commerce automotive sales operations in
January 2024.
Vroom Inc. sought relief under Chapter 11 of the Bankruptcy Code
(Bankr. S.D. Tex. Case No. 24-90571) on Nov. 13, 2024. In the
petition filed by CEO Thomas Shortt, the Debtor reported total
assets of $43,807,067 and total debt of $304,615,138 as of Sept.
30, 2024.
Bankruptcy Judge Christopher M. Lopez oversees the case.
Porter Hedges LLP, led by John F. Higgins, serves as the Debtor's
bankruptcy counsel. Latham Watkins LLP serves as the Debtor's
corporate, finance, tax, and securities counsel. Stout Risius Ross,
LLC, serves as the Debtor's financial advisor. Deloitte Touche
Tohmatsu Limited serves as the Debtor's tax consultant. The
Overture Group, LLC, serves as the Debtor's compensation
consultant. Verita Global is the Debtor's noticing and solicitation
agent.
WESTJET AIRLINES: Fitch Affirms 'B' LongTerm IDR, Outlook Stable
----------------------------------------------------------------
Fitch Ratings has affirmed WestJet and WestJet Airlines, Ltd.'s
Long-Term Issuer Default Ratings at 'B'. The Rating Outlook is
Stable. Additionally, Fitch has affirmed WestJet's loyalty
program-backed credit facility and senior secured revolving credit
facility at 'BB-' with a Recovery Rating of 'RR2'.
WestJet's solid liquidity balance and lack of near-term maturities
support the 'B' rating. The company's strong market position in the
largely duopolistic Canadian aviation industry also provides
benefits. However, Fitch expects leverage and coverage ratios to
remain weak through 2025 due to pressured profit margins. These
metrics are expected to improve as margins recover from temporary
impacts, such as the June 2024 mechanic's strike.
The Stable Outlook assumes steady demand for travel. However,
should demand cool, driven by high household debt levels or a
softer labor market in Canada, margin recovery could be delayed,
potentially pressuring the rating absent further debt repayment or
other mitigating actions.
Key Rating Drivers
Margins to Improve from Low Levels: Fitch expects modest expansion
of WestJet's operating margins from the pressured 2024 levels. The
forecast includes low single-digit unit revenue growth in 2025,
aided by rebalancing of competitive capacity after overcapacity in
domestic and Latin American markets in 2024. Struggles and
bankruptcies among Canadian low-cost carriers, such as Canada
JetLines and Lynx, may enhance the competitive environment.
WestJet's integration of former low-cost operator Swoop and the
2023 acquisition of tour operator, Sunwing are expected to further
mature, supporting potential margin expansion.
Fitch also anticipates lower jet fuel prices in 2025 and the
absence of one-off items, such as the mechanics' strike and hail
damage that impacted part of the airline's fleet, will benefit
margins. However, potential pressures on Canadian consumers and
continued cost pressures, including labor and maintenance, are
headwinds that contribute to Fitch's expectation that profitability
will remain below historical levels over the intermediate term.
Leverage High, to Trend Lower: Fitch views WestJet's gross adjusted
leverage at 5.7x as of Sept. 30,2024 as high for the current
rating. Leverage is expected to decrease to the low 5x range in
2025 and high-to-mid 4x range in 2026, driven by improved margins.
Gross debt and lease obligations will rise modestly, with scheduled
debt repayments offset by increased lease liabilities from aircraft
acquisitions via sale-leaseback transactions. Fixed charge coverage
will remain thin for the rating due rising aircraft rent. Fitch
expects EBITDAR/interest+rent to remain below 1.5x through 2025,
constraining the rating.
Supportive Financial Flexibility: WestJet's high leverage is
balanced by solid liquidity and a lack of near-term maturities. The
company maintains CAD1.3 billion in cash and full availability
under its USD510 million revolver, with total liquidity equating to
roughly 27% of LTM revenue. In addition, the company repaid its
2026 term loan earlier this year, freeing up collateral that could
be utilized to raise additional cash if needed. WestJet's USD1.5
billion loyalty program-backed term loan, which constitutes over
80% of on-balance sheet debt, does not mature until 2031. Upfront
capital spending for aircraft is limited due to the company's use
of sale leaseback transactions.
Cost Headwinds: Rising labor costs will continue to challenge
WestJet in 2025. Higher wages will pressure unit costs, affecting
all major competitors also facing labor cost inflation. Airlines
must make rational capacity decisions to support unit revenues and
offset higher costs. Failure to raise unit revenues could lead to
stagnant margins and negative rating actions. WestJet new labor
agreement with its mechanics' union in mid-2024 includes a 15.5%
immediate pay increase, with smaller annual increases thereafter,
following an updated pilot contract in 2023, which raised unit
costs and lowered margins this year.
Air Traffic Steady: Fitch anticipates modest growth in Canadian air
travel demand through next year, supporting WestJet's credit
profile. Growth drivers include Canada's large and growing
immigrant population and the prioritization of travel spending,
especially by younger travelers. However, this is balanced by
limited macroeconomic growth in Canada and continued consumer
pressure. Canadian airports have experienced steady passenger
traffic growth in 2024, with monthly totals increasing by
low-to-mid single-digit percentages compared to 2023, providing
good momentum into next year.
Fleet Renewal Constrained by Boeing: Production issues at Boeing
are delaying the fuel efficiency and upgauging benefits of new
technology aircraft. However, these delays are mitigated by lower
lease expenses as new aircraft deliveries extend beyond their
original schedules. WestJet maintains a young fleet with an average
age of roughly 10.5 years, so it does not have immediate aircraft
replacement needs. Nonetheless, delivery delays will prolong
WestJet's reliance on older 737-700s, which have higher average
seat costs. WestJet has over 50 737 MAX aircraft on order, most of
which are MAX 10s that the FAA has yet to certify.
Derivation Summary
WestJet's 'B' rating is three notches below that of its primary
domestic competitor, Air Canada (BB/Stable). This difference
reflects WestJet's higher near-term leverage prospects, more
limited financial flexibility, and smaller relative size. Fitch
expects Air Canada's gross leverage to trend to the low 3x or upper
2x range over the next two to three years, compared to the mid 5x
to upper 4x range for WestJet.
Additionally, WestJet's liquidity position is not as strong as Air
Canada's, and Air Canada likely has better access to funds due to
its size and unencumbered assets. These factors are partially
offset by WestJet's favorable cost structure and its relative
exposure to business demand, which is taking longer to recover from
the pandemic.
Relative to U.S. airlines, WestJet's 'B' rating is in line with
JetBlue (B/Stable). Fitch considers JetBlue's financial profile to
be weaker than WestJet's, as near-term leverage is elevated due to
depressed profitability. However, JetBlue compares favorably to
WestJet in terms of size and available unencumbered assets.
Sizeable liquidity balances are key considerations for both
carriers.
Key Assumptions
- Low single digit traffic growth over the next four years assuming
modest continued macroeconomic growth;
- Operating margins improve sequentially but remain below
pre-pandemic levels through Fitch's forecast period;
- Sale-leaseback financing utilized to finance pending aircraft
deliveries;
- Modestly declining interest rates over the next three years;
- Jet fuel remaining modestly below C$1.0/litre through the
forecast.
Recovery Analysis
Key Recovery Rating Assumptions
The recovery analysis assumes that WestJet would be reorganized as
a going concern in bankruptcy rather than liquidated.
Fitch has assumed a 10% administrative claim.
Going-Concern (GC) Approach
Fitch has assumed a going-concern EBITDA of CAD475 million. The GC
EBITDA estimate reflects Fitch's view of a sustainable,
post-reorganization EBITDA level, upon which Fitch bases the
enterprise valuation.
Fitch's going-concern EBITDA estimate reflects a post-restructuring
scenario where margins are structurally impaired, potentially by a
weak operating environment, rising costs and competition, or a
combination thereof. The EV multiple is reflective of prior airline
bankruptcies. An EV multiple of 5.0x EBITDA is applied to the GC
EBITDA to calculate a post-reorganization enterprise value. The
choice of this multiple considers the historical bankruptcy case
study exit multiples for peer companies ranged from 3.1x to 6.8x.
These assumptions lead to an estimated recovery of 'BB-'/'RR2' for
the senior secured debt.
RATING SENSITIVITIES
Factors that Could, Individually or Collectively, Lead to Negative
Rating Action/Downgrade
- Operating EBITDAR/gross interest + rent toward 1.5x;
- Total adjusted debt/EBITDAR sustained above 5.5x;
- Heightened liquidity risks, including cash + revolver
availability falling toward $800 million and/or decreasing
likelihood of ability to access contingent liability options.
Factors that Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade
- Total adjusted debt/EBITDAR below 4.5x;
- Operating EBITDAR/gross interest + rent above 2x;
- EBIT margins sustained in the mid-single digits or higher;
- Evidence of increasing financial flexibility, potentially
including an increasing base of unencumbered assets.
Liquidity and Debt Structure
Solid Liquidity: Fitch views WestJet's liquidity as supportive. The
company ended the third quarter with CAD1.5 billion in cash and
cash equivalents and full availability on its USD510 million
revolver. Scheduled debt principal payments are limited, largely
consisting of the 2031 maturity of WestJet's loyalty bonds.
Near-term principal payments consist of manageable amounts due on
aircraft financings. Capital spending will step up over the
forecast period, but capex primarily consists of financeable
aircraft.
Issuer Profile
WestJet Airlines, Ltd. is Canada's second largest airline.
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
----------- ------ -------- -----
WestJet Loyalty LP
senior secured LT BB- Affirmed RR2 BB-
WestJet Airlines Ltd. LT IDR B Affirmed B
senior secured LT BB- Affirmed RR2 BB-
WestJet LT IDR B Affirmed B
WESTPOINT CAPITAL: Sec. 341(a) Meeting of Creditors on January 21
-----------------------------------------------------------------
On December 25, 2024, Westpoint Capital Group I LLC filed Chapter
11 protection in the Central District of California. According to
court filing, the Debtor reports between $1 million and $10
million in debt owed to 1 and 49 creditors. The petition states
funds will be available to unsecured creditors.
A meeting of creditors under Sec. 341(a) to be held on 1/21/2025 at
09:00 AM at UST-LA3, TELEPHONIC MEETING. CONFERENCE
LINE:1-866-811-2961, PARTICIPANT CODE:9609127.
About Westpoint Capital Group I LLC
Westpoint Capital Group I LLC is a Single Asset Real Estate debtor
(as defined in 11 U.S.C. Section 101(51B)).
Westpoint Capital Group I LLC sought relief under Chapter 11 of the
U.S. Bankruptcy Code (Bankr. C.D. Cal. Case No. 24-20469) on
December 25, 2024. In the petition filed by Robert Neman, as
member, the Debtor reports estimated assets between $10 million and
$50 million and estimated liabilities between $1 million and $10
million.
Honorable Bankruptcy Judge Deborah J. Saltzman handles the case.
The Debtor is represented by:
Michael Jay Berger, Esq.
LAW OFFICES OF MICHAEL JAY BERGER
9454 Wilshire Boulevard, 6th Floor
Beverly Hills, CA 90212
Tel: (310) 271-6223
Fax: (310) 271-9805
E-mail: michael.berger@bankruptcypower.com
WING BOSS: Gets Final OK to Use Cash Collateral
-----------------------------------------------
The U.S. Bankruptcy Court for the Southern District of Texas,
Houston Division, issued a final order allowing The Wing Boss, LLC
to use cash collateral.
The final order authorized the company to use cash collateral as
outlined in the approved budget for necessary expenses related to
its operations and the preservation of the bankruptcy estate.
The budget shows total projected cash disbursements of
$155,560.47.
Secured creditors were granted replacement liens on post-petition
assets, subject to a $20,000 carve-out for court and trustee fees.
Adequate protection payments are required on the 15th of each
month.
About The Wing Boss
The Wing Boss, LLC sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. S.D. Texas Case No. 24-35350) on November
13, 2024, with up to $500,000 in assets and up to $1 million in
liabilities. Anthony James, company owner, signed the petition.
Judge Jeffrey P. Norman oversees the case.
Aaron W. McCardell Sr., Esq., at The McCardell Law Firm, PLLC,
represents the Debtor as bankruptcy counsel.
WNK LV INC: Hires Rosenstein & Associates as Counsel
----------------------------------------------------
WNK LV, Inc. seeks approval from the U.S. Bankruptcy Court for the
Central District of California to employ the Law Firm of Rosenstein
& Associates as counsel.
The firm will provide these services:
a. examine claims of creditors in order to determine their
validity;
b. provide legal advice to the Debtor in connection with the
administration of its bankruptcy estate;
c. defend any actions brought for relief from the automatic
stay;
d. determine special treatment and payment of pre-bankruptcy
obligations;
e. comply with the U.S. Trustee's reporting requirements;
f. draft a plan of reorganization and disclosure statement;
g. object to claims as may be appropriate;
h. act on behalf of the Debtor in any and all bankruptcy law
matters, which may arise in the course of the bankruptcy case; and
i. defend or prosecute any matters related to litigation before
the bankruptcy court or any other court of appropriate
jurisdiction.
The firm will be paid at these rates:
Robert B. Rosenstein $525 per hour
Paul E. Evenson $495 per hour
Other Attorneys $450 per hour
Paralegals $185 per hour
In addition, the firm will receive reimbursement for its
out-of-pocket expenses.
Prior to the filing of the petition, the firm received from the
Debtor a fixed fee of $10,000.
Robert Rosenstein, Esq., principal of the Law Firm of Rosenstein &
Associates, disclosed in a court filing that his firm is a
"disinterested person" within the meaning of Section 101(14) of
the
Bankruptcy Code.
Rosenstein & Associates can be reached at:
Robert B. Rosenstein, Esq.
Law Firm of Rosenstein & Associates
28600 Mercedes Street, Suite 100
Temecula, CA 92590
Tel: (951) 296-3888
Fax: (951) 296-3889
Email: robert@thetemeculalawfirm.com
About WNK LV, Inc.
WNK LV Inc. sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. C.D. Cal. Case No. 24-16751) with
$1,000,001 to $10 million in assets and $1,000,001 to $10 million
in laibilities. The petition was signed by Wahid Karas as
president.
Judge Hon. Mark D Houle oversees the case.
The debtor is represented by:
Robert B Rosenstein
Rosenstein & Associates
Tel: (951) 296-3888
E-mail: robert@thetemeculalawfirm.com
WOODWORK CONSTRUCTION: Soneet Kapila Named Subchapter V Trustee
---------------------------------------------------------------
The U.S. Trustee for Region 21 appointed Soneet Kapila of Kapila
Mukamal as Subchapter V trustee for Woodwork Construction, LLC.
Mr. Kapila will be paid an hourly fee of $450 for his services as
Subchapter V trustee and will be reimbursed for work-related
expenses incurred.
Mr. Kapila declared that he is a disinterested person according to
Section 101(14) of the Bankruptcy Code.
The Subchapter V trustee can be reached at:
Soneet R. Kapila
Kapila Mukamal
1000 South Federal Highway, Suite 200
Fort Lauderdale, FL 33316
Tel: (954) 761-1011
Email: skapila@kapilamukamal.com
About Woodwork Construction
Woodwork Construction, LLC sought protection under Chapter 11 of
the U.S. Bankruptcy Code (Bankr. S.D. Fla. Case No. 24-23275) on
December 19, 2024, with as much as $50,000 in both assets and
liabilities.
Judge Robert A. Mark presides over the case.
Jacqueline Calderin, Esq., represents the Debtor as legal counsel.
XEROX HOLDINGS: Moody's Puts 'B2' CFR Under Review for Upgrade
--------------------------------------------------------------
Moody's Ratings placed ratings of Xerox Holdings Corporation on
review for upgrade, including the B2 corporate family rating, the
B2-PD probability of default rating and the B3 backed senior
unsecured notes rating. The Ba2 backed senior secured first lien
term loan B, and the Caa1 senior unsecured notes rating of Xerox
Corporation were also placed on review for upgrade. The outlooks
were previously negative.
The review follows the announcement that Xerox has entered into an
agreement to acquire Lexmark International, Inc. (Lexmark) for $1.5
billion. The acquisition is expected to improve free cash flow
ratios and debt to EBITDA to less than 5.2x from 5.4x (Moody's
adjusted as of September 2024, or roughly 7.8x excluding equipment
financing adjustments), even assuming no benefit from targeted cost
synergies. Closing of the transaction is subject to customary
regulatory approvals and expected to close in the second half of
2025.
RATINGS RATIONALE / FACTORS THAT COULD LEAD TO AN UPGRADE OR
DOWNGRADE OF THE RATINGS
The rating review process will focus on projected revenue trends
for the combined businesses, potential for profit margin expansion
from targeted cost synergies, the final capital structure, and
plans for addressing near term debt maturities. Moody's will also
review Xerox's plans to mitigate integration challenges with
Lexmark while tackling the recent acquisition of ITsavvy LLC. The
outcome from the review could result in a change in the outlook to
stable or positive, or potentially result in an upgrade of ratings
by one notch.
The combination of Lexmark's businesses with those of Xerox is
credit positive given increased scale and a more balanced print
portfolio, despite greater exposure to mature demand for printers
and copiers. Lexmark's focus on the smaller A4 printer models
complements Xerox's leading position in the larger A3 models. The
addition of Lexmark secures certain manufacturing capabilities for
Xerox and enhances market coverage, particularly in the APAC
region.
Reflecting good governance, Xerox will also reduce its quarterly
dividend payout by 50%, preserving roughly $64 million of cash
annually. Nevertheless, Xerox operating results have been hurt by
declining revenues, while Lexmark's revenues grew in the low to mid
single digit percentage range through 3Q2024 following a decline in
2023. The combination of these businesses is expected to lead to
more stable revenues for Xerox.
Xerox Holdings Corporation, based in Norwalk, CT, is a leader in
document processing systems and related supplies for enterprises
including SMBs, governmental entities, and Fortune 100 companies.
Pro forma for the proposed acquisition of Lexmark, combined
revenues will exceed $8 billion.
The principal methodology used in these ratings was Diversified
Technology published in February 2022.
[^] Large Companies with Insolvent Balance Sheet
------------------------------------------------
Total
Share- Total
Total Holders' Working
Assets Equity Capital
Company Ticker ($MM) ($MM) ($MM)
------- ------ ------ -------- -------
ABPRO HOLDINGS I ABP US 7.9 (11.7) (7.5)
AIRSHIP AI HOLDI AISP US 9.1 (12.9) 0.0
ALPHA COGNITION ACOG CN 6.8 (3.9) 2.0
ALTRIA GROUP INC MO US 34,167.0 (3,418.0) (4,497.0)
AMC ENTERTAINMEN AMC US 8,324.1 (1,685.3) (789.8)
AMERICAN AIRLINE AAL US 63,528.0 (4,854.0) (11,076.0)
AMNEAL PHARM INC AMRX US 3,461.0 (33.7) 418.1
APPIAN CORP-A APPN US 549.9 (49.8) 62.0
AQUESTIVE THERAP AQST US 110.0 (45.4) 81.4
AUTOZONE INC AZO US 17,465.8 (4,672.9) (1,468.0)
AVEANNA HEALTHCA AVAH US 1,644.2 (156.4) (24.7)
AVIS BUDGET GROU CAR US 32,749.0 (229.0) (1,007.0)
BATH & BODY WORK BBWI US 4,984.0 (1,748.0) 145.0
BAUSCH HEALTH CO BHC CN 26,540.0 (242.0) 845.0
BAUSCH HEALTH CO BHC US 26,540.0 (242.0) 845.0
BELLRING BRANDS BRBR US 837.0 (205.9) 389.0
BEYOND MEAT INC BYND US 692.9 (611.9) 210.8
BIGBEAR.AI HOLDI BBAI US 354.1 98.4 53.6
BIOAGE LABS INC BIOA US 337.4 313.7 317.4
BIOCRYST PHARM BCRX US 491.3 (468.6) 295.2
BIOTE CORP-A BTMD US 101.3 (126.8) 23.5
BLEICHROEDER ACQ BACQU US 0.3 (0.1) (0.3)
BLEICHROEDER ACQ BACQ US 0.3 (0.1) (0.3)
BOEING CO/THE BA US 137,695.0 (23,562.0) 12,136.0
BOLD EAGLE ACQ-A BEAG US 0.9 (0.1) (0.0)
BOLD EAGLE ACQUI BEAGU US 0.9 (0.1) (0.0)
BOMBARDIER INC-A BDRAF US 12,670.0 (1,996.0) 328.0
BOMBARDIER INC-A BBD/A CN 12,670.0 (1,996.0) 328.0
BOMBARDIER INC-B BDRBF US 12,670.0 (1,996.0) 328.0
BOMBARDIER INC-B BBD/B CN 12,670.0 (1,996.0) 328.0
BOOKING HOLDINGS BKNG US 27,978.0 (3,653.0) 3,851.0
BRIDGEBIO PHARMA BBIO US 665.0 (1,218.4) 305.4
BRIDGEMARQ REAL BRE CN 163.4 (68.9) (86.7)
BRIGHTSPHERE INV BSIG US 555.2 (3.8) -
BTQ TECHNOLOGIES BTQ CN 1.8 (1.3) (1.1)
CALUMET INC CLMT US 2,640.1 (426.6) (464.6)
CANTOR PA CEP US 101.5 100.9 (0.1)
CARDINAL HEALTH CAH US 43,059.0 (3,276.0) (1,773.0)
CHARLTON ARIA AC CHARU US 0.2 (0.1) (0.3)
CHARLTON ARIA-A CHAR US 0.2 (0.1) (0.3)
CHECKPOINT THERA CKPT US 5.2 (12.6) (12.6)
CHENIERE ENERGY CQP US 17,385.0 (626.0) (543.0)
CHILDREN'S PLACE PLCE US 888.8 (49.6) (46.3)
CHOICE HOTELS CHH US 2,544.0 (96.2) (140.2)
CINEPLEX INC CGX CN 2,209.3 (39.7) (310.5)
CINEPLEX INC CPXGF US 2,209.3 (39.7) (310.5)
CLIPPER REALTY I CLPR US 1,287.0 (9.5) -
COHEN CIRCLE ACQ CCIRU US 0.2 (0.5) (0.7)
COHEN CIRCLE ACQ CCIR US 0.2 (0.5) (0.7)
COMMSCOPE HOLDIN COMM US 8,810.7 (2,111.8) 973.2
COMMUNITY HEALTH CYH US 13,905.0 (1,270.0) 982.0
COMPOSECURE IN-A CMPO US 435.4 (285.0) 92.2
CONSENSUS CLOUD CCSI US 622.5 (93.2) 4.5
CONTANGO ORE INC CTGO US 158.3 (10.2) (43.0)
COOPER-STANDARD CPS US 1,797.5 (163.1) 223.8
CORE SCIENTIFIC CORZ US 921.9 (729.4) 201.3
CPI CARD GROUP I PMTS US 342.3 (42.8) 123.7
CROSSAMERICA PAR CAPL US 1,130.1 (30.7) (47.1)
CYTOKINETICS INC CYTK US 1,436.1 (13.9) 908.8
D-WAVE QUANTUM I QBTS US 49.6 (16.9) 9.3
DAVE INC DAVE US 272.2 (169.3) 217.3
DELEK LOGISTICS DKL US 1,960.7 (45.1) 16.4
DELL TECHN-C DELL US 81,951.0 (2,190.0) (11,465.0)
DENNY'S CORP DENN US 461.6 (54.5) (53.8)
DIGITALOCEAN HOL DOCN US 1,526.5 (211.7) 376.0
DINE BRANDS GLOB DIN US 1,699.5 (216.7) (55.4)
DOMINO'S PIZZA DPZ US 1,775.1 (3,976.6) 361.7
DOMO INC- CL B DOMO US 190.2 (171.2) (105.7)
DROPBOX INC-A DBX US 2,576.7 (546.1) (156.6)
ELUTIA INC ELUT US 48.4 (40.2) (2.4)
EMBECTA CORP EMBC US 1,285.3 (738.3) 387.0
EOS ENERGY ENTER EOSE US 216.8 (417.7) 74.1
ETSY INC ETSY US 2,442.2 (624.3) 767.7
EXCO RESOURCES EXCE US 1,032.7 (1,026.5) (421.2)
FAIR ISAAC CORP FICO US 1,717.9 (962.7) 237.1
FENNEC PHARMACEU FENC US 58.9 (5.2) 50.5
FENNEC PHARMACEU FRX CN 58.9 (5.2) 50.5
FERRELLGAS PAR-B FGPRB US 1,413.7 (457.2) (18.4)
FERRELLGAS-LP FGPR US 1,413.7 (457.2) (18.4)
FOGHORN THERAPEU FHTX US 308.4 (28.3) 214.4
FREIGHTCAR AMERI RAIL US 245.9 (72.4) 63.3
GCM GROSVENOR-A GCMG US 575.0 (113.0) 152.8
GOAL ACQUISITION PUCKU US 3.6 (12.2) (13.6)
GRINDR INC GRND US 456.3 (13.4) 29.3
GUARDANT HEALTH GH US 1,538.7 (60.1) 1,029.4
H&R BLOCK INC HRB US 2,550.0 (368.1) (184.3)
HERBALIFE LTD HLF US 2,653.5 (954.2) (40.4)
HILTON WORLDWIDE HLT US 16,689.0 (3,430.0) (918.0)
HP INC HPQ US 39,909.0 (1,323.0) (7,927.0)
HUMACYTE INC HUMA US 114.8 (63.7) 2.1
INHIBIKASE THERA IKT US 4.4 (0.5) (0.7)
INSEEGO CORP INSG US 113.4 (85.1) (103.8)
INSPIRED ENTERTA INSE US 388.6 (78.3) 56.1
INTUITIVE MACHIN LUNR US 224.8 (4.5) 73.0
INVIZYNE TECHNOL IZTC US 3.6 (3.6) (4.4)
IRON MOUNTAIN IRM US 18,469.6 (31.9) (587.2)
IRONWOOD PHARMAC IRWD US 389.5 (311.3) 129.2
JACK IN THE BOX JACK US 2,735.6 (851.8) (253.0)
JUPITER NEUROSCI JUNS US 0.1 (5.8) (5.7)
LAUNCH ONE ACQUI LPAAU US 234.0 (9.8) -
LAUNCH ONE ACQUI LPAA US 234.0 (9.8) -
LIFEMD INC LFMD US 72.6 (6.0) (10.3)
LINDBLAD EXPEDIT LIND US 889.8 (122.4) (98.3)
LIONS GATE ENT-B LGF/B US 7,146.8 (124.9) (2,637.3)
LIONS GATE-A LGF/A US 7,146.8 (124.9) (2,637.3)
LIONSGATE STUDIO LION US 5,261.4 (938.9) (2,312.9)
LOWE'S COS INC LOW US 44,743.0 (13,419.0) 2,530.0
LUCKY STRIKE ENT LUCK US 3,092.4 (40.4) (104.2)
LUMINAR TECHNOLO LAZR US 403.4 (258.0) 176.2
MADISON SQUARE G MSGS US 1,373.3 (277.5) (338.9)
MADISON SQUARE G MSGE US 1,610.3 (48.7) (260.8)
MANNKIND CORP MNKD US 464.2 (209.9) 255.6
MARBLEGATE ACQ-A GATE US 4.2 (19.4) (0.4)
MARBLEGATE ACQUI GATEU US 4.2 (19.4) (0.4)
MARRIOTT INTL-A MAR US 26,209.0 (2,421.0) (4,945.0)
MARTIN MIDSTREAM MMLP US 554.8 (61.3) 53.9
MATCH GROUP INC MTCH US 4,425.8 (88.5) 792.4
MBIA INC MBI US 2,230.0 (1,988.0) -
MCDONALDS CORP MCD US 56,172.0 (5,177.0) (1,396.0)
MCKESSON CORP MCK US 72,429.0 (2,642.0) (5,430.0)
MEDIAALPHA INC-A MAX US 236.1 (59.6) 29.4
METTLER-TOLEDO MTD US 3,319.8 (154.4) 13.3
MODIVCARE INC MODV US 1,651.7 (17.0) (118.1)
MSCI INC MSCI US 5,408.9 (751.0) (92.1)
NATHANS FAMOUS NATH US 57.7 (21.3) 32.6
NEW ENG RLTY-LP NEN US 387.4 (65.5) -
NEXT-CHEMX CORP CHMX US 3.9 (1.8) (3.8)
NOVAGOLD RES NG CN 114.7 (37.8) 103.5
NOVAGOLD RES NG US 114.7 (37.8) 103.5
NOVAVAX INC NVAX US 1,712.5 (526.4) (77.3)
NUTANIX INC - A NTNX US 2,181.4 (685.3) 302.9
O'REILLY AUTOMOT ORLY US 14,577.5 (1,439.1) (2,486.9)
OAKTREE ACQUIS-A OACC US 0.6 (0.0) -
OAKTREE ACQUISIT OACCU US 0.6 (0.0) -
OMEROS CORP OMER US 313.3 (154.2) 109.3
OS THERAPIES INC OSTX US 2.0 (0.7) (0.6)
OTIS WORLDWI OTIS US 10,261.0 (4,780.0) (1,602.0)
PAPA JOHN'S INTL PZZA US 860.9 (414.7) (54.7)
PELOTON INTERA-A PTON US 2,157.1 (480.3) 644.9
PHATHOM PHARMACE PHAT US 387.0 (187.1) 308.5
PHILIP MORRIS IN PM US 66,892.0 (7,713.0) (2,570.0)
PITNEY BOWES INC PBI US 3,647.7 (518.9) (198.4)
PLANET FITNESS-A PLNT US 3,048.2 (267.1) 270.2
PORCH GROUP INC PRCH US 867.3 (77.0) (84.6)
PRIORITY TECHNOL PRTHU US 1,759.7 (58.9) 37.7
PRIORITY TECHNOL PRTH US 1,759.7 (58.9) 37.7
PROS HOLDINGS IN PRO US 384.2 (75.2) 44.2
PTC THERAPEUTICS PTCT US 1,842.2 (1,054.4) 670.8
QUANTUM CORP QMCO US 163.1 (153.4) (25.7)
RAPID7 INC RPD US 1,574.5 (6.3) 99.0
RE/MAX HOLDINGS RMAX US 578.6 (61.8) 54.2
REALREAL INC/THE REAL US 406.3 (345.4) (14.0)
REDFIN CORP RDFN US 1,151.1 (25.2) 167.3
REVANCE THERAPEU RVNC US 461.6 (163.0) 249.6
RH RH US 4,464.2 (183.0) 381.5
RIGEL PHARMACEUT RIGL US 139.4 (14.6) 52.2
RINGCENTRAL IN-A RNG US 1,818.4 (345.9) 94.2
RUBRIK INC-A RBRK US 1,268.7 (521.1) 127.1
SABRE CORP SABR US 4,693.2 (1,530.1) 22.9
SANUWAVE HEALTH SNWV US 21.8 (60.3) (71.6)
SBA COMM CORP SBAC US 10,201.7 (5,125.8) (217.6)
SCOTTS MIRACLE SMG US 2,871.9 (390.6) 230.1
SEAGATE TECHNOLO STX US 7,972.0 (1,300.0) 447.0
SEMTECH CORP SMTC US 1,379.0 (139.7) 322.3
SHOULDERUP TEC-A SUAC US 9.6 (3.8) (4.8)
SLEEP NUMBER COR SNBR US 864.7 (448.8) (723.8)
SPACKMAN EQUITIE SQG CN 0.1 (1.8) (0.4)
SPECTRAL CAPITAL FCCN US 0.3 (0.1) (0.2)
SPIRIT AEROSYS-A SPR US 7,049.2 (1,936.5) 501.5
STARBUCKS CORP SBUX US 31,339.3 (7,441.6) (2,222.6)
STARDUST POWER I SDST US 5.4 (13.3) (7.7)
TORRID HOLDINGS CURV US 493.0 (189.3) (28.4)
TOWNSQUARE MED-A TSQ US 565.4 (52.5) 25.3
TRANSDIGM GROUP TDG US 25,586.0 (6,283.0) 3,690.0
TRAVEL + LEISURE TNL US 6,698.0 (861.0) 658.0
TRAVEL + LEISURE TNL* MM 6,698.0 (861.0) 658.0
TRAVERE THERAPEU TVTX US 504.4 (30.5) 134.7
TRINSEO PLC TSE US 2,882.8 (480.0) 305.5
TRISALUS LIFE SC TLSI US 27.5 (20.4) 13.9
TRIUMPH GROUP TGI US 1,511.5 (95.2) 453.7
TUCOWS INC-A TC CN 799.0 (53.1) 22.7
TUCOWS INC-A TCX US 799.0 (53.1) 22.7
UNISYS CORP UIS US 1,861.6 (187.9) 361.8
UNITED PARKS & R PRKS US 2,579.6 (455.9) (142.3)
UNITI GROUP INC UNIT US 5,098.7 (2,476.3) -
VERISIGN INC VRSN US 1,462.0 (1,900.6) (808.8)
VERITONE INC VERI US 336.4 (25.2) (83.9)
VOYAGER ACQ CORP VACHU US 256.9 (11.3) 0.8
VOYAGER ACQUISIT VACH US 256.9 (11.3) 0.8
WAYFAIR INC- A W US 3,414.0 (2,733.0) (357.0)
WILLOW LANE ACQU WLACU US 0.1 (0.0) (0.1)
WINGSTOP INC WING US 484.8 (447.5) 47.3
WINMARK CORP WINA US 52.0 (33.7) 30.0
WORKIVA INC WK US 1,302.1 (50.8) 449.5
WPF HOLDINGS INC WPFH US 0.0 (0.3) (0.3)
WYNN RESORTS LTD WYNN US 14,111.4 (1,065.5) 1,447.4
XERIS BIOPHARMA XERS US 321.1 (28.3) 71.8
XPONENTIAL FIT-A XPOF US 472.2 (123.3) 1.4
YUM! BRANDS INC YUM US 6,461.0 (7,674.0) 439.0
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Monday's edition of the TCR delivers a list of indicative prices
for bond issues that reportedly trade well below par. Prices are
obtained by TCR editors from a variety of outside sources during
the prior week we think are reliable. Those sources may not,
however, be complete or accurate. The Monday Bond Pricing table
is compiled on the Friday prior to publication. Prices reported
are not intended to reflect actual trades. Prices for actual
trades are probably different. Our objective is to share
information, not make markets in publicly traded securities.
Nothing in the TCR constitutes an offer or solicitation to buy or
sell any security of any kind. It is likely that some entity
affiliated with a TCR editor holds some position in the issuers
public debt and equity securities about which we report.
Each Tuesday edition of the TCR contains a list of companies with
insolvent balance sheets whose shares trade higher than $3 per
share in public markets. At first glance, this list may look like
the definitive compilation of stocks that are ideal to sell short.
Don't be fooled. Assets, for example, reported at historical cost
net of depreciation may understate the true value of a firm's
assets. A company may establish reserves on its balance sheet for
liabilities that may never materialize. The prices at which
equity securities trade in public market are determined by more
than a balance sheet solvency test.
On Thursdays, the TCR delivers a list of recently filed
Chapter 11 cases involving less than $1,000,000 in assets and
liabilities delivered to nation's bankruptcy courts. The list
includes links to freely downloadable images of these small-dollar
petitions in Acrobat PDF format.
Each Friday's edition of the TCR includes a review about a book of
interest to troubled company professionals. All titles are
available at your local bookstore or through Amazon.com. Go to
http://www.bankrupt.com/books/to order any title today.
Monthly Operating Reports are summarized in every Saturday edition
of the TCR.
The Sunday TCR delivers securitization rating news from the week
then-ending.
TCR subscribers have free access to our on-line news archive.
Point your Web browser to http://TCRresources.bankrupt.com/and use
the e-mail address to which your TCR is delivered to login.
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S U B S C R I P T I O N I N F O R M A T I O N
Troubled Company Reporter is a daily newsletter co-published
by Bankruptcy Creditors Service, Inc., Fairless Hills,
Pennsylvania, USA, and Beard Group, Inc., Philadelphia, Pa., USA.
Randy Antoni, Jhonas Dampog, Marites Claro, Joy Agravante,
Rousel Elaine Tumanda, Joel Anthony G. Lopez, Psyche A. Castillon,
Ivy B. Magdadaro, Carlo Fernandez, Christopher G. Patalinghug, and
Peter A. Chapman, Editors.
Copyright 2024. All rights reserved. ISSN: 1520-9474.
This material is copyrighted and any commercial use, resale or
publication in any form (including e-mail forwarding, electronic
re-mailing and photocopying) is strictly prohibited without prior
written permission of the publishers. Information contained
herein is obtained from sources believed to be reliable, but is
not guaranteed.
The single-user TCR subscription rate is $1,400 for six months
or $2,350 for twelve months, delivered via e-mail. Additional
e-mail subscriptions for members of the same firm for the term
of the initial subscription or balance thereof are $25 each per
half-year or $50 annually. For subscription information, contact
Peter A. Chapman at 215-945-7000.
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