/raid1/www/Hosts/bankrupt/TCR_Public/250102.mbx
T R O U B L E D C O M P A N Y R E P O R T E R
Thursday, January 2, 2025, Vol. 29, No. 1
Headlines
1550 BEDFORD: Files Chapter 11 Bankruptcy in New York
23ANDME HOLDING: Incurs $59.10 Million Net Loss in Second Quarter
2446 ENCINAL: Case Summary & Seven Unsecured Creditors
47-30 REALTY: Property Sale Proceeds to Fund Plan Payments
AA UNIQUE: Seeks Chapter 11 Bankruptcy Protection in New Jersey
ADELAIDA CELLARS: Taps Force 10 Partners to Help with Chapter 11
AFTERSHOCK COMICS: Gets OK to Use Cash Collateral Until Jan. 31
ALLAN'S COFFEE: Gets Final Approval to Use Cash Collateral
AMERICAN VEIN: Robert Handler Named Subchapter V Trustee
APPLE CENTRAL: Court Extends Use of Cash Collateral to March 31
AQUA METALS: Offers $1.5 Million Secured Notes to 8 Investors
ASSETTA ENTERPRISES: Amends Unsecured Claims Pay Details
AT HOME GROUP: $600MM Bank Debt Trades at 58% Discount
AVALON GLOBOCARE: Ink $7M Securities Purchase Deal With York Sun
BIG LOTS: Gets Court OK for Last-Minute Sale Under New Owner
BIG LOTS: New Rescue Agreement at Risk Due to Creditor Opposition
BIORA THERAPEUTICS: Jan. 7 Deadline Set for Panel Questionnaires
BIORA THERAPUETICS: Secures $10.25M DIP Financing for Chapter 11
BLACK PEARL: Claims to be Paid From Sale Proceeds
CASTLE INTERMEDIATE: S&P Lowers ICR to 'CCC-', Outlook Negative
CBAK ENERGY: Fails to Comply with Nasdaq's Minimum Bid Price Rule
CHESSWOOD GROUP: Bids for Assets in CCAA Sale Process Due Jan. 20
CITIUS PHARMACEUTICALS: Posts $40.19M Net Loss in FY Ended Sept. 30
CLAIRE'S STORES: $502.4MM Bank Debt Trades at 19% Discount
COAL NEW HAVEN: Case Summary & 10 Unsecured Creditors
COAL NEW: Seeks Bankruptcy Protection in New York
CONTAINER STORE: Moody's Cuts CFR to Ca & Alters Outlook to Stable
CORETEC GROUP: Sells $8.78 Million Series D Preferred Shares
DELCATH SYSTEMS: Secures Additional $16.3 Million in Funding
DELTA 9: Simply Solventless Acquires Bio-Tech's Shares in CCAA Sale
DIGITAL ALLY: Falls Short of Nasdaq's Minimum Bid Price Requirement
DIOCESE OF CAMDEN: Chubb, AIG Units Lose in Bankruptcy Dispute
DMD CUSTOM: Court Extends Use of Cash Collateral to Feb. 11
DURHAM HOMES: Unsecureds Will Get 100% of Claims in Plan
DUSOBOX CORP: Court OKs Acquired Asset Sale to Precision for $8.2MM
ENDURO PROPERTIES: Seeks to Hire Mark McBryde as Accountant
FIREFLY NEUROSCIENCE: All Four Proposals Approved at Annual Meeting
FRANCHISE GROUP: $300MM Bank Debt Trades at 40% Discount
FUEL FITNESS: Gets Interim OK to Use Cash Collateral Until Jan. 21
FUEL HOMESTEAD: Gets OK to Use Cash Collateral Until Jan. 21
FUEL REYNOLDA: Gets Interim OK to Use Cash Collateral Until Jan. 21
GEORGIA EARTH: Lender Seeks to Prohibit Cash Collateral Access
GLOSSLAB LLC: Seeks $326,600 DIP Loan From VD Brand
GRID AT MESA: Court OKs Deal to Use Midland's Cash Collateral
GUARDIAN ELDER: No Resident Complaints, 2nd PCO Report Says
GUARDIAN ELDER: PCO Files Second 60-Day Report
H-FOOD HOLDINGS: $415MM Bank Debt Trades at 38% Discount
HOOVER DRILLING: Case Summary & 20 Largest Unsecured Creditors
HOOVER DRILLING: Sec. 341(a) Meeting of Creditors on February 6
INCORA: Emerge From Chapter 11 With Less Debt, Stronger Finances
INNOVATE CORP: Avram Glazer Holds 51.5% Equity Stake
INTRUM AB: U.S. Court Confirms Chapter 11 Bankruptcy Plan
IVANTI SOFTWARE: $1.75BB Bank Debt Trades at 31% Discount
J&A TRUCKING: Unsecureds to Get 19.75 Cents on Dollar in Plan
KNIGHTS HOURGLASS: Gets Interim OK to Use Cash Collateral
L & H PHARMA: Files Subchapter V Bankruptcy Protection
LASERSHIP INC: $125MM Bank Debt Trades at 58% Discount
LEFEVER MATTSON: Court OKs Deal to Use Cash Collateral
LEROUX CREEK: Seeks to Extend Plan Exclusivity to April 2, 2025
LILIUM N.V.: Expects to Close Sale of German Units in Jan. 2025
LITTLE MINT: Case Summary & 20 Largest Unsecured Creditors
MCR HEALTH: U.S. Trustee Unable to Appoint Committee
MEDICI URGENT: Claims to be Paid From Contribution & Future Income
MICROTEK: Unsecured Creditors Will Get 50% of Claims in Plan
MILAN SAI: Gets Interim OK to Use Cash Collateral Until Jan. 23
MIRACLE HILL: Amends Unsecureds & Several Secured Claims Pay
MLN US HOLDCO: $125MM Bank Debt Trades at 98% Discount
MODEL TOBACCO: Files Chapter 11 Bankruptcy Protection in Virginia
MP OCTOPUS: Court OKs Interim Use of Cash Collateral
NORTHSTARR BUILDERS: Seeks Chapter 11 Bankruptcy Protection
NOSREDNA REAL ESTATE: Case Summary & One Unsecured Creditor
NOSREDNA REAL: Starts Subchapter V Bankruptcy Process in Nevada
NOVA LIFESTYLE: Receives Nasdaq Notice Regarding Low Stock Price
OFFICE PROPERTIES: DE Shaw Holds 5.7% Equity Stake
ONENERGY INC: Increases Secured Note to $950,000, Extends Maturity
ONLINE LEARNING: Seeks Bankruptcy Protection in Massachusetts
ORBIT MARKETING: To Sell Climax Property for $25,000
ORGENESIS INC: Jagannathan Bhalaji Quits as Director
PROFESSIONAL DIVERSITY: Signs $1.5M Stock Purchase Deal With Aurus
QUEST SOFTWARE: $765MM Bank Debt Trades at 78% Discount
R&M CAPITAL: Unsecureds Will Get 1% Dividend over 12 Months
RAPID7 INC: Jana Partners Hold 5.8% Equity Stake
RESHAPE LIFESCIENCES: Signs $5 Million Equity Purchase Agreement
RESTAURANT CORP: Court OKs Interim Use of Cash Collateral
RIC (AUSTIN) LLC: Seeks $5MM DIP Loan From Romspen Mortgage
RICHARDSON CREEK: Unsecureds Will Get 100% of Claims over 5 Years
ROONEY & BORDEN: Commences Subchapter V Bankruptcy Proceeding
ROONEY AND BORDEN: Case Summary & 17 Unsecured Creditors
ROYSTONE ON QUEEN: Court Extends Use of Cash Collateral to March 28
SALEM POINTE: Seeks to Extend Filing Deadline to Sept. 29, 2025
SCILEX HOLDING: Establishes Jan. 28 as New Dividend Record Date
SEABORNE VIRGIN: Seeks Bankruptcy Protection in Florida
SERTA SIMMONS: US Appeals Court Denies Contested Debt Restructuring
SHELTERING ARMS: Seeks Ch. 11 Bankruptcy Protection in New Jersey
SHELTERING ARMS: Voluntary Chapter 11 Case Summary
SHIELDS NURSING: Court Extends Use of Cash Collateral to May 1
SILVER AIRWAYS: Seeks Ch.11 Bankruptcy, Searches for Addt'l Capital
SIYATA MOBILE: Vizsla to Buy Remaining 49% Interest in Rand JV
SOBR SAFE: C.T. John Holds 19.5% Equity Stake
SORENTO ON YESLER: Seeks to Use Cash Collateral
SOUL WELLNESS: Sec. 341(a) Meeting of Creditors on January 27
SPIRIT AEROSYSTEMS: Widens Net Loss to $476.6M in Third Quarter
STEWARD HEALTH: PCO Files Fourth Supplemental Report
TELESAT LLC: $1.91BB Bank Debt Trades at 43% Discount
TOPAZ SOLAR: Fitch Affirms BB+ Rating on $1.1BB Sr. Secured Notes
TROLLMAN ENTERPRISES: Seeks Chapter 11 Bankruptcy Protection
TUPPERWARE BRANDS: Seeks to Extend Exclusivity to April 15, 2025
WALGREENS BOOT: S&P Lowers Long-Term ICR to 'BB-', Outlook Stable
WATER'S EDGE: Gets Interim OK to Obtain DIP Loan
XCEL ENERGY: Ranchers Face Bankruptcy Over Unpaid Wildfire Claims
YOUSSEF CORPORATION: Case Summary & 20 Top Unsecured Creditors
ZURVITA HOLDINGS: Jan. 6 Deadline Set for Panel Questionnaires
[*] Pizza Chains That Filed for Bankruptcy in 2024
[^] Recent Small-Dollar & Individual Chapter 11 Filings
*********
1550 BEDFORD: Files Chapter 11 Bankruptcy in New York
-----------------------------------------------------
On December 31, 2024, 1550 Bedford Ave. LLC filed Chapter 11
protection in the Eastern District of New York. According to court
filing, the Debtor reports $10 million and $50 million in debt
owed to 1 and 49 creditors. The petition states funds will be
available to unsecured creditors.
About 1550 Bedford Ave. LLC
1550 Bedford Ave. LLC is a single asset real estate company based
in Brooklyn, New York.
1550 Bedford Ave. LLC sought relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. E.D.N.Y. Case No. 24-45433) on December
31, 2024. In its petition, the Debtor reports estimated assets and
liabilities between $10 million and $50 million each.
Honorable Bankruptcy Judge Elizabeth S. Stong handles the case.
Isaac Nutovic, Esq. of Law Offices Of Isaac Nutovic represents the
Debtor as counsel.
23ANDME HOLDING: Incurs $59.10 Million Net Loss in Second Quarter
-----------------------------------------------------------------
23andMe Holding Co. filed with the Securities and Exchange
Commission its Quarterly Report on Form 10-Q disclosing a net loss
of $59.10 million on $44.07 million of total revenue for the three
months ended Sept. 30, 2024, compared to a net loss of $75.27
million on $50 million of total revenue for the three months ended
Sept. 30, 2023.
For the six months ended Sept. 30, 2024, the Company reported a net
loss of $128.50 million on $84.49 million of total revenue compared
to a net loss of $179.89 million on $110.86 million of total
revenue for the same period during the prior year.
As of Sept. 30, 2024, the Company had $318.94 million in total
assets, $217.01 million in total liabilities, and $101.93 million
in total stockholders' equity.
23AndMe stated, "The Company has incurred significant operating
losses as reflected in its accumulated deficit and negative cash
flows from operations. As of September 30, 2024, the Company had
an accumulated deficit of $2.3 billion, and cash and cash
equivalents of $126.6 million. The Company will need additional
liquidity to fund its necessary expenditures and financial
commitments for 12 months after the date that the unaudited interim
condensed consolidated financial statements included in this report
are issued. The Company has determined that, as of the filing date
of this report, there is substantial doubt about the Company's
ability to continue as a going concern."
A full-text copy of the Form 10-Q is available for free at:
https://www.sec.gov/ix?doc=/Archives/edgar/data/0001804591/000180459124000059/me-20240930.htm
About 23andMe
Headquartered in South San Francisco, California, 23andMe --
www.23andMe.com -- is a genetics-led consumer healthcare and
biopharmaceutical company empowering a healthier future. The
Company is dedicated to empowering customers to optimize their
health by providing direct access to their genetic information,
personalized reports, actionable insights and digital access to
affordable healthcare professionals through its telehealth
platform, Lemonaid Health.
2446 ENCINAL: Case Summary & Seven Unsecured Creditors
------------------------------------------------------
Debtor: 2446 Encinal Development, LP
124 Castano
San Antonio, TX 78209
Business Description: 2446 Encinal is the fee simple owner of the
real property located at 600 Berry St.,
Encinal, TX 78019 having a revenue-based
valuation of $1.3 million.
Chapter 11 Petition Date: December 31, 2024
Court: United States Bankruptcy Court
Western District of Texas
Case No.: 24-52689
Debtor's Counsel: William B. Kingman, Esq.
LAW OFFICES OF WILLIAM B. KINGMAN
3511 Broadway
San Antonio, TX 78209
Tel: (210) 829-1199
Email: bkingman@kingmanlaw.com
Total Assets: $1,303,239
Total Liabilities: $1,559,793
The petition was signed by David Monnich as manager of General
Partner.
A full-text copy of the petition containing, among other items, a
list of the Debtor's seven unsecured creditors is available for
free at PacerMonitor.com at:
https://www.pacermonitor.com/view/RURLVKY/2446_Encinal_Development_LP__txwbke-24-52689__0001.0.pdf?mcid=tGE4TAMA
47-30 REALTY: Property Sale Proceeds to Fund Plan Payments
----------------------------------------------------------
47-30 Realty Associates LLC filed with the U.S. Bankruptcy Court
for the Southern District of New York a Disclosure Statement
describing Chapter 11 Plan dated December 17, 2024.
The Debtor is the owner of the Property which is a defendant in a
foreclosure action with a sale which was scheduled for September
2024. The building has one commercial unit and 5 residential
units.
Class 6 consists of all Unsecured Claims, including the Deficiency
Claim held by DCR and holders of Allowed Other Secured Claims.
Subject to the provisions of Article 7 of the Plan with respect to
Disputed Claims, to the extent that any funds are available from
the Sale Proceeds after full payment of all Statutory Fees, Allowed
Administrative Claims, and the Allowed Claims in Classes 1 through
Class 5, each holder of an Allowed Class 6 General Unsecured Claim
shall be paid a Pro Rata Cash distribution out of any of the
remaining Sale Proceeds on the later of: (i) thirty days after the
Effective Date or (ii) three business days after such Claim becomes
an Allowed Claim. The allowed unsecured claims total $55,698.22.
Class 7 consists of Equity Interests. On the Effective Date, all
Interests of Equity shall be extinguished, and the Debtor shall
remain responsible for either managing or winding down its own
affairs without interfering with the Disbursing Agent's performance
under the Plan. Class 7 Equity Interests are not receiving any
distribution under the Plan.
Payments under the Plan will be paid from either the Sale Proceeds
or Cash of held by the Receiver. The Sale Transaction will be
implemented pursuant to the Bid Procedures. Prior to or on or about
the Effective Date, the Property shall be sold to the Purchaser,
free and clear of all Liens, Claims and encumbrances (except
permitted encumbrances as determined by the Purchaser), with any
such Liens, Claims and encumbrances to attach to the Sale Proceeds
and disbursed in accordance with the provisions of the Plan.
Except as set forth elsewhere in the Plan, all distributions to be
made on the Effective Date shall be transferred to the escrow
account of the Disbursing Agent at the closing of the Sale
Transaction. Only in the event that DCR or its assignee or designee
is the Purchaser of the Property by credit bid (in part or in
whole), or if the Sale Proceeds are insufficient to pay the full
amount of the Allowed Administrative Claims, Professional Fee
Claims, Priority Tax Claims, Class 1 Claims, and Class 2 Claims,
DCR and/or the Receiver shall deliver to the Disbursing Agent for
distribution pursuant to the provisions of the Plan (i) Cash in an
amount sufficient to pay the full amount of the Allowed
Administrative Claims, Professional Fee Claims, Priority Tax
Claims, Class 1 Claims, Class 2 Claims.
A full-text copy of the Disclosure Statement dated December 17,
2024 is available at https://urlcurt.com/u?l=Ebru9e from
PacerMonitor.com at no charge.
Counsel to the Debtor:
Joel M. Shafferman, Esq.
Kucker Marino Winiarsky & Bittens, LLP
737 Third Avenue,
New York, NY 10017
Telephone: (212) 869-5030
Email: jshafferman@kuckermarino.com
About 47-30 Realty Associates LLC
47-30 Realty is a Single Asset Real Estate debtor (as defined in 11
U.S.C. Section 101(51B)).
47-30 Realty Associates LLC in New York, NY, sought relief under
Chapter 11 of the Bankruptcy Code filed its voluntary petition for
Chapter 11 protection (Bankr. S.D.N.Y. Case No. 24-11635) on Sept.
24, 2024, listing as much as $1 million to $10 million in both
assets and liabilities. David Monian as member, signed the
petition.
Judge David S. Jones oversees the case.
KUCKER MARINO WINIARSKY & BITTENS, LLP, serves as the Debtor's
legal counsel.
AA UNIQUE: Seeks Chapter 11 Bankruptcy Protection in New Jersey
---------------------------------------------------------------
On December 20, 2024, AA Unique Homes NJ LLC filed Chapter 11
protection in the District of New Jersey. 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 AA Unique Homes NJ LLC
AA Unique Homes NJ LLC is a Single Asset Real Estate (as defined in
11 U.S.C. § 101(51B)).
AA Unique Homes NJ LLC sought relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. D.N.J. Case No. 24-22506) on December 20,
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:
Bruce W. Radowitz, Esq.
636 Chestnut Street
Union, NJ 07083
P: 908-687-2333
Fax: 908-687-6330
ADELAIDA CELLARS: Taps Force 10 Partners to Help with Chapter 11
----------------------------------------------------------------
Force 10 Partners reports that Adelaida Cellars, Inc., based in
California, has engaged Force 10 Partners to provide a Chief
Restructuring Officer and restructuring advisory services as part
of its Chapter 11 reorganization.
Force 10's appointment is subject to approval by the bankruptcy
court. The Chapter 11 case is being heard in the Central District
of California Bankruptcy Court under Case Number: 24-11409.
About Adelaida Cellars Inc.
Adelaida Cellars, Inc. is a family-owned and operated winery in
Paso Robles, Calif.
Adelaida Cellars sought Chapter 11 petition (Bankr. C.D. Cal. Case
No. 24-11409) on December 13, 2024, with $10 million to $50 million
in both assets and liabilities. Nicholas D. Rubin, chief
restructuring officer of Adelaida Cellars, signed the petition.
The Debtor tapped Hamid R. Rafatjoo, Esq., at Raines Feldman
Littrell, LLP as legal counsel and Force Ten Partners, LLC as
restructuring advisor.
AFTERSHOCK COMICS: Gets OK to Use Cash Collateral Until Jan. 31
---------------------------------------------------------------
The U.S. Bankruptcy Court for the Central District of California,
San Fernando Valley Division, approved an agreement entered into by
AfterShock Comics, LLC, Rive Gauche Television, Access Road
Capital, LLC and the official committee of unsecured creditors.
The agreement allows AfterShock Comics and Rive Gauche to use cash
collateral for the period from Dec. 31, 2024, to Jan. 31, 2025,
pursuant to its projected budget.
The budget shows total expenses of $139,783 for the period.
AfterShock Comics is prohibited from using cash collateral for any
purpose not authorized by the court's order or the budget.
The next hearing is set for Jan. 28.
About AfterShock Comics
AfterShock Comics, LLC -- https://Aftershockcomics.com -- is an
American comic book publisher launched in 2015. The company is
based in Sherman Oaks, Calif.
AfterShock Comics and affiliate Rive Gauche Television filed
petitions for relief under Chapter 11 of the Bankruptcy Code
(Bankr. C.D. Calif. Lead Case No. 22-11456) on Dec. 19, 2022.
Judge Martin R. Barash oversees the cases.
At the time of filing, AfterShock Comics reported $10 million to
$50 million in both assets and liabilities while Rive Gauche
reported $50 million to $100 million in assets and $10 million to
$50 million in liabilities.
The Debtors are represented by David L. Neale, Esq., at Levene,
Neale, Bender, Yoo & Golubchik L.L.P.
The U.S. Trustee for Region 16 appointed two separate committees to
represent unsecured creditors in the Chapter 11 cases of AfterShock
Comics, LLC and Rive Gauche Television.
ALLAN'S COFFEE: Gets Final Approval to Use Cash Collateral
----------------------------------------------------------
Coffee & Tea, Inc. received final approval from the U.S. Bankruptcy
Court for the District of Oregon to use cash collateral.
The final order authorized the company to use cash collateral to
pay its expenses for the period from Dec. 1, 2024, to May 31 in
accordance with its budget.
The budget shows the company's total projected expenses of
$502,758.98 for the period.
Secured creditors including the U.S. Small Business Administration,
Fox Capital Group, Inc., and Channel Partners Capital, LLC will be
provided with adequation protection in the form of a replacement
lien on Coffee & Tea's assets or interests in assets acquired on or
after the petition date. These creditors will also receive payments
as additional protection.
The company's right to use cash collateral will terminate if it
defaults in any of the conditions of adequate protection and if its
Chapter 11 case is dismissed or converted to one under Chapter 7.
About Allan's Coffee & Tea Inc.
Allan's Coffee & Tea, Inc., doing business as Allan's Cafe and
Allan's Coffee, sells coffee, tea, syrups, concentrates, cups, and
filters.
Allan's Coffee & Tea Inc. sought relief under Chapter 11 of the
U.S. Bankruptcy Code (Bankr. D. Or. Case No. 24-62692) on December
3, 2024, with total assets of $1,246,785 and total liabilities of
$2,767,308. Robert Morgan, president of Allan's Coffee & Tea,
signed the petition.
Judge Thomas M. Renn handles the case.
The Debtor is represented by:
Loren S. Scott, Esq.
The Scott Law Group
PO Box 70422
Springfield, OR 97475
Tel: 541-868-8005
Fax: 541-868-8004
AMERICAN VEIN: Robert Handler Named Subchapter V Trustee
--------------------------------------------------------
The U.S. Trustee for Region 11 appointed Robert Handler of
Commercial Recovery Associates, LLC as Subchapter V trustee for
American Vein & Lymphatic Society.
Mr. Handler 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. Handler declared that he is a disinterested person according to
Section 101(14) of the Bankruptcy Code.
The Subchapter V trustee can be reached at:
Robert P. Handler
Commercial Recovery Associates, LLC
205 West Wacker Drive, Suite 918
Chicago, IL 60606
Tel: (312) 845-5001 x221
Email: rhandler@com-rec.com
About American Vein & Lymphatic Society
American Vein & Lymphatic Society is the leading resource for
venous and lymphatic care physicians, health professionals and
patients.
American Vein & Lymphatic Society sought relief under Chapter 11 of
the U.S. Bankruptcy Code (Bankr. N.D. Ill. Case No. 24-18981) on
December 19, 2024, with up to $50,000 in assets and up to $10
million in liabilities. Satish Vayuvegula, M.D., president of
American Vein & Lymphatic Society, signed the petition.
Judge Michael B. Slade handles the case.
The Debtor is represented by:
Thomas Fawkes, Esq.
Tucker Ellis, LLP
233 S. Wacker Dr.
Suite 6950
Chicago, IL 60606
Tel: 312-256-9425
Fax: 216-592-5009
Email: Thomas.Fawkes@tuckerellis.com
APPLE CENTRAL: Court Extends Use of Cash Collateral to March 31
---------------------------------------------------------------
The U.S. Bankruptcy Court for the District of Kansas issued an
order extending Apple Central KC, LLC's authority to use cash
collateral from Dec. 31, 2024, to March 31, 2025.
Equity Bank, a secured creditor, was granted replacement security
interests in and liens on all post-petition acquired property of
the company that is the same type of property that the bank holds a
pre-bankruptcy interest, lien, or security interest.
In addition, Equity Bank will be granted an administrative expense
claim in the event that the replacement liens prove inadequate to
protect the bank from any diminution in the value of its
collateral.
Apple Central KC was ordered by the court to perform certain
obligations, including making payments to AGA Kansas City, LLC,
abandoning its interests in personal property located in seven
closed restaurants, and maintaining insurance on all its assets.
About Apple central KC
Apple Central KC LLC sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. D. Kan. Case No. 24-21427) on October 30,
2024. In the petition signed by Michael Rummel, authorized
signatory, the Debtor disclosed up to $10 million in assets and up
to $50 million in liabilities.
Judge: Dale L Somers oversees the case.
Frank Wendt, Esq., at Brown & Ruprecht, PC represents the Debtor as
legal counsel.
AQUA METALS: Offers $1.5 Million Secured Notes to 8 Investors
-------------------------------------------------------------
Aqua Metals, Inc. disclosed in a Form 8-K filed with the Securities
and Exchange Commission that on Dec. 19, 2024, the Company closed
on a private placement of secured promissory notes in the aggregate
principal amount of $1,500,000.
On Dec. 18, 2024, Aqua Metals entered into a Securities Purchase
Agreement with eight accredited investors in connection with a
private placement of Notes in the aggregate principal amount of
$1,500,000 and common stock purchase warrants to purchase 750,000
shares of the Company's common stock. The Securities Purchase
Agreement includes customary representations, warranties, and
covenants by the investors and the Company. Certain officers and
directors of the Company purchased Notes in the aggregate amount of
$850,000.
The Notes accrue interest at the rate of 20% per annum, subject to
a payment of a minimum of 12 months interest in the event of
prepayment. The entire principal amount evidenced by the Notes
plus all accrued and unpaid interest is due on Dec. 31, 2025. The
Company's obligations under the Notes are secured by a first lien
on the Company's strategic metal inventory and a second lien on all
other assets of the Company.
Each Note purchaser received a Warrant to purchase share of the
Company's common stock in an amount equal to the principal amount
of the investor's Note divided by two, for a total of 750,000
shares of common stock. The Warrants are exercisable over a
five-year period at an exercise price of $1.92 per share and are
convertible to shares of common stock of the Company upon a change
in control of the Company. The investors did not receive
registration rights with regard to the shares of common stock
issuable upon exercise of the Warrants, however the Warrants do
contain a customary cashless exercise provision.
About Aqua Metals
Headquartered in Reno, Nevada, Aqua Metals, Inc. (NASDAQ: AQMS) --
www.aquametals.com -- is reinventing metals recycling with its
patented AquaRefining technology. Aqua Metals is focused on
developing cleaner and safer metals recycling through innovation.
The Company is also exploring additional novel applications of
AquaRefining across metals recycling industries at its Innovation
Center, including recycling emerging battery chemistries and
opportunities to develop additional products for sale to customer
specifications.
New York, New York-based Forvis, LLP, the Company's auditor since
2023, issued a "going concern" qualification in its report dated
March 28, 2024, citing that the Company has incurred substantial
operating losses and negative cash flows from operations since
inception that raise substantial doubt about its ability to
continue as a going concern.
ASSETTA ENTERPRISES: Amends Unsecured Claims Pay Details
--------------------------------------------------------
Assetta Enterprises, Inc., d/b/a Pini's Pizza, submitted a First
Amended Small Business Plan of Reorganization under Subchapter V
dated December 17, 2024.
Serina Nazzaro will continue to manage and operate the Debtor's
business. She will continue to employ twelve to fourteen employees,
full-time and part-time, to assist in the operations and delivery
service to support catering sales.
The total for filed, scheduled, and expected general unsecured
claims against the Debtor is approximately $987,600, including the
loan deficiency on Brookline Bank's bifurcated claim and the claims
of the other creditors that are being treated as unsecured based
upon the value of their collateral.
The sources of payments under the Plan will be available cash or
working capital, and the cash flow from ongoing business
operations. While the net cash flow may be insufficient to make
payment distributions under the Plan for year 2024, considering the
potential continued impact of the COVID-19 pandemic, the Debtor
expects the business to have enough revenue to cover the operating
business expenses, and other payments contemplated under the Plan
going forward in 2025.
Class 3 consists of General Unsecured Claims and Undersecured
Claims. In full and complete satisfaction, settlement, release and
discharge of the Class 3 Claims, each holder of the Allowed Class 3
Claim shall receive payment equal to a pro rata share of the cash
distribution from the Debtor's Disposable Income at no less than
six percent of their allowed claim. In addition, the Debtor will
pay a pro rata share of any litigation recovery against the Pelrine
Group that it receives, after administrative and tax payments are
made attributable to the recovery. This may increase the dividend
paid to general unsecured claims- but there is no guarantee of a
recovery in this litigation.
All payments to general unsecured claims will commence sixty days
after the Effective Date with quarterly payments being made in the
amount of $2,965.29 to the Sub-Chapter V Trustee to distribute pro
rata to the allowed claims. Notwithstanding the same, in the event
that the creditors vote to make this plan consensual, the Debtor
will make the plan payments, directly to the creditors.
Any distribution to General Unsecured Creditors will be from
amounts remaining from the Disposable Income, if any, after payment
of: (i) the expenses of administering the Estate (to the extent of
such additional expenses, before or after the Effective Date, not
already included in the estimate for Administrative Expense
Claims), (ii) the Administrative Expense Claims, (iii) the Priority
Tax Claims (if any), (iv) the Other Priority Claims (if any), and
(v) any other payment receiving priority or administrative expense
treatment. Class 3 is impaired under the Plan.
This Plan will be funded with available cash or working capital,
and cash flow for ongoing business operations, any recovery that is
not subsumed as administrative fees, and funds received as the
payment of any award of damages from The Pelrine, LLC. No tax is
expected on the recovery as the Debtor has significant tax carry
forwards. The Debtor will continue to operate in the ordinary
course of business.
A full-text copy of the First Amended Plan dated December 17, 2024
is available at https://urlcurt.com/u?l=qyCUiG from
PacerMonitor.com at no charge.
Counsel to the Debtor:
Laurel E. Bretta, Esq.
BRETTA LAW ADVISORS, P.C.
77 Mystic Avenue
Medford, MA 02155
Telephone: (781) 395-1545
Facsimile: (781) 395-0012
E-mail: bglaw@lbretta.com
About Assetta Enterprises
Assetta Enterprises, Inc., operated a take-out and delivery pizza
business.
The Debtor filed a petition under Chapter 11, Subchapter V of the
Bankruptcy Code (Bankr. D. Mass. Case No. 24-11594) on Aug. 7,
2024, with up to $50,000 in assets and up to $1 million in
liabilities.
Laurel E. Bretta, Esq. at Bretta Law Advisors, P.C., is the
Debtor's bankruptcy counsel.
AT HOME GROUP: $600MM Bank Debt Trades at 58% Discount
------------------------------------------------------
Participations in a syndicated loan under which At Home Group Inc
is a borrower were trading in the secondary market around 42.4
cents-on-the-dollar during the week ended Friday, December 27,
2024, according to Bloomberg's Evaluated Pricing service data.
The $600 million Term loan facility is scheduled to mature on July
24, 2028. The amount is fully drawn and outstanding.
At Home Group Inc. owns and operates home decor stores. The Company
offers furniture, home furnishings, wall decor and decorative
accents, rugs, and housewares.
AVALON GLOBOCARE: Ink $7M Securities Purchase Deal With York Sun
----------------------------------------------------------------
Avalon GloboCare Corp. disclosed in a Form 8-K filed with the
Securities and Exchange Commission that on Dec. 19, 2024, the
Company entered into that certain securities purchase agreement
with an accredited investor, York Sun Investment Holding Limited, a
British Virgin Islands company, pursuant to which the Company
agreed to issue and sell to the Investor, upon the terms and
conditions set forth in the Securities Purchase Agreement, up to
7,000 shares of Series C Convertible Preferred Stock for up to an
aggregate of $7,000,000, which is equal to $1,000 per share. The
first closing occurred on Dec. 24, 2024, with respect to the
Investor's purchase of 3,500 shares of Series C Convertible
Preferred Stock in exchange for $3,500,000.
Each share of Series C Convertible Preferred Stock is convertible
into common stock of the Company at a conversion per share equal to
$2.41, at the option of the holder, at any time after the later of
(i) the date of the shareholder approval of the issuance of the
Conversion Shares pursuant to the rules of the Nasdaq Stock Market
and (ii) the one year anniversary of the date of the first issuance
of any shares of the Series C Convertible Preferred Stock. The
Company will not be required to issue any Conversion Shares until
the Shareholder Approval is obtained by the Company. The Investor
shall also have a right of first refusal during the period
beginning on the date of the Securities Purchase Agreement and
continuing until such shareholder approval is obtained, on all
issuances of convertible preferred stock of the Company, excluding
agreements that are in place prior to the date of the Securities
Purchase Agreement and issuances of new classes of convertible
preferred stock in exchange for existing classes of convertible
preferred stock. Additionally, the Investor has the right,
pursuant to the Securities Purchase Agreement to appoint one member
to, or to replace one member of, the Company's board of directors,
subject to all applicable Nasdaq rules.
The Investor's purchase of the remaining 3,500 shares of Series C
Convertible Preferred Stock under the Securities Purchase Agreement
in exchange for an additional $3,500,000 is required to occur
within 120 calendar days of the date of the Securities Purchase
Agreement, subject to the satisfaction of customary closing
conditions.
Avalon filed a certificate of designations of preferences, rights,
and limitations of Series C Convertible Preferred Stock on Dec. 13,
2024, with the Department of State, Division of Corporations, of
the State of Delaware, which provides for the designation of 10,000
shares of Series C Convertible Preferred Stock of the Company, par
value $0.0001 per share, upon the terms and conditions as set forth
in the Series C Certificate of Designations. Each share of Series C
Convertible Preferred Stock has a stated value of $1,000.
Avalon Globocare
Headquartered in Freehold, New Jersey, Avalon Globocare --
http://www.avalon-globocare.com/-- is a commercial-stage company
dedicated to developing and delivering innovative, transformative
precision diagnostics and clinical laboratory services. Avalon
aims to establish a leading role in diagnostic testing innovation,
utilizing proprietary technology to deliver precise,
genetics-driven results. The Company also provides laboratory
services, offering a broad portfolio of diagnostic tests, including
drug testing, toxicology, and various other services ranging from
general bloodwork to anatomic pathology and urine toxicology.
New York, NY-based Marcum LLP, the Company's auditor since 2019,
issued a "going concern" qualification in its report dated April
15, 2024, citing that the Company has a significant working capital
deficiency, has incurred significant losses, and needs to raise
additional funds to meet its obligations and sustain its
operations. These conditions raise substantial doubt about the
Company's ability to continue as a going concern.
BIG LOTS: Gets Court OK for Last-Minute Sale Under New Owner
------------------------------------------------------------
Dietrich Knauth of Reuters reports that on December 31, 2024, Big
Lots secured court approval for a last-minute sale that will allow
200 to 400 stores to remain operational under new ownership.
U.S. Bankruptcy Judge Kate Stickles, overseeing the case in
Wilmington, Delaware, approved the deal, calling it the best
available outcome after a prior sale agreement fell apart, the
report relates.
According to Reuters, Big Lots filed for bankruptcy protection in
September 2024, initially planning to sell its business to private
equity firm Nexus Capital. However, that agreement collapsed
earlier in December 2024, prompting the retailer to begin
liquidation sales at approximately 900 stores as it faced a
potential shutdown.
In a swift move after the Christmas holiday, Big Lots arranged an
alternative deal, partnering with Gordon Brothers Retail Partners
to sell its assets, including stores, distribution centers, and
intellectual property. As part of this arrangement, Variety
Wholesalers, a privately held retailer, agreed to acquire 200 to
400 Big Lots locations, preserving 5,000 to 10,000 jobs and keeping
the brand alive, the report states.
Despite this outcome, the scaled-back deal will not generate enough
funds to fully repay Big Lots' vendors. Suppliers such as Tempur
Sealy and Serta Simmons, which continued fulfilling orders after
the bankruptcy filing, raised objections, noting the company
accrued an additional $250 million in unpaid debts while preparing
for the sale. Beth Rogers, an attorney representing Serta,
criticized the company for continuing to place orders it could not
pay for, leaving vendors at a significant loss, according to
Reuters.
At the time of its bankruptcy filing, Big Lots was the
fourth-largest home goods retailer in the U.S., with 1,300 stores,
$4.7 billion in 2023 revenue, and over 27,000 employees. The
company had been struggling with declining sales and faced mounting
financial pressure from $556.1 million in debt, according to court
documents.
About Big Lots
Big Lots (NYSE: BIG) -- http://www.biglots.com/-- is one of the
nation's largest closeout retailers focused on extreme value,
delivering bargains on everything for the home, including
furniture, decor, pantry and more.
On Sept. 9, 2024, Big Lots, Inc. and each of its subsidiaries
initiated voluntary Chapter 11 proceedings (Bankr. D. Del. Lead
Case No. 24-11967). The case is being administered by the Honorable
J. Kate Stickles.
Davis Polk & Wardwell LLP is serving as legal counsel, Guggenheim
Securities, LLC is serving as financial advisor, AlixPartners LLP
is serving as restructuring advisor, and A&G Real Estate Partners
is serving as real estate advisor to the Company. Kroll is the
claims agent.
Kirkland & Ellis is serving as legal counsel to Nexus Capital
Management LP.
PNC Bank, National Association, the DIP ABL Agent and Prepetition
ABL Agent, is represented by Choate, Hall & Stewart, LLP; and Blank
Rome, LLP. 1903P Loan Agent, LLC, the DIP Term Agent, and the
Prepetition Term Loan Agent are represented by Otterbourg, P.C. and
Richards, Layton & Finger, P.A.
BIG LOTS: New Rescue Agreement at Risk Due to Creditor Opposition
-----------------------------------------------------------------
Jonathan Randles of Bloomberg News reports that a proposal aimed at
saving Big Lots Inc. from closing all its stores is in jeopardy
after some creditors raised objections over potential losses in the
retailer's bankruptcy proceedings.
On December 27, 2024, the company announced plans to sell its
business to Gordon Brothers Retail Partners, which intends to
transfer 200 to 400 Big Lots locations to Variety Wholesalers Inc.,
according to Bloomberg News.
However, during a court hearing, lawyers representing Big Lots
landlords and vendors argued they had insufficient time to
thoroughly review the agreement's terms. They also voiced doubts
about the feasibility of the deal, the report states.
About Big Lots
Big Lots (NYSE: BIG) -- http://www.biglots.com/-- is one of the
nation's largest closeout retailers focused on extreme value,
delivering bargains on everything for the home, including
furniture, decor, pantry and more.
On Sept. 9, 2024, Big Lots, Inc. and each of its subsidiaries
initiated voluntary Chapter 11 proceedings (Bankr. D. Del. Lead
Case No. 24-11967). The case is being administered by the Honorable
J. Kate Stickles.
Davis Polk & Wardwell LLP is serving as legal counsel, Guggenheim
Securities, LLC is serving as financial advisor, AlixPartners LLP
is serving as restructuring advisor, and A&G Real Estate Partners
is serving as real estate advisor to the Company. Kroll is the
claims agent.
Kirkland & Ellis is serving as legal counsel to Nexus Capital
Management LP.
PNC Bank, National Association, the DIP ABL Agent and Prepetition
ABL Agent, is represented by Choate, Hall & Stewart, LLP; and Blank
Rome, LLP. 1903P Loan Agent, LLC, the DIP Term Agent, and the
Prepetition Term Loan Agent are represented by Otterbourg, P.C. and
Richards, Layton & Finger, P.A.
BIORA THERAPEUTICS: Jan. 7 Deadline Set for Panel Questionnaires
----------------------------------------------------------------
The United States Trustee is soliciting members for committee of
unsecured creditors in the bankruptcy case of Biora Therapeutics
Inc.
If a party wishes to be considered for membership on any official
committee that is appointed, it must complete a questionnaire
available at https://tinyurl.com/ywune4zh and return by email it to
Linda Casey - Linda.Casey@usdoj.gov - at the Office of the United
States Trustee so that it is received no later than Tuesday,
January 7, 2025, at 4:00 p.m.
If the U.S. Trustee receives sufficient creditor interest in the
solicitation, it may schedule a meeting or telephone conference for
the purpose of forming a committee.
About Biora Therapeutics Inc.
Biora Therapeutics is engaged in the research and development of
specialized, highly innovative therapies that utilize a needle-free
delivery of biotherapeutics.
Biora Therapeutics Inc. sought relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. D. Del. Case No. 24-12849) on December 27,
2024. In its petition, the Debtor reported estimated assets between
$10 million and $50 million and estimated liabilities between $100
million and $500 million.
In the petition signed by Richard Miller as chief transition
officer, the Debtor reported total assets of $17,980,000 and total
debts of $125,450,000.
David R. Hurst, Esq., of McDermott Will & Emery LLP represents the
Debtor as counsel. Evora Partners LLC acts as the Debtor's CTO
provider; MTS Partners LP serves as investment banker to the
Debtor; and Kroll Restructuring Administration LLC serves as claims
and noticing agent to the Debtor.
BIORA THERAPUETICS: Secures $10.25M DIP Financing for Chapter 11
----------------------------------------------------------------
Biora Therapeutics, Inc., a biotech company developing smart
pill-based therapeutic platforms, announced on Dec. 30, 2024, that
it has reached an agreement with certain of its prepetition
creditors to provide financing to support a chapter 11 sale
process, which will ultimately lead to a strengthened balance sheet
and help enable it to launch its next stage of product development.
To effectuate the transaction, the Company has filed a voluntary
petition under chapter 11 of the U.S. Bankruptcy Code in the
District of Delaware.
Throughout this process, Biora expects to operate its business as
usual and in the ordinary course as the Lenders have agreed to
provide the Company with a debtor in possession financing facility
of up to $10.25 million, subject to Court approval. This funding is
expected to allow Biora to meet its obligations arising during the
chapter 11 case to vendors, suppliers, employees and other
stakeholders as it pursues a court-supervised sale process.
Biora intends to file a motion requesting approval of a marketing
and sale process. The sales process is expected to occur on an
expedited timeline which will help minimize any potential adverse
impact on the Company's operations, vendors, and employees and
allow it to quickly emerge from the sale in a position to continue
the clinical development of its products. The Bid Procedures Motion
will facilitate a competitive bidding process under section 363 of
the Bankruptcy Code, designed to achieve the highest or otherwise
best value for Biora and its stakeholders. The Lenders have agreed
to serve as a stalking horse bidder for the Company's assets.
"This path will help allow us to focus on the BioJet and NaviCap
platforms which we believe continue to make tremendous progress. We
are happy that the Lenders recognize this progress and have showed
their confidence by financing the process as we continue the
development of our programs," said Adi Mohanty, Chief Executive
Officer of Biora Therapeutics.
The Company has filed customary motions with the court to authorize
ongoing operations, including the timely, uninterrupted payment of
employee wages, salaries, and benefits. Biora intends to pay
vendors and suppliers in full under normal terms for goods and
services provided during the chapter 11 case. The Company expects
these motions to be approved in the coming days.
Court filings and other information regarding Biora's
court-supervised process is available at cases.ra.kroll.com/biora.
The Company has set up an information line to answer questions
about this announcement, which can be reached by calling
1-877-329-1873 (toll-free U.S. calls) or 1-646-817-8535
(international).
About Biora Therapeutics
Biora Therapeutics is a clinical-stage biotech company developing
two smart pill-based therapeutics platforms: the NaviCap(TM)
platform for colon-targeted treatment of IBD, designed to improve
patient outcomes through treatment at the site of disease in the
gastrointestinal tract, and the BioJet(TM) platform for oral
delivery of large molecules, designed to replace injection with
needle-free delivery. For more information, visit
bioratherapeutics.com.
McDermott Will & Emery is Biora's legal counsel, MTS Health
Partners is its investment banker, and Evora Partners, LLC is its
restructuring advisor.
BLACK PEARL: Claims to be Paid From Sale Proceeds
-------------------------------------------------
Black Pearl Vision, LLC filed with the U.S. Bankruptcy Court for
the Western District of North Carolina a Plan of Liquidation dated
December 17, 2024.
The Debtor's business operations include manufacturing contact
lenses for sale to wholesale retailers from its facility in
Sarasota, Florida and operating a frame shop where it sells
eyeglasses and contact lenses to end users in Charlotte, North
Carolina (the "Business").
In January 2024, BPV stopped its manufacturing operations and began
only selling existing inventory because of myriad of issues
including a global shortage of certain plastic needed to cover the
contact lens packaging. BPV looked for alternative options to
package its products, but found none to be cost effective.
In an effort to continue its operations and minimize extreme
markups on its products, the Debtor began only selling its existing
inventory and shut down its manufacturing line. In July 2024, the
Debtor laid off its employees and turned its attention to marketing
itself for sale.
There is no current cash flow from the Debtor's business affairs.
Thus, it is unable to service the operating expenses and financial
obligations that would be incurred if it resumed operations.
Class 7 consists of all Allowed, Undisputed, Non-contingent,
Unsecured Claims listed on the Schedules or as otherwise approved
by the Court, and any Deficiency Claims known to the Debtor at the
time of the filing of this Plan. The last day for Creditors to file
proof of claim is January 9, 2025. Provided that the holder of a
Class 7 Claim has not yet been paid, on the later of (A) the
Effective Date and (B) for Claims in Class 7 that were Disputed
Claims on the Effective Date and have thereafter become Allowed
General Unsecured Claims, before the Distribution Date shall
receive a pro rata share of the Plan Distribution Fund.
Notwithstanding any other provision of the plan, holders of Allowed
General Unsecured Claims shall not be entitled to receive any
payment on account of Allowed General Unsecured Claims until the
Administrative Expense Fund is funded and Allowed Priority Tax
Claims, Allowed Ad Valorem Tax Claims, and Secured Claims have
received payment on account of such Allowed Claims or such Allowed
Claims have been reserved for in accordance with the Plan, and any
Disputed Claims have been reserved for in accordance with the Plan.
This Class is impaired.
Class 8 consists of Insiders with Unsecured Claims against the
Debtor. Claims in this Class will receive pro rata distributions
only if all prior classes are paid in full. This class is
impaired.
Class 9 consists of the Equity Interests in the Debtor. On the
Effective Date, Equity Interests shall be deemed cancelled, and the
holders of Equity Interests shall not receive or retain any
property under the Plan on account of such Equity Interests.
The Disbursing Agent will implement the Plan in a manner consistent
with the terms and conditions set forth in the Plan and the
Confirmation Order. On or after the Effective Date, except as
otherwise provided in the Plan, the Disbursing Agent may use,
acquire, or dispose of property and compromise or settle any
Claims, Interests, or Causes of Action without supervision or
approval by the Bankruptcy Court and free of any restrictions of
the Bankruptcy Code or Bankruptcy Rules.
The Plan shall be funded from the Sale Proceeds, funds generated
from assets not included in the Sale Transaction, and the proceeds
from any other Assets available to fund the Plan, including
avoidance actions or other litigation that may occur related to the
Case and generates funds to pay Claims.
Upon the sale of any real or personal property proposed to be sold
by this Plan, the liens secured by such property shall attach to
the net proceeds of sale remaining after payment of costs of sale
and all reasonable and ordinary closing costs (including but not
limited to ad valorem taxes, commissions, and any other costs
permitted under Section 506(c) of the Code), and shall be paid to
lienholders in accordance with the priorities of such liens, and
then to the other creditors in accordance with the priorities of
the Code.
A full-text copy of the Liquidating Plan dated December 17, 2024 is
available at https://urlcurt.com/u?l=z6iaqJ from PacerMonitor.com
at no charge.
Attorneys for the Debtor:
WALDREP WALL BABCOCK & BAILEY PLLC
Ciara L. Rogers, Esq.
3600 Glenwood Avenue, Suite 210
Raleigh, NC 27612
Email: crogers@waldrepwall.com
Telephone: (984) 480-2005
About Black Pearl Vision
Black Pearl Vision, LLC is a North Carolina limited liability
company authorized to conduct business in the State of Florida.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. W.D.N.C. Case No. 24-30948) on October 31,
2024, with $1,000,001 to $10 million in assets and liabilities.
Judge Ashley Austin Edwards presides over the case.
Ciara Louise Rogers, Esq. at Waldrep Wall Babcock & Bailey PLLC
represents the Debtor as legal counsel.
CASTLE INTERMEDIATE: S&P Lowers ICR to 'CCC-', Outlook Negative
---------------------------------------------------------------
S&P Global Ratings lowered its issuer credit rating on PR software
solutions provider Castle Intermediate Holding V Ltd. (dba Cision)
to 'CCC-' from 'CCC+' and assigned a negative outlook.
S&P said, "At the same time, we lowered our issue-level ratings on
the company's first-lien debt to 'CCC-' from 'CCC+'. We also
lowered the issue-level ratings on the company's senior unsecured
notes to 'C' from 'CCC-'. The recovery ratings are unchanged.
"The negative outlook reflects our view that Cision is vulnerable
to a near-term payment default, covenant breach, or distressed
exchange over the next six months.
"The downgrade reflects our view that Cision could face a near-term
liquidity shortfall or consider a distressed exchange transaction
in the next six months. Cision's recent results were weaker than
expected, with ongoing revenue declines (down 2.6% year over year),
higher interest expense (up $33.5 million year over year), and
elevated capital spending ($36.6 million for the year ended Sept.
30, 2024). This contributed to a significant free operating cash
flow (FOCF) deficit of about $45 million for the trailing 12 months
ended Sept. 30, 2024. This accelerated cash burn caused its
liquidity position to deteriorate to $84 million as of Sept. 30,
2024 (includes $50 million of cash and $34 million of revolver
availability) from $175 million in the prior-year period (includes
$45 million of cash and $130 million of revolver availability).
"We expect the company's liquidity will continue to deteriorate
based on our expectation for ongoing cash flow deficits due to
elevated interest expense ($200 million in 2025), seasonal working
capital requirements, and high capital spending ($50 million
annually). We expect Cision will need to use its cash balance and
unutilized revolver borrowings to fund its $43 million upcoming
revolver maturity (Jan. 31, 2025), which could push its liquidity
below the minimum $40 million covenant threshold within the next
six months.
"The company does not have additional near-term debt maturities, as
its $137 million revolver matures April 2026 and its first-lien
term loan facilities mature January 2027. However, we view its
capital structure as unsustainable and believe there is elevated
risk of a liquidity shortfall or debt restructuring over the next 6
months due to the company's weak operating performance, very high
leverage (11.4x as of Sept 30, 2024), and negative FOCF
generation.
"We believe there is heightened risk of a potential covenant breach
over the next six months. In February 2024, Cision amended its
credit agreement to extend the maturity of its revolving credit
facilities from Jan. 31, 2025, to April 30, 2026. The amendment
also included the addition of a minimum liquidity covenant of $40
million (tested quarterly and calculated on the final day of each
quarter). As a part of the amendment, $43 million of revolving
commitments were not extended beyond the original maturity date and
are due Jan. 31, 2025.
"We believe there is heightened risk that the company's liquidity
will fall below its $40 million minimum liquidity covenant over the
next several months due to ongoing cash flow deficits and our
expectation that it will need to use its cash balance ($50 million
as of Sept. 30, 2024) and revolver availability ($145 million drawn
as of Sept. 30, 2024) to fund the upcoming revolver maturities.
Absent an unforeseen positive development, capital infusion from
its sponsor, or amendment or waiver from its lenders, we believe
the company would likely violate its minimum liquidity covenant
when tested on March 31, 2025.
"The negative outlook reflects our view that Cision is vulnerable
to a near-term payment default, covenant breach, or distressed
exchange over the next six months.
"We could lower our ratings on Cision if the company misses a
principal or interest payment or announces or completes any type of
debt restructuring transaction that we would view as distressed and
tantamount to a default.
"We could raise our ratings on Cision if the company successfully
address its upcoming revolver maturity and improves its liquidity
position such that near-term liquidity risk is alleviated."
CBAK ENERGY: Fails to Comply with Nasdaq's Minimum Bid Price Rule
-----------------------------------------------------------------
CBAK Energy Technology, Inc., disclosed in a Form 8-K filed with
the Securities and Exchange Commission that on Dec. 26, 2024, it
received notice from the Listing Qualifications staff of The Nasdaq
Stock Market LLC notifying the Company that it is currently not in
compliance with the minimum bid price requirement set forth under
Nasdaq Listing Rule 5550(a)(2), which requires listed securities to
maintain a minimum bid price of US$1.00 per share. Nasdaq Listing
Rule 5810(c)(3)(A) provides that a failure to meet the minimum bid
price requirement exists if the deficiency continues for a period
of 30 consecutive business days. Based on the closing bid price of
the Company's common stock for the 30 consecutive business days
from November 12 through Dec. 24, 2024, the Company no longer meets
the minimum bid price requirement. The Notice has no immediate
effect on the listing of the Company's common stock, which will
continue to trade uninterrupted on Nasdaq under the ticker "CBAT".
Pursuant to Nasdaq Listing Rule 5810(c)(3)(A), the Company has a
compliance period of 180 calendar days, or until June 24, 2025, to
regain compliance with Nasdaq's minimum bid price requirement. If
at any time during the Compliance Period, the closing bid price per
share of the Company's common stock is at least $1.00 for a minimum
of 10 consecutive business days, Nasdaq will provide the Company a
written confirmation of compliance and the matter will be closed.
In the event the Company does not regain compliance with the
minimum bid price requirement by June 24, 2025, the Company may be
eligible for an additional 180 calendar day grace period. If the
Company does not qualify for the second compliance period or fails
to regain compliance during the second 180-day period, then Nasdaq
will notify the Company of its determination to delist the
Company's common stock, at which point the Company will have an
opportunity to appeal the delisting determination to a Hearings
Panel.
About CBAK Energy Technology
Liaoning Province, People's Republic of China-based CBAK Energy --
www.cbak.com.cn -- is a manufacturer of new energy high power
lithium and sodium batteries that are mainly used in light electric
vehicles, electric vehicles, energy storage such as residential
energy supply & uninterruptible power supply (UPS) application, and
other high-power applications. The Company's primary product
offering consists of new energy high power lithium and sodium
batteries. In addition, after completing the acquisition of 81.56%
of registered equity interests (representing 75.57% of paid-up
capital) of Hitrans in November 2021, the Company entered the
business of developing and manufacturing NCM precursor and cathode
materials. Hitrans is a leading developer and manufacturer of
ternary precursor and cathode materials in China, whose products
have a wide range of applications on batteries that would be
applied to electric vehicles, electric tools, high-end digital
products, and storage, among others.
CBAK Energy said in its Quarterly Report filed with the Securities
and Exchange Commission on Nov. 12, 2024, that, "As of September
30, 2024, we had an accumulated deficit of $118.1 million. We had
an accumulated deficit from recurring net losses incurred for the
prior years and significant short-term debt obligations maturing in
less than one year as of September 30, 2024. These factors raise
substantial doubts about our ability to continue as a going
concern."
Hong Kong, China-based ARK Pro CPA & Co, the Company's auditor
since 2023, issued a "going concern" qualification in its report
dated March 15, 2024, citing that the Company has a working capital
deficiency, accumulated deficit from recurring net losses and
significant short-term debt obligations maturing in less than one
year as of December 31, 2023. All these factors raise substantial
doubt about its ability to continue as a going concern.
CHESSWOOD GROUP: Bids for Assets in CCAA Sale Process Due Jan. 20
-----------------------------------------------------------------
FTI Consulting Canada Inc., in its capacity as court-appointed
monitor of Chesswood Group Limited, Case Funding Inc., Chesswood
Holdings Ltd., Chesswood US Acquisitionco Ltd., Pawnee Leasing
Corporation, Lease-Win Limited, Windset Capital Corporation, Tandem
Finance, Inc., Chesswood Capital Management Inc., Chesswood Capital
Management USA Inc., Rifco National Auto Finance Corporation, Rifco
Inc., Waypoint Investment Partners Inc. and 1000390232 Ontario Inc.
pursuant to the Companies' Creditors Arrangement Act, R.S.C. 1985,
c. C-36, as amended, is conducting a sale and investment
solicitation process in respect of certain of the CCAA Parties. The
SISP is intended to solicit interest in, and opportunities for:
(i) one or more sales or partial sales of all, substantially all,
or certain portions of their assets or business operations; and/or
(ii) an investment in, restructuring, recapitalization, refinancing
or other form of reorganization of the applicable CCAA Parties or
their business operations, or any combination thereof.
On October 29, 2024, the Ontario Superior Court of Justice
(Commercial List) issued an Initial Order pursuant to the CCAA in
respect of the CCAA Parties, which was thereafter amended and
restated. The CCAA Proceedings have been recognized as foreign main
proceedings pursuant to a final order of the U.S. Bankruptcy Court
for the district of Delaware under Chapter 15 of Title 11 of the
United States Code.
The SISP and related bidding procedures were approved by the Court
pursuant to a SISP Approval Order dated December 19, 2024, made in
the CCAA Proceedings. The SISP and related bidding procedures set
forth the manner in which interested parties may be provided with
an opportunity to participate in the SISP and submit offers,
including receipt of a process summary describing the opportunity
and access to a virtual data-room following execution of a
non-disclosure agreement acceptable to the Monitor. All interested
parties are encouraged to submit offers based on any form of
opportunity that they may elect to advance pursuant to the SISP.
Interested parties who wish to submit a bid in the SISP must
deliver an executed NDA in accordance with the SISP. Final binding
offers are due by no later than 5:00 pm (prevailing Eastern Time)
on January 20, 2025, unless extended in accordance with the terms
of the SISP. Interested parties should refer to the SISP for
information pertaining to other important deadlines and processes
thereunder.
Those who are interested in participating in the SISP can contact
the Monitor to receive additional information at:
FTI Consulting Canada Inc.79 Wellington Street WestSuite 2010, P.O.
Box 104Toronto, ON M5K 1G8Attention: Dean MullettEmail:
Dean.Mullett@fticonsulting.comAttention: Richard KimEmail:
Richard.Kim@fticonsulting.com
Copies of the Initial Order, the amended and restated Initial
Order, the SISP Approval Order, the SISP, and related materials may
be obtained from the website of the Monitor at:
http://cfcanada.fticonsulting.com/Chesswood/.
About Chesswood Group Limited
Chesswood Group Limited is a Toronto, Canada based holding company
whose subsidiaries engage in the business of specialty finance
(including equipment finance throughout North America and vehicle
finance and legal sector finance in Canada), as well as the
origination and management of private credit alternatives for North
American investors.
CITIUS PHARMACEUTICALS: Posts $40.19M Net Loss in FY Ended Sept. 30
-------------------------------------------------------------------
Citius Pharmaceuticals, Inc., filed with the Securities and
Exchange Commission its Annual Report on Form 10-K disclosing a net
loss applicable to common stockholders of $40.19 million on $0 of
revenues for the year ended Sept. 30, 2024, compared to a net loss
applicable to common stockholders of $33.69 million on $0 of
revenues for the year ended Sept. 30, 2023.
As of Sept. 30, 2024, the Company had $116.65 million in total
assets, $42.55 million in total liabilities, and $74.10 million in
total equity.
Boston, Massachusetts-based Wolf & Company, P.C., the Company's
auditor since 2014, issued a "going concern" qualification in its
report dated Dec. 27, 2024, citing that the Company has suffered
recurring losses and has a working capital deficit as of Sept. 30,
2024. 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/1506251/000121390024113149/ea0225656-10k_citius.htm
About Citius Pharmaceuticals
Headquartered in Cranford, N.J., Citius Pharmaceuticals, Inc., is a
biopharmaceutical company dedicated to the development and
commercialization of first-in-class critical care products. The
Company's goal generally is to achieve leading market positions by
providing therapeutic products that address unmet medical needs yet
have a lower development risk than usually is associated with new
chemical entities. New formulations of previously approved drugs
with substantial existing safety and efficacy data are a core
focus. The Company seeks to reduce development and clinical risks
associated with drug development, yet still focus on innovative
applications.
CLAIRE'S STORES: $502.4MM Bank Debt Trades at 19% Discount
----------------------------------------------------------
Participations in a syndicated loan under which Claire's Stores Inc
is a borrower were trading in the secondary market around 80.7
cents-on-the-dollar during the week ended Friday, December 27,
2024, according to Bloomberg's Evaluated Pricing service data.
The $502.4 million Term loan facility is scheduled to mature on
December 18, 2026. About $481.1 million of the loan has been drawn
and outstanding.
Claire's Stores, Inc. -- http://www.clairestores.com/-- is
aspecialty retailer of jewelry, accessories, and beauty products
for young women, teens, "tweens," and kids. Through the Claire's
brand, the Claire's Group has a presence in 45 nations worldwide,
through a total combination of over 7,500 Company-owned stores,
concessions locations, and franchised stores. Headquartered in
Hoffman Estates, Illinois, the Company began as a wig retailer by
the name of Fashion Tress Industries" founded by Rowland Schaefer
in 1961. In 1973, Fashion Tress Industries acquired the
Chicago-based Claire's Boutiques, a 25-store jewelry chain that
catered to women and teenage girls. Following that acquisition,
Fashion Tress Industries changed its name to "Claire's Stores,
Inc." and shifted its focus to a full line of fashion jewelry and
accessories.
COAL NEW HAVEN: Case Summary & 10 Unsecured Creditors
-----------------------------------------------------
Debtor: Coal New Haven, LLC
1001 E. 19th Street
Brooklyn, NY 11230
Business Description: Coal New Haven owns the real property
located at 915 Ella T. Grasso Boulevard, New
Haven, Connecticut valued at $16 million.
Chapter 11 Petition Date: December 31, 2024
Court: United States Bankruptcy Court
Eastern District of New York
Case No.: 24-45425
Judge: Hon. Jil Mazer-Marino
Debtor's Counsel: Kevin Nash, Esq.
GOLDBERG WEPRIN FINKEL GOLDSTEIN LLP
125 Park Ave
New York, NY 10017-5690
E-mail: knash@gwfglaw.com
Total Assets: $16,000,000
Total Liabilities: $23,410,978
The petition was signed by Mitchell Kahn as financial manager.
A full-text copy of the petition is available for free at
PacerMonitor.com at:
https://www.pacermonitor.com/view/VYPOYZQ/Coal_New_Haven_LLC__nyebke-24-45425__0001.0.pdf?mcid=tGE4TAMA
List of Debtor's 10 Unsecured Creditors:
Entity Nature of Claim Claim Amount
1. Brick & Patel LLP Legal $80,349
600 Fifth Avenue
14th Floor
New York, NY 10020
2. City of New Haven Unknown
Property Tax
165 Church Street
New Haven, CT
06510
3. Connecticut Department Unknown
of Revenue
450 Columbus Boulevard
Suite 1
Hartford, CT 06103
4. Internal Revenue Service Unknown
Centralized Insolvency Operations
PO Box 7346
Philadelphia, PA
19101-7346
5. Mendel Weider as Trustee $0
c/o Kyle A. Seiss, Esq.
Cohen, LaBarbera &
Landrigan, LLP
99 Brookside Avenue
Chester, NY 10918
6. Nexus Capital $2,560,000
Investments LLC
2233 Nostrand
Avenue, 3rd Floor
Brooklyn, NY 11210
7. Stonehenge Capital Investor Loan $5,341,405
Fund Connecticut IV
191 West Nationalwide Boulevard
Suite 600
Columbus, OH 43215
8. U.S. Small Business Administration $145,022
409 3rd Street, SW
Washington, DC 20416
9. Weinstein & Wisser, P.C. Legal $19,046
29 South Main Street
Suite 207
West Hartford, CT 06107
10. YH Roth CPA PC Professional $2,750
501 Chestnut Ridge Road Services
Suite 204
Spring Valley, NY 10977
COAL NEW: Seeks Bankruptcy Protection in New York
-------------------------------------------------
On December 31, 2024, Coal New Haven LLC filed Chapter 11
protection in the Eastern District of New York. According to
court filing, the Debtor reports between $10 million and $50
million in debt owed to 1 and 49 creditors. The petition states
funds will be available to unsecured creditors.
About Coal New Haven LLC
Coal New Haven LLC is a limited liability company.
Coal New Haven LLC sought relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. E.D.N.Y. Case No. 24-45425) on December 31,
2024. In its petition, the Debtor reports estimated assets and
liabilities between $10 million and $50 million each.
Honorable Bankruptcy Judge Jil Mazer-Marino handles the case.
Kevin J. Nash, Esq. of Goldberg Weprin Finkel Goldstein LLP
represents the Debtor as counsel.
CONTAINER STORE: Moody's Cuts CFR to Ca & Alters Outlook to Stable
------------------------------------------------------------------
Moody's Ratings downgraded The Container Store, Inc.'s corporate
family rating to Ca from Caa3, its probability of default rating to
D-PD from Caa3-PD and its senior secured term loan (Term B-3)
rating to Ca from Caa3. Its speculative grade liquidity rating
remains unchanged at SGL-4. The outlook was changed to stable from
negative.
The downgrades reflect governance considerations reflected by the
company's announcement [1] that it has filed for protection under
Chapter 11 of the US Bankruptcy Code. The filing follows a period
in which Container Store has been struggling to stabilize its
operations and refinance its upcoming debt maturities. The
downgrades also reflect Moody's view of diminished estimated
recoveries.
RATINGS RATIONALE
On December 22, 2024, Container Store commenced voluntary Chapter
11 proceedings in the US Bankruptcy Court for the Southern District
of Texas. At least 90% of the Company's Term Loan lenders have
entered into a transaction support agreement, pledging their
support for the in-court recapitalization which is expected to
reduce debt by at least $45 million and is planned to be confirmed
within the next 35 days. The proposed plan would provide for a
$140 million DIP ABL, proceeds of which will be used to repay its
existing ABL and cash collateralize all letters of credit, while
adding $40 million in upsized capacity. Its proposed $115 million
DIP term loan facility consists of $40 million of new money
(first-out-term loans) and $75 million of outstanding senior
secured term loan claims (second-out term loans). The first-out
term loans and the second-out term loans would receive 64% and 36%
of the reorganized equity, respectively. The Chapter 11 process
does not include the company's Elfa business in Sweden, which
continues to operate as usual. The company's stores and website
will continue to operate during this process.
Subsequent to the actions, Moody's will withdraw all of Container
Store's ratings.
The Container Store, Inc., is a retailer of storage and
organization products in the US and Europe. The company operates in
the US through its 103 specialty retail stores and website, and in
Europe through its wholly owned Swedish subsidiary, Elfa
International AB (Elfa). Net revenue for the LTM period ended
September 28, 2024, was about $799 million.
The principal methodology used in these ratings was Retail and
Apparel published in November 2023.
CORETEC GROUP: Sells $8.78 Million Series D Preferred Shares
------------------------------------------------------------
The Coretec Group, Inc., disclosed in a Form 8-K filed with the
Securities and Exchange Commission that on Dec. 17, 2024, it
entered into a subscription agreement with an accredited investor,
pursuant to which the Company agreed to issue and sell to the
Purchaser in a private placement, an aggregate of 87,800 shares of
the Company's designated Series D Convertible Preferred Shares,
stated value $100 per share, each of which is convertible into
shares of common stock, par value $0.0002 per share, of the Company
at affixed conversion price of $0.015 per Conversion Share. Under
the Purchase Agreement, the Purchaser has purchased an aggregate of
87,800 Series D Preferred Shares initially convertible into an
aggregate of 585,333,333 Conversion Shares for an aggregate
purchase price of $8,780,000. The Purchaser will not have the
right to convert any portion of its Series D Preferred Shares if,
together with its affiliates, it would beneficially own in excess
of 4.99% of the number of shares of Common Stock outstanding
immediately after giving effect to such conversion. Additionally,
holders of Series D Preferred Shares may elect to exchange their
shares for shares of a third-party company, in the event the
Company completes an acquisition of shares in a third party
company, which may be publicly traded outside U.S markets. The
exchange rate for any such transaction would be determined based on
the terms and conditions set forth in the certificate of
designations for the Series D Preferred Shares.
The Agreement contains customary representations and warranties and
agreements of the Company and the Purchaser and customary
indemnification rights and obligations of the parties. The
representations and warranties of each party set forth in the
Agreement have been made solely for the benefit of the other
parties to the Agreement, and such representations and warranties
should not be relied on by any other person.
Under the terms of the Agreement, the Company is permitted to
conduct multiple closings for the sale of the Series D Preferred
Stock. Following the initial closing, which occurred on Nov. 6,
2024, the Company conducted a subsequent closing on Nov. 13, 2024,
Dec. 1, 2024 and Dec. 17, 2024 and may conduct additional closings
until the termination of the offering. The offering of the Series
D Preferred Shares is expected to remain open until March 31, 2025,
subject to an extension of up to 45 days at the Company's
discretion. In total, no more than 150,000 shares of Series D
Preferred Stock will be sold across the initial and any subsequent
closings. The information provide herein shall not constitute an
offer to sell or the solicitation of an offer to buy any securities
of the Company.
About The Coretec Group
The Coretec Group is an Ann Arbor, Michigan-based company that owns
intellectual property and patents related to the production and
application of engineered silicon to enable new technologies and
improve the lifespan and performance of a variety of materials in a
range of industries. The Company is exploring opportunities to use
its silicon discoveries and developments to improve the performance
of lithium-ion batteries, solid-state LED lights, and
semiconductors, among other technologies. It is also exploring ways
to use its intellectual property to develop optical plastics to
advance the development of its CSpace 3D imaging chamber.
Tulsa, Oklahoma-based HoganTaylor LLP, the Company's auditor since
2016, issued a "going concern" qualification in its report dated
March 21, 2024, citing that the Company has insufficient revenue
and capital commitments to fund the development of its planned
products, pay current operating expenses, and meet debt commitments
beyond a year following the issuance of these financial statements.
This raises substantial doubt about the Company's ability to
continue as a going concern.
DELCATH SYSTEMS: Secures Additional $16.3 Million in Funding
------------------------------------------------------------
Delcath Systems, Inc., announced Dec. 30 the exercise of 1.7
million Series E and E1 warrants which resulted in $16.3 million of
funding. Approximately 6.6% of the warrants exercised were subject
to cashless exercise provisions. The warrants, issued in July and
August 2019 as a component of a private placement, had an exercise
price of $10.00 per share and expired on Dec. 24, 2024.
"With the exercise of these warrants, current cash on hand and cash
expected from operations as a result of our revenue growth, we
believe that we are in a strong position to execute on our ongoing
commercialization efforts and our robust clinical development
plan," said Gerard Michel, Delcath's chief executive officer. Mr.
Michel continued, "As we continue to drive the commercial success
of HEPZATO to treat uveal melanoma patients we can confidently
invest in new clinical trials."
About Delcath Systems
Headquartered in New York, N.Y., Delcath Systems, Inc. --
www.delcath.com -- is an interventional oncology company focused on
the treatment of primary and metastatic liver cancers. The
company's proprietary products, HEPZATO KIT (Hepzato (melphalan)
for Injection/Hepatic Delivery System) and CHEMOSAT Hepatic
Delivery System for Melphalan percutaneous hepatic perfusion (PHP)
are designed to administer high-dose chemotherapy to the liver
while controlling systemic exposure and associated side effects
during a PHP procedure.
New York, N.Y.-based Marcum LLP, the Company's auditor since 2018,
issued a "going concern" qualification in its report dated March
26, 2024, citing that the Company has a significant working capital
deficiency, has incurred significant losses, and needs to raise
additional funds to meet its obligations and sustain its
operations. These conditions raise substantial doubt about the
Company's ability to continue as a going concern.
DELTA 9: Simply Solventless Acquires Bio-Tech's Shares in CCAA Sale
-------------------------------------------------------------------
Simply Solventless Concentrates Ltd. announced that it has entered
into a share purchase agreement dated December 28, 2024 with Delta
9 Cannabis Inc. in respect of the acquisition of all of the issued
and outstanding shares of Delta 9 Bio-Tech Inc. for cash
consideration of $nil net of approximately $3.0 million of expected
net working capital received, or cash consideration of $3.0 million
without deducting expected working capital received, payable in a
series of payments of $0.75 million by January 2, 2025 and $2.25
million on the closing date, expected to be January 31, 2025. SSC
also announces the appointment of Jeff Holmgren as Chief Financial
Officer and the promotion of Murray Brown, SSC's current Vice
President, Operations, to the position of Chief Operating Officer.
Additionally, all of SSC's 8,700,000 common share purchase warrants
exercisable at a price of $0.40 per share with an expiry date of
December 23, 2024, have been exercised for proceeds of $3,480,000.
Vertically integrating upstream into cultivation is a core SSC
strategic mandate due to a tightening supply demand dynamic pushing
cannabis prices upward, SSC's increasing demand for dried flower
due to the acquisition of leading preroll manufacturer ANC Inc.,
and the desire for SSC to participate in the dried flower product
category which holds a 40% market share (according to Headset
data). The acquisition of Bio-Tech provides SSC with a predictable
volume of high-quality Good Agricultural Collection Practice
certified internationally exportable flower, with low per gram cost
of cultivation, for an attractive acquisition metric of only 0.0x
adjusted EBITDA post integration, net of expected net working
capital received. SSC assumes no debt or liabilities from the
Acquisition, and with a large portion of the synergies being
captured prior to closing, SSC believes that Bio-Tech will
contribute meaningfully to further expanded revenue and adjusted
EBITDA in Q1 2025.
SSC will provide Q1 2025 guidance in the weeks after closing of the
Acquisition.
The Acquisition
Pursuant to the order of the King's Bench of Alberta issued July
15, 2024 (as amended and restated from time to time), Delta 9 and
Bio-Tech, among other entities, collectively, commenced proceedings
under the Companies' Creditors Arrangement Act. On July 24, 2024,
Bio-Tech entered a court granted sale and investment solicitation
process for the business and/or assets of Bio-Tech.
SSC has entered into the SPA with Delta 9 in respect of the
Acquisition, pursuant to which SSC will acquire all of the issued
and outstanding shares of Bio-Tech for cash consideration of $nil
net of approximately $3.0 million of expected net working capital
received, or cash consideration of $3.0 million without deducting
expected working capital received, payable in a series of payments
of $0.75 million by January 2, 2025 and $2.25 million on the
closing date, expected to be January 31, 2025. SSC will also enter
into a lease in respect of the Bio-Tech facility, conditional upon
closing of the Acquisition.
Valuation Metrics of Acquisition
-- Adjusted EBITDA Multiple (Net of Expected Working Capital
Received): 0.0x estimated annual adjusted EBITDA ($0.0 million
consideration net of expected working capital received / $2.5
million estimated annual adjusted EBITDA of Bio-Tech). Adjusted
EBITDA is a non-IFRS measure. See "Non-IFRS Financial Measures"
below.
-- Adjusted EBITDA Multiple (Without Deducting Expected Net Working
Capital Received): 1.2x estimated annual adjusted EBITDA ($3.0
million consideration / $2.5 million estimated annual adjusted
EBITDA of Bio-Tech). Adjusted EBITDA is a non-IFRS measure.
Closing of the Acquisition is subject to several conditions
precedent, including but not limited to the approval of the TSXV,
the completion of the reverse vesting order pursuant to the CCAA
proceedings and a notification to Health Canada. There is no
guarantee that the Acquisition will close on the terms set forth
herein or at all.
Key benefits and synergies of the Acquisition are:
-- Low Cultivation Costs: Upon capture of synergies, it is expected
that the all-in cash cost to cultivate will be approximately
$0.60-$0.70 per gram, among the lowest for indoor cannabis in
Canada.
-- No Liabilities: As Bio-Tech is being acquired through CCAA
proceedings, SSC will assume no liabilities upon closing of the
Acquisition.
-- Tax Pools: Bio-Tech has approximately $60 million of accrued
non-capital loss tax pools which may be usable to SSC. Should these
tax pools be utilized, they are expected to reduce future tax
payments by up to $12 million at an effective tax rate of 20%.
-- International Exposure: The Facility is GACP certified, allowing
for the export of dried flower to international markets, which
currently attracts higher selling prices.
-- Complimentary Products: SSC does not currently cultivate or sell
dried flower. The Acquisition will allow SSC to participate in the
dried flower product category, which is the largest cannabis
product category in Canada with a market share of approximately 40%
(according to Headset data).
-- Supply Chain: In the opinion of SSC, the supply demand dynamic
is balancing in the Canadian wholesale cannabis marketplace, making
it more difficult to procure the inputs that SSC requires. The
Acquisition secures a supply of high-quality flower and trim for
use in SSC's prerolls and in the manufacturing of concentrates and
hash.
-- Prerolling: Bio-Tech sells regular and infused prerolls in
numerous markets. SSC's subsidiary ANC Inc. will bring this
manufacturing in-house, maximizing efficiency.
-- Vapes: Bio-Tech sells vape cartridges in numerous markets, and
it currently outsources all vape manufacturing. This manufacturing
will come in-house at SSC's Massive Hash Factory facility, reducing
production costs.
-- Inventory Velocity: Bio-Tech sells several products that SSC
currently manufactures, including hash, which will help maximize
inventory turnover.
-- Facility Cost Savings: SSC will be able to rationalize the
activities performed at its various facilities, reducing fixed
operating costs by approximately $750,000 annually once
rationalized (prior to the estimated post integration adjusted
EBITDA figure of $2,500,000).
-- Cost Synergies: Administration, including but not limited to
public company costs, accounting, IT, governance, and HR will be
shared, reducing costs significantly.
-- Blended Excise Rate: Bio-Tech pays lower excise rates as a
cultivator, which will lower SSC's overall corporate blended excise
tax rate.
Bio-Tech financial figures and preliminary projected proforma
are as follows:
-- Bio-Tech Production: Bio-Tech is currently producing
approximately 9,000kg per year of high-quality cannabis. It is
believed that production can be increased to 15,000-18,000kg per
year with approximately $4.0 million of capital investment, which
is not planned at this time.
-- Bio-Tech Revenue: Bio-Tech is expected to generate approximately
$12.0 million of annualized gross revenue, which would represent an
increase of approximately 25% from current SSC levels. It is
believed that the current average selling price per gram of $1.11/g
can be increased through international export and through other
initiatives.
-- Bio-Tech Adjusted EBITDA: After capturing synergies, Bio-Tech is
expected to generate approximately $2.5 million of annualized
adjusted EBITDA (prior to any facility rationalization as noted
above), which would represent an increase of approximately 23% from
current SSC levels.
Executive Appointments
SSC is pleased to announce that it has appointed Jeff Holmgren as
its Chief Financial Officer, and that Murray Brown has been
promoted to the position of Chief Operating Officer.
Jeff is a seasoned finance executive with a passion for corporate
leadership and hands-on strategic entrepreneurialism. Jeff's career
started at Ernst & Young LLP, where he obtained his chartered
accountant designation and an in-depth knowledge of financial
reporting, securities compliance and corporate governance serving
clients in both public and private, domestic and international
sectors, followed by over 20 years of executive level experience
serving as CFO for numerous public and private oil and gas
companies until his transition to the cannabis industry in 2018.
Jeff's deep understanding of the regulatory environment, capital
markets and familiarity with the cannabis consumer was integral to
the growth of Trees Cannabis into a national cannabis retailer,
where as co-founder, CFO and later President, he navigated the
complex and challenging business environment until its sale in
2024. With a unique aptitude for corporate restructuring, strategic
growth and leadership, Jeff is honoured to have the opportunity to
leverage his knowledge and experience with the industry leading
team at SSC.
Jeff Holmgren replaces Jeff Hall as SSC's Chief Financial Officer.
SSC thanks Jeff Hall for his contributions to SSC in his time as
CFO.
Prior to Murray's promotion to Chief Operating Officer, Murray
served as SSC's Vice President, Operations. Murray has been
instrumental in SSC's growth, driving acquisition integration and
the expansion of SSC's operating capabilities company wide. Murray
boasts four decades of experience at the executive level in
cannabis, oil and gas services, and manufacturing. Prior to joining
SSC, Murray served as Vice President, Operations for a licensed
cannabis producer for a period of five years.
Option Grant
In connection with the appointment of Jeff Holmgren as CFO, SSC has
granted Jeff Holmgren 400,000 stock options with an exercise price
of $0.64 per share and expiring five years from the date of grant.
The appointment of Jeff Holmgren and the option grant remains
subject to the final approval of the TSXV.
$0.40 Warrant Update
All of SSC's 8,700,000 common share purchase warrants exercisable
at a price of $0.40 per share with an expiry date of December 23,
2024, have been exercised for proceeds of $3,480,000. The expiry
date of these warrants was December 23, 2024, as December 21, 2024,
the original expiry date, was on a Saturday.
About Simply Solventless Concentrates Ltd.
SSC is a public company incorporated under the Business
Corporations Act (Alberta). SSC's mission is to provide pure,
potent, terpene-rich ready to consume cannabis products to
discerning cannabis consumers. For more information regarding SSC,
please see www.simplysolventless.ca.
About Bio-Tech
Bio-Tech operates a 95,000 square foot GACP certified cannabis
cultivation facility in Winnipeg, Manitoba (the "Facility"), with
an annual cultivation capacity of approximately 9,000kg of dried
cannabis flower and trim.
Bio-Tech currently services the recreational dried flower markets
in Ontario, Alberta, Manitoba, Saskatchewan, British Columbia, and
the Maritimes, and the business-to-business wholesale market in
Canada and internationally.
About Delta 9 Cannabis Inc.
Delta 9 Cannabis Inc. is a vertically integrated cannabis company
focused on bringing the highest quality cannabis products to
market. The Company sells cannabis products through its wholesale
and retail sales channels and sells its cannabis grow pods to other
businesses. Delta 9's wholly-owned subsidiary, Delta 9 Bio Tech
Inc., is a licensed producer of medical and recreational cannabis
and operates a 95,000 square foot production facility in Winnipeg,
Manitoba, Canada. Delta 9 owns and operates a chain of retail
stores under the Delta 9 Cannabis Store brand. Delta 9's shares
trade on the Toronto Stock Exchange under the symbol "DN" and on
the OTC under the symbol "DLTNF". For more information, please
visit www.delta9.ca.
DIGITAL ALLY: Falls Short of Nasdaq's Minimum Bid Price Requirement
-------------------------------------------------------------------
Digital Ally, Inc., disclosed in a Form 8-K filed with the
Securities and Exchange Commission that on Dec. 20, 2024, it
received a notice from the Nasdaq Stock Market LLC, which indicated
that the Company was not in compliance with Nasdaq Listing Rule
5550(a)(2), as the Company's closing bid price for its common
stock, par value $0.001 per share, was below $1.00 per share for
the prior 30 consecutive business days.
Pursuant to Nasdaq Listing Rule 5810(c)(3)(A), the Company has been
granted a 180-calendar day compliance period, or until June 18,
2025, to regain compliance with the Minimum Bid Price Requirement.
During the compliance period, the Company's shares of Common Stock
will continue to be listed and traded on the Nasdaq Capital Market.
If at any time during the Compliance Period, the bid price of the
Common Stock closes at or above $1.00 per share for a minimum of 10
consecutive business days, Nasdaq will provide the Company with
written confirmation of compliance with the Minimum Bid Price
Requirement and the matter will be closed.
If the Company is not in compliance by June 18, 2025, the Company
may be afforded a second 180-calendar day compliance period. To
qualify for this additional time, the Company will be required to
meet the continued listing requirement for market value of publicly
held shares and all other initial listing standards for Nasdaq with
the exception of the Minimum Bid Price Requirement, and will need
to provide written notice to Nasdaq of its intent to regain
compliance with such requirement during such second compliance
period.
If the Company does not regain compliance within the allotted
compliance periods, including any extensions that may be granted by
Nasdaq, Nasdaq will provide notice that the Common Stock will be
subject to delisting from the Nasdaq Capital Market. At that time,
the Company may appeal any such delisting determination to a Nasdaq
hearings panel.
The Company intends to continuously monitor the closing bid price
for its Common Stock, and is in the process of considering various
measures to resolve the deficiency and regain compliance with the
Minimum Bid Price Requirement. However, there can be no assurance
that the Company will be able to regain or maintain compliance with
the Minimum Bid Price Requirement or any other Nasdaq listing
standards, that Nasdaq will grant the Company any extension of time
to regain compliance with the Minimum Bid Price Requirement or any
other Nasdaq listing requirements, or that any such appeal to the
Nasdaq hearings panel will be successful, as applicable.
About Digital Ally
Headquartered in Lenexa, KS, the business of Digital Ally (NASDAQ:
DGLY) through its subsidiaries, is divided into three reportable
operating segments: 1) the Video Solutions Segment, 2) the Revenue
Cycle Management Segment and 3) the Entertainment Segment. The
Video Solutions Segment is the Company's legacy business that
produces digital video imaging, storage products, disinfectant and
related safety products for use in law enforcement, security and
commercial applications. This segment includes both service and
product revenues through its subscription models offering cloud and
warranty solutions, and hardware sales for video and health safety
solutions. The Revenue Cycle Management Segment provides working
capital and back-office services to a variety of healthcare
organizations throughout the country, as a monthly service fee.
The Entertainment Segment acts as an intermediary between ticket
buyers and sellers within the Company's secondary ticketing
platform, ticketsmarter.com, and the Company also acquires tickets
from primary sellers to then sell through various platforms. For
additional news and information please visit www.digitalally.com
New York, NY-based RBSM LLP, the Company's auditor since 2019,
issued a "going concern" qualification in its report dated April 1,
2024, citing that the Company has incurred substantial operating
losses and will require additional capital to continue as a going
concern. This raises substantial doubt about the Company's ability
to continue as a going concern.
DIOCESE OF CAMDEN: Chubb, AIG Units Lose in Bankruptcy Dispute
--------------------------------------------------------------
Olivia Alafriz of Bloomberg Law reports that insurers for the
Diocese of Camden, N.J., are barred from suing the diocese for
allegedly breaching a settlement agreement, a federal bankruptcy
judge has ruled.
Judge Jerrold N. Poslusny of the U.S. Bankruptcy Court for the
District of New Jersey stated in his Monday, December 30, 2024,
ruling that the diocese's actions following the settlement were
consistent with its fiduciary obligations to other creditors,
according to the report. Judge Poslusny dismissed the first two
counts of the insurers' complaint against the diocese, the report
states.
About The Diocese of Camden, NJ
The Diocese of Camden, New Jersey is a nonprofit religious
corporation organized pursuant to Title 16 of the Revised Statutes
of New Jersey. The Diocese is the secular legal embodiment of the
Roman Catholic Diocese of Camden, a juridic person recognized under
Canon Law.
The Diocese of Camden sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. D.N.J. Case No. 20-21257) on Oct. 1, 2020.
The petition was signed by Reverend Robert E. Hughes, vicar General
and vice president. At the time of the filing, the Debtor had total
assets of $53,575,365 and liabilities of $25,727,209. Judge Jerrold
N. Poslusny Jr. oversees the case. McManimon, Scotland & Baumann,
LLC, is the Debtor's legal counsel.
DMD CUSTOM: Court Extends Use of Cash Collateral to Feb. 11
-----------------------------------------------------------
DMD Custom Critical, Inc. got the green light from the U.S.
Bankruptcy Court for the Northern District of Illinois to continue
using cash collateral until Feb. 11.
The company was authorized to use the cash collateral of the U.S.
Small Business Administration in accordance with its budget,
subject to the terms and conditions set forth in the court's
previous order issued on Aug. 18 last year.
As adequate protection, DMD will continue to make monthly payments
to the SBA.
The next hearing is scheduled for Feb. 11.
About DMD Custom Critical
DMD Custom Critical, Inc. is a trucking company in Des Plaines,
Ill., which provides expedited transportation services to all 48
states.
The Debtor filed a petition under Chapter 11, Subchapter V of the
Bankruptcy Code (Bankr. N.D. Ill. Case No. 24-10873) on July 26,
2024, with $874,500 in assets and $1,885,742 in liabilities. Ira
Bodenstein serves as Subchapter V trustee.
Judge Donald R. Cassling presides over the case.
David P. Leibowitz, Esq., at Leibowitz, Hiltz & Zanzig, LLC
represents the Debtor as legal counsel.
DURHAM HOMES: Unsecureds Will Get 100% of Claims in Plan
--------------------------------------------------------
Durham Homes USA LLC filed with the U.S. Bankruptcy Court for the
Southern District of Florida an Amended Disclosure Statement for
the Amended Plan of Reorganization dated December 18, 2024.
The Debtor is in the business of constructing and selling new
single-family homes. The Debtor's showroom and the office of Martin
Childress are located at 124B East Curtis St., Simpsonville, SC
29681. The Debtor leases these business premises.
The three members of the Debtor are business entities: (i) Boulder
Ridge holds 20%; JDS Partners LLC holds 75%; and Leigh Properties,
LLC holds 5%. As of the Petition Date, the Debtor owned certain
real property as reflected on its schedules, which includes a mix
of developed and undeveloped lots.
The Debtor's bankruptcy petition was made necessary due to (i)
higher interest rates, which caused a substantial reduction in home
sales, and (ii) litigation in multiple forums involving one of its
largest general unsecured creditors, AG6, including: (a)
Alternative Global Six, LLC v. Durham Homes USA, LLC, AAA Case No.
01-23-0004-8808 (the "JV Arbitration") and (b) a state court case
styled Alternative Global Six, LLC v. Durham Homes USA LLC, Index
No. 653837/2022 (Sup. Ct., NY Cty) (the "Note Case," and, together
with the JV Arbitration, the "Pre-Petition Proceedings").
The Debtor believes that confirmation of the Plan provides the best
opportunity for maximizing recoveries for the Debtor's creditors
and equity interest holders. Through the Plan, the Debtor will be
able to restructure their debt and provide a meaningful
distribution to the holders of Allowed Claims.
Class 12 consists of the unsecured claims held by individuals for
deposits to the Debtor to the extent such claims are entitled to
priority status. On the Effective Date, and except to the extent
that a holder of an allowed Class 12 Claim has been paid prior to
the Effective Date or agrees to different treatment, in full
satisfaction, settlement, release, extinguishment and discharge of
such claims, each holder of an Allowed Unsecured Priority Consumer
Deposit Claim shall receive payment in full in cash by the
Reorganized Debtor. To the extent any person holds an unsecured
claim that exceeds the statutory cap set forth in Section 507(a)(7)
of the Bankruptcy Code, such claim shall be treated as a General
Unsecured Claim in Class 13 of the Plan.
Class 13 consists of the Allowed Claims of the general unsecured
creditors. The Debtor estimates the aggregate amount of Class 13
General Unsecured claims totals approximately $10,801.13. The
Debtor's review reflects that these claims are largely comprised of
ongoing business counterparties of the Debtor.
Except to the extent that the holder of an Allowed General
Unsecured Claim has been paid before the Effective Date, or agrees
to a different treatment, each holder of an Allowed General
Unsecured Claim against the Debtor shall share Pro Rata in a total
distribution of $10,801.13 to be paid within 30 days following the
Effective Date. These payments shall be in full satisfaction,
settlement, release, and extinguishment of their respective Allowed
Claims. This Class will receive a distribution of 100% of their
allowed claims.
Class 14 consists of the Allowed Equity Interests in the Debtor and
in the assets of the estate. The Allowed Equity Interests in the
Debtor are retained under the Plan. All equity holders of the
Debtor which existed as of the Petition Date will continue to
retain their same percentage ownership interests in the Reorganized
Debtor.
Funds to be used to make the payments required on the Effective
Date under the Plan shall derive from the Debtor's cash on hand and
the operation of the Reorganized Debtor's business in the ordinary
course prior to the Effective Date.
A full-text copy of the Amended Disclosure Statement dated December
18, 2024 is available at https://urlcurt.com/u?l=FvlAZu from
PacerMonitor.com at no charge.
Co-Counsel to the Debtor:
Jeffrey Bast, Esq.
Hunter J. Grasso, Esq.
BAST AMRON LLP
One Southeast Third Avenue, Suite 1400
Miami, FL 33131
Tel: (305) 379-7904
Fax: (305) 379-7905
Email: jbast@bastamron.com
hgrasso@bastamron.com
Co-Counsel to the Debtor:
Michael M. Beal, Esq.
Adam J. Floyd, Esq.
Kathryn A. Waites, Esq.
BEAL, LLC
1301 Gervais Street, Suite 1040
Columbia, SC 29201
Tel: (803) 728-0803
Email: mbeal@bealLLC.com
Email: afloyd@bealLLC.com
Email: kwaites@bealLLC.com
About Durham Homes USA, LLC
Durham Homes USA, LLC operates in the residential building
construction industry.
Durham Homes USA filed its voluntary petition for Chapter 11
protection (Bankr. S.D. Fla. Case No. 24-16133) on June 20, 2024.
In the petition signed by Johnny Martin Childress, manager, the
Debtor disclosed up to $50 million in both assets and liabilities.
Judge Mindy A. Mora oversees the case.
Aaron A. Wernick, Esq., at Wernick Law, PLLC, serves as the
Debtor's legal counsel.
DUSOBOX CORP: Court OKs Acquired Asset Sale to Precision for $8.2MM
-------------------------------------------------------------------
The U.S. Bankruptcy Court for the Middle District of Florida,
Orlando Division, has permitted Dusobox Corporation to sell
acquired assets, free and clear of liens, claims, and
encumbrances.
The Debtor's acquired assets to be sold include substantially all
of the Debtor's assets including all contracts and leases
identified in, machinery, equipment, furniture, fixtures,
intellectual property (including trademarks, trade secrets, and
other proprietary rights), customer lists and associated goodwill,
permits to the extent transferable, and other tangible and
intangible assets.
The Court authorized the Debtor to sell the assets to Precision
Corr FL, LLC with the purchase price of $8,250,000 cash.
The Court has determined that the Debtor has articulated a good,
sufficient, and sound business justification and purpose for
authorizing and approving the purchase agreement, sale transaction,
cure amounts, and the assumption and assignment of the assigned
contracts.
The Court held that the purchase agreement presents the best
opportunity to maximize the value of the Acquired Assets on a going
concern basis and to avoid decline and devaluation as a result of
delay or liquidation, and failure to consummate the Sale
Transaction, could materially diminish creditor recoveries.
Flagstar Financial & Leasing, LLC, M&T Capital and Leasing
Corporation, and Customers Commercial Finance, LLC which hold a
security interest in one or more of the Acquired Assets, have
consented to the Sale Transaction on the terms set forth in the
agreement.
The Court also agreed for the Debtor to sell the Acquired Assets
free and clear of all encumbrances.
The Court has directed the Debtor to pay from the sale proceeds the
following amounts to the following creditors via wire transfer:
-- Flagstar Financial & Leasing, LLC with $5,150,000.00
-- M&T Capital Leasing, LLC with $764,000.00
-- Customers Commercial Finance, LLC with $510,000.00
-- U.S. Small Business Administration with $151,013.30
-- Orange County Tax Collector with $301,850.70
All net proceeds of the sale shall be deposited and held in the
trust account of Nardella & Nardella, PLLC absent separate order of
the Court.
About 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.
ENDURO PROPERTIES: Seeks to Hire Mark McBryde as Accountant
-----------------------------------------------------------
Enduro Properties Investment Company, Inc. seeks approval from the
U.S. Bankruptcy Court for the Western District of Western to employ
Mark McBryde as accountant.
The firm will prepare the necessary tax returns of the Debtor in
the Chapter 11 case.
The firm will be paid at a flat fee of $2,000 per tax return.
Mark McBryde, disclosed in a court filing that the firm is a
"disinterested person" as the term is defined in Section 101(14) of
the Bankruptcy Code.
The firm can be reached at:
Mark McBryde
7520 Capital Drive, Suite 101,
Germantown, TN 38138
Tel:(901) 756-3975
About Enduro Properties Investment
Enduro Properties Investment Company, Inc. sought protection under
Chapter 11 of the U.S. Bankruptcy Code (Bankr. W.D. Tenn. Case No.
24-23074) on June 27, 2024, with up to $50,000 in assets and up to
$500,000 in liabilities.
Judge M. Ruthie Hagan presides over the case.
Bo Luxman, Esq., represents the Debtor as legal counsel.
FIREFLY NEUROSCIENCE: All Four Proposals Approved at Annual Meeting
-------------------------------------------------------------------
Firefly Neuroscience, Inc., disclosed in a Form 8-K filed with the
Securities and Exchange Commission that on Dec. 27, 2024, the
Company held the Annual Meeting at which the stockholders:
(1) elected David DeCaprio, Jon Olsen, and Greg Lipschitz as
Class I directors to serve until the annual meeting of stockholders
to be held in 2027, or until each one's respective successor has
been duly elected and qualified;
(2) ratified the appointment of Marcum Canada, LLP as the
Company's independent registered public accounting firm for the
Company's fiscal year ending Dec. 31, 2024;
(3) approved, on a non-binding, advisory basis, the compensation
paid to the Company's named executive officers; and
(4) approved, on a non-binding, advisory basis, a yearly
frequency of holding a vote on executive compensation.
About Firefly
Firefly (NASDAQ: AIFF) (formerly WaveDancer, Inc.) is an Artificial
Intelligence company developing innovative solutions that improve
brain health outcomes for patients with neurological and mental
disorders. Firefly's FDA-510(k) cleared Brain Network Analytics
(BNA) technology revolutionizes diagnostic and treatment monitoring
methods for conditions such as depression, dementia, anxiety
disorders, concussions, and ADHD. Over the past 15 years, Firefly
has built a comprehensive database of brain wave tests, securing
patent protection, and achieving FDA clearance . The Company is now
launching BNA commercially, targeting pharmaceutical companies
engaged in drug research and clinical trials, as well as medical
practitioners for clinical use.
Tysons, Virginia-based CohnReznick LLP, the Company's auditor since
2012, issued a "going concern" qualification in its report dated
March 20, 2024, citing that the Company has suffered recurring
losses from operations that raise substantial doubt about its
ability to continue as a going concern.
FRANCHISE GROUP: $300MM Bank Debt Trades at 40% Discount
--------------------------------------------------------
Participations in a syndicated loan under which Franchise Group Inc
is a borrower were trading in the secondary market around 59.7
cents-on-the-dollar during the week ended Friday, December 27,
2024, according to Bloomberg's Evaluated Pricing service data.
The $300 million Term loan facility is scheduled to mature on March
10, 2026. About $295.5 million of the loan has been drawn and
outstanding.
Franchise Group, Inc., through its subsidiaries, operates
franchised and franchisable businesses including The Vitamin
Shoppe, Pet Supplies Plus, LLC, Badcock Home Furniture & More,
American Freight,
Buddy’s
Home Furnishings and Sylvan Learning Systems, Inc.
FUEL FITNESS: Gets Interim OK to Use Cash Collateral Until Jan. 21
------------------------------------------------------------------
The U.S. Bankruptcy Court for the Eastern District of North
Carolina, Raleigh Division, granted Fuel Fuel Fitness, LLC's
emergency motion to use cash collateral to fund its operations.
The interim order authorized the company to use cash collateral for
the period from Dec. 22, 2024, to Jan. 21, 2025, pursuant to its
monthly budget, with a 10% variance.
The budget shows total projected expenses of $66,400 for the
interim period.
Live Oak Banking Company and all other lien creditors were granted
a continuing post-petition security interest in and lien on all
personal property of the company to the same extent and with the
same priority as their pre-bankruptcy liens.
As additional protection, Live Oak Banking Company will receive
payment of $5,000 on or before Jan. 15.
The next hearing is set for Jan. 15.
About Fuel Fitness
Fuel Fitness, LLC, a company in Raleigh, N.C., filed a petition
under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr.
E.D.N.C. Case No. 24-03698) on Oct. 22, 2024, with up to $100,000
in assets and up to $10 million in liabilities. Christopher Shawn
Stewart, member-manager, signed the petition.
Judge Joseph N. Callaway oversees the case.
Philip M. Sasser, Esq., at Sasser Law Firm, is the Debtor's
bankruptcy counsel.
FUEL HOMESTEAD: Gets OK to Use Cash Collateral Until Jan. 21
------------------------------------------------------------
Fuel Homestead, LLC received third interim approval from the U.S.
Bankruptcy Court for the Eastern District of North Carolina, to use
cash collateral.
The third interim order authorized the company to use cash
collateral for operational expenses from Dec. 22, 2024, to Jan. 21,
2025, with a 10% variance.
The budget shows total projected expenses of $93,200 for the
period.
Live Oak Banking Company and all other secured creditors were
granted a continuing post-petition security interest in and lien on
all personal property of the company to the same extent and with
the same priority as their pre-bankruptcy liens.
As additional protection, Live Oak Banking Company will receive
payment in the amount of $5,000 on or before Jan. 15.
The next hearing is set for Jan. 15.
About Fuel Homestead
Fuel Homestead, LLC, a company in Raleigh, N.C., sought protection
under Chapter 11 of the U.S. Bankruptcy Code (Bankr. E.D. N.C. Case
No. 24-03699) on October 22, 2024, with up to $100,000 in assets
and up to $10 million in liabilities. Christopher Shawn Stewart,
member-manager, signed the petition.
Judge Joseph N. Callaway oversees the case.
Philip M. Sasser, Esq., at Sasser Law Firm, represents the Debtor
as bankruptcy counsel.
FUEL REYNOLDA: Gets Interim OK to Use Cash Collateral Until Jan. 21
-------------------------------------------------------------------
Fuel Reynolda, LLC received interim approval from the U.S.
Bankruptcy Court for the Eastern District of North Carolina,
Raleigh Division, to use cash collateral to fund its operations.
The interim order authorized the company to use cash collateral for
the period from Dec. 22, 2024, to Jan. 21, 2025, pursuant to its
monthly budget, with a 10% variance.
The budget shows total projected expenses of $85,200 for the
interim period.
Live Oak Banking Company and all other lien creditors were granted
a continuing post-petition security interest in and lien on all
personal property of the company to the same extent and with the
same priority as their pre-bankruptcy liens.
As additional protection, Live Oak Banking Company will receive
payment of $5,000 on or before Jan. 15.
The next hearing is set for Jan. 15.
About Fuel Reynolda
Fuel Reynolda, LLC -- https://fuelfitnessclubs.com/about/ -- doing
business as Fuel Fitness, is a fitness center that offers the best
free weights, strength training/cardio equipment, group fitness
classes, personal training, childcare, recovery studio and smoothie
bar.
Fuel Reynolda sought relief under Subchapter V of Chapter 11 of the
U.S. Bankruptcy Code (Bankr. E.D.N.C. Case No. 24-03700) on October
22, 2024, with $100,000 to $500,000 in assets and $1 million to $10
million in liabilities. Christopher Shawn Stewart, member-manager,
signed the petition.
Judge Joseph N. Callaway oversees the case.
The Debtor is represented by Philip M. Sasser, Esq., at Sasser Law
Firm.
GEORGIA EARTH: Lender Seeks to Prohibit Cash Collateral Access
--------------------------------------------------------------
Kapitus Servicing, Inc., as authorized sub-servicing agent of
Kapitus LLC, asked the U.S. Bankruptcy Court for the Northern
District of Georgia, Gainesville Division, to prohibit Georgia
Earth and Pipe, LLC from using cash collateral.
Kapitus has a valid and properly perfected security interest on all
of Georgia's personal property, including cash and receivables.
Georgia's cash collateral has diminished, receivables have rapidly
aged, the company appears to have taken, and repaid, unauthorized
insider loans and equity infusions, and has not filed accurate
operating reports.
Prior to the commencement of the Chapter 11 case, Georgia and
Kapitus entered into a Forward Purchase Agreement (Fixed ACH
Delivery), Security Agreement, Guaranty, and Agreement to Arbitrate
dated January 22, 2024. Under the Agreement, Kapitus purchased the
company's receipts in the amount of $266,000 in exchange for the
purchase price of $200,000.
As set forth in Kapitus' proof of claim, certain amounts are
currently due and owing in the total amount of $192,808, which
includes $150,800 in principal. Kapitus has a valid and properly
perfected security interest in substantially all of Georgia's
assets.
Kapitus' security interest in the company's cash, deposit accounts,
and accounts receivable were perfected pre-bankruptcy and the
lender believes that it has a first priority lien.
Kapitus proposed adequate protection for the use of its cash
collateral and a perfected post-petition lien against the cash
collateral to the extent and with the same validity and priority as
its pre-bankruptcy lien.
About Georgia Earth and Pipe
Georgia Earth and Pipe, LLC is a site preparation contractor in
Dawsonville, Ga.
Georgia Earth and Pipe sought relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. N.D. Ga. Case No. 24-21100) on Sept. 9,
2024, with up to $50,000 in assets and up to $10 million in
liabilities. Lanny P. Limburg, president of Georgia Earth and Pipe,
signed the petition.
Judge James R. Sacca oversees the case.
The Debtor is represented by Will Geer, Esq. at Rountree Leitman
Klein & Geer, LLC.
GLOSSLAB LLC: Seeks $326,600 DIP Loan From VD Brand
---------------------------------------------------
Glosslab, LLC and its affiliates asked the U.S. Bankruptcy Court
for the Southern District of New York for authority to use cash
collateral and obtain financing to get through bankruptcy.
The companies seek to obtain a $326,600 debtor-in-possession loan,
consisting of a dollar-for-dollar roll up of (i) $191,000 and (ii)
$59,600; and $79,000 in total new money upon entry of the interim
order, from VD Brand Holdings, Inc. or its designee.
Interest will accrue at a rate of 12.50% per annum.
The companies are required to comply with these milestones:
i. No later than 30 business days after all borrowers'
professionals' retainers are funded, the borrowers must file
Chapter 11 petitions accompanied by a request to approve the sale
to VD Brands in the bankruptcy court.
ii. On the petition date, borrowers must file motions for
approval of (1) the DIP loan, (2) customary purchaser protections
(e.g., a break-up fee of no less than 5% of the purchase price for
the assets including reimbursement of VD Brands' legal fees and
expenses as purchaser and lender, if triggered)), (3) the sale, and
(4) the disclosure statement and Chapter 11 plan, which, in each
case, must be in form and substance satisfactory to VD Brands.
iii. On or before the day that is two days after the petition
date, the bankruptcy court must have entered (i) the interim DIP
order, and (ii) an order approving the purchaser protections, in
each case in form and substance satisfactory to VD Brands.
iv. No later than 21 days after entry of the interim DIP order,
the bankruptcy court must have entered the final DIP order in form
and substance satisfactory to VD Brands.
v. On or before the day that is 35 days after the petition
date, the borrowers must have received final approval from the
bankruptcy court for the sale and must have executed the asset
purchase agreement and all other relevant definitive documentation
in connection with the sale, and the sale must be consummated
pursuant to the approved asset purchase agreement and the
applicable bankruptcy court sale order.
vi. On or before the day that is 45 days after the petition
date, (i) the sale must close with proceeds sufficient to repay in
full in cash the obligations under the DIP loan, and such proceeds
must be applied to repay the DIP loan on or before the said date
(or if VD Brands is the successful acquiror, the outstanding
balance of the DIP loan must be applied to the purchase price),
(ii) the DIP loan may (if applicable) have been extended for an
additional single one-month period in accordance with the terms
hereof, or (iii) such DIP loan obligations must have been
refinanced in full in cash.
The companies require the DIP loan and use of cash collateral to
accomplish a sale of its business through the Chapter 11 cases.
As of the petition date, the companies are indebted to VD Brands
for the pre-bankruptcy advances, in the amount of $247,600. The
pre-bankruptcy advances are secured by liens and security interests
encumbering all assets of the companies as set forth in the note
and the security agreement entered into in connection therewith.
As of the petition date, the companies estimated that they have
approximately $6.3 million.
On December 17, 2024, the companies received a notice of eviction
for their Flatiron location. In order to preserve Flatiron's lease,
VD Brands agreed to provide the second pre-petition advance in the
amount of $59,600 with the express purpose of curing the default.
As adequate protection, the companies proposed to provide, among
other things, superpriority claims, security interests, and liens.
About Glosslab LLC
Glosslab, LLC and affiliates sought protection under Chapter 11 of
the U.S. Bankruptcy Code (Bankr. S.D. N.Y. Lead Case No. 24-12399)
on December 23, 2024, with up to $50,000 in assets and up to $10
million in liabilities. Rachel Apfel Glass, chief executive
officer, signed the petition.
Judge Michael E. Wiles oversees the case.
Adrienne Woods, Esq., at WZMP Weinberg Zareh Malkin Price, LLP,
represents the Debtor as legal counsel.
GRID AT MESA: Court OKs Deal to Use Midland's Cash Collateral
-------------------------------------------------------------
The U.S. Bankruptcy Court for the District of Arizona approved a
stipulation between Keith Bierman, the Chapter 11 trustee for The
Grid at Mesa, LLC, and Midland States Bank.
The stipulation allows the bankruptcy trustee to pay the company's
operating expenses from Midland States Bank's cash collateral,
which consists of proceeds in the trustee's interest-bearing
deposit account.
Under the stipulation, the trustee is authorized to collect a note
receivable identified as "BENF Stock Proceeds – The Grid HoldCo.,
LLC" in the amount of $1,586,391.01, and deposit the proceeds into
his account.
Midland asserts a senior lien in the note receivable. These liens
shall continue in the trustee's account and all other property
acquired by the estate after the company's bankruptcy filing,
according to the stipulation.
About The Grid at Mesa
The Grid at Mesa, LLC filed its voluntary petition for relief under
Chapter 11 of the Bankruptcy Code (Bankr. D. Ariz. Case No.
24-02408) on March 20, 2024, listing $10 million to $50 million in
both assets and liabilities. The petition was signed by Mitch
Pinkard as authorized representative of the Debtor.
Judge Eddward P. Ballinger, Jr. oversees the case.
Grant L. Cartwright, Esq., at May Potenza Baran & Gillespie, P.C.
represents the Debtor as counsel.
Keith Bierman was appointed as trustee in this Chapter 11 case. The
trustee tapped Perkins Coie LLP as counsel and MCA Financial Group,
Ltd. as financial advisor.
GUARDIAN ELDER: No Resident Complaints, 2nd PCO Report Says
-----------------------------------------------------------
Margaret Barajas, the patient care ombudsman, filed with the U.S.
Bankruptcy Court for the Western District of Pennsylvania her
second report regarding the quality of patient care provided by
Guardian Elder Care at Johnstown, LLC and affiliates.
During the December 17 visit at the Beaver Valley Healthcare and
Rehabilitation Center, the local ombudsman reported that no staff
was observed at the first-floor and second-floor nurses' stations.
Aides were observed helping residents and cleaning rooms. In a
Resident Council meeting held on December 5 last year, residents
reported the front entrance of the facility is unsafe and needs to
be reconstructed.
The PCO visited Havencrest Healthcare and Rehabilitation Center on
December 26. Nursing Home Administrator Julie Pattison reported
that the facility will be purchased by Core Healthcare, with the
sale to go through in the first quarter of 2025.
In addition, the local ombudsman reported no complaints from
residents. The rooms appeared clean without odor, and activities
were plentiful. There were no deficiencies reported in the most
recent Department of Health survey.
About Guardian Elder Care at Johnstown
Guardian Elder Care at Johnstown, LLC (doing business as Richland
Healthcare and Rehabilitation Center), its affiliates, and their
non-debtor affiliates are a private, family-owned organization that
has provided inpatient and outpatient services to predominately
small and/or rural communities through a network of skilled nursing
facilities and personal care homes since 1995. Guardian Healthcare
maintains 19 skilled nursing facilities, with one facility in West
Virginia and the remaining facilities located in Pennsylvania.
Through its facilities, Guardian Healthcare maintains more than
1,700 skilled nursing, personal care, and independent living beds,
providing long-term care and rehabilitation services.
Guardian Elder Care at Johnstown and its affiliates sought
protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr.
W.D. Pa. Lead Case No. 24-70299) on July 29, 2024. In the petitions
signed by Allen Wilen, chief restructuring officer, Guardian Elder
Care at Johnstown disclosed up to $10 million in assets and up to
$50 million in liabilities.
Judge Jeffery A. Deller oversees the cases.
The Debtors tapped Saul Ewing, LLP as legal counsel, Eisner
Advisory Group, LLC as financial advisor, and Omni Agent Solutions,
Inc. as claims and noticing agent.
The U.S. Trustee for Region 3 appointed an official committee to
represent unsecured creditors in the Debtors' Chapter 11 cases.
Margaret Barajas is the patient care ombudsman appointed in the
Debtors' Chapter 11 cases.
GUARDIAN ELDER: PCO Files Second 60-Day Report
----------------------------------------------
Suzanne Messenger, the patient care ombudsman, filed with the U.S.
Bankruptcy Court for the Western District of Pennsylvania her
report regarding the quality of patient care provided by Guardian
Elder Care at Johnstown, LLC and affiliates.
The PCO visited Fairmont Healthcare and Rehabilitation Center
(FHRC) with the current census of 102. The current occupancy rate
is consistent with census reports over the last year under the
current administration and generally in-line with the other four
nursing homes in Marion County.
The PCO noted no outstanding issues with staffing, aside from the
nationwide staffing challenges impacting the long-term care
industry. Interviews with both longstanding and newly hired yielded
no bankruptcy-related concerns. No resident reported new
staffing-related concerns.
Ms. Messenger noted that resident medical records are maintained
electronically. Confidentiality of records appears well maintained.
Various staff, including but not limited to, nurses, aides,
maintenance and kitchen staff, were interviewed. All report having
adequate supplies to perform their duties with no change
post-filing. Meal service was observed. Meals appeared fresh,
appetizing and of appropriate portions.
The ombudsman conducted monitoring visits on November 25 and
December 23, 2024. During these visits, this ombudsman spoke with
as many residents who were willing and able to speak. No issues or
problems were reported during these visits. No complaints were
received by the long-term care ombudsman program during November
and December.
A copy of the ombudsman report is available for free at
https://urlcurt.com/u?l=ldugvj from Omni Agent Solutions, Inc.,
claims agent.
About Guardian Elder Care at Johnstown
Guardian Elder Care at Johnstown, LLC (doing business as Richland
Healthcare and Rehabilitation Center), its affiliates, and their
non-debtor affiliates are a private, family-owned organization that
has provided inpatient and outpatient services to predominately
small and/or rural communities through a network of skilled nursing
facilities and personal care homes since 1995. Guardian Healthcare
maintains 19 skilled nursing facilities, with one facility in West
Virginia and the remaining facilities located in Pennsylvania.
Through its facilities, Guardian Healthcare maintains more than
1,700 skilled nursing, personal care, and independent living beds,
providing long-term care and rehabilitation services.
Guardian Elder Care at Johnstown and its affiliates sought
protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr.
W.D. Pa. Lead Case No. 24-70299) on July 29, 2024. In the petitions
signed by Allen Wilen, chief restructuring officer, Guardian Elder
Care at Johnstown disclosed up to $10 million in assets and up to
$50 million in liabilities.
Judge Jeffery A. Deller oversees the cases.
The Debtors tapped Saul Ewing, LLP as legal counsel, Eisner
Advisory Group, LLC as financial advisor, and Omni Agent Solutions,
Inc. as claims and noticing agent.
The U.S. Trustee for Region 3 appointed an official committee to
represent unsecured creditors in the Debtors' Chapter 11 cases.
Suzanne Messenger is the patient care ombudsman appointed in the
Debtors' cases.
H-FOOD HOLDINGS: $415MM Bank Debt Trades at 38% Discount
--------------------------------------------------------
Participations in a syndicated loan under which H-Food Holdings LLC
is a borrower were trading in the secondary market around 62.1
cents-on-the-dollar during the week ended Friday, December 27,
2024, according to Bloomberg's Evaluated Pricing service data.
The $415 million Term loan facility is scheduled to mature on May
30, 2025. About $403.6 million of the loan has been drawn and
outstanding.
H-Food Holdings, LLC and Matterhorn Parent, LLC is a food contract
manufacturer.
HOOVER DRILLING: Case Summary & 20 Largest Unsecured Creditors
--------------------------------------------------------------
Debtor: Hoover Drilling Company
8368 W. Lazy Acres Drive
Casa Grande, AZ 85193
Chapter 11 Petition Date: December 30, 2024
Court: United States Bankruptcy Court
District of Arizona
Case No.: 24-11104
Judge: Hon. Scott H Gan
Debtor's Counsel: Thomas H. Allen, Esq.
ALLEN, JONES & GILES, PLC
1850 N. Central Avenue, Suite 1025
Phoenix, AZ 85004
Tel: 602-256-6000
Fax: 602-252-4712
E-mail: tallen@bkfirmaz.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Tommy John Hoover as president.
A full-text copy of the petition containing, among other items, a
list of the Debtor's 20 largest unsecured creditors is available
for free at PacerMonitor.com at:
https://www.pacermonitor.com/view/SUZEIZY/HOOVER_DRILLING_COMPANY__azbke-24-11104__0001.0.pdf?mcid=tGE4TAMA
HOOVER DRILLING: Sec. 341(a) Meeting of Creditors on February 6
---------------------------------------------------------------
On December 30, 2024, Hoover Drilling Co. filed Chapter 11
protection in the District of Arizona. 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 February 6,
2025 at 10:30 AM. Telephonic Hearing.
About Hoover Drilling Co.
Hoover Drilling Co. is a Casa Grande, Arizona-based drilling
services provider.
Hoover Drilling Co. sought relief under Subchapter V of Chapter 11
of the U.S. Bankruptcy Code (Bankr. D. Ariz. Case No. 24-11104) on
December 30, 2024. In its petition, the Debtor reports estimated
assets and liabilities between $1 million and $10 million each.
Honorable Bankruptcy Judge Scott H. Gan handles the case.
The Debtor is represented by:
Thomas H. Allen, Esq.
Allen, Jones & Giles, PLC
1850 N. Central Avenue, Ste 1025
Phoenix, AZ 85004
P: 602-256-6000
Fax: 602-252-4712
INCORA: Emerge From Chapter 11 With Less Debt, Stronger Finances
----------------------------------------------------------------
Incora and certain affiliates, a leading global provider of
innovative supply chain management solutions, announced on Dec. 30,
2024, that the U.S. Bankruptcy Court for the Southern District of
Texas has confirmed the Company's Plan of Reorganization. The
confirmation clears the path for Incora to successfully emerge from
Chapter 11 protection in January 2025, with significantly less debt
and well positioned for long-term financial success.
"We are extremely pleased that the Court has confirmed our Plan.
Over the past year and a half, we have taken significant steps to
strengthen Incora's market-leading position. Through the
restructuring process, we have paved the way to emerge stronger
with our suppliers and closer with our customers, poised for
growth," said David Coleal, Chief Executive Officer of Incora. "We
are very proud of these accomplishments, and with our talented and
committed work force we are confident we will continue this
momentum in the next chapter of our company's story. Incora will
complete this process better positioned to empower our customers to
meet their critical business needs."
Additional resources for stakeholders can be accessed by visiting
the Company's claims agent website at veritaglobal.net/incora, or
by contacting Verita Global, the Company's noticing and claims
agent, at (888) 251-2937 (for toll-free U.S. or Canada calls) or
(310) 751-2613 (for tolled international calls).
About Incora
Incora -- http://www.incora.com/-- is the trade name for the group
of companies formed by Wesco Aircraft and Pattonair, a provider of
comprehensive supply chain management services to the global
aerospace and other industries. Beginning with a strong foundation
in aerospace and defense, Incora also utilizes its supply chain
expertise to serve industrial manufacturing, marine, pharmaceutical
and beyond. Incora incorporates itself into customers' businesses,
managing all aspects of supply chain from procurement and inventory
management to logistics and on-site customer services. The company
is headquartered in Fort Worth, Texas, with a global footprint that
includes 68 locations in 17 countries and more than 3,800
employees.
Wesco Aircraft Holdings, Inc., doing business as Incora, and 43
affiliates sought Chapter 11 protection (Bankr. S.D. Texas Lead
Case No. 23-90611) on June 1, 2023.
Wesco Aircraft estimated assets and debt of $1 billion to $10
billion as of the bankruptcy filing.
The Debtors tapped Milbank, LLP and Haynes and Boone, LLP as
bankruptcy counsels; PJT Partners, Inc. as investment banker;
Alvarez & Marsal North America, LLC as restructuring advisor; and
Quinn Emanuel Urquhart & Sullivan, LLP as special litigation and
conflicts counsel. Kurtzman Carson Consultants, LLC is the claims
agent.
The U.S. Trustee for Region 7 appointed an official committee to
represent unsecured creditors in the Debtors' Chapter 11 cases. The
committee tapped McDermott Will & Emery, LLP and Morrison Foerster,
LLP as its counsel; Piper Sandler & Co. as investment banker; and
Province, LLC as financial advisor.
INNOVATE CORP: Avram Glazer Holds 51.5% Equity Stake
----------------------------------------------------
Avram Glazer and Jill H. Glazer disclosed in a Schedule 13D/A
filing with the U.S. Securities and Exchange Commission that as of
December 16, 2024, they beneficially own 6,809,739 shares of
Innovate Corp.'s shares of stock representing 51.5% of the
13,261,379 outstanding shares of the Company's common stock as of
November 1, 2024.
Lancer Capital LLC also disclosed that as of December 16, 2024, it
beneficially owns 2,211,805 shares of the Company's shares of stock
representing 17.1% of the 13,261,379 outstanding shares of the
Company's common stock as of November 1, 2024.
Avram Glazer Irrevocable Exempt Trust further disclosed that as of
December 16, 2024, it beneficially owns 2,613,935 shares of the
Company's shares of stock representing 19.5% of the 13,261,379
outstanding shares of the Company's common stock as of November 1,
2024.
LHG Irrevocable Exempt Trust and KAG Irrevocable Exempt Trust
disclosed that as of December 16, 2024, they beneficially own
2,097,902 shares of the Company's shares of stock representing
15.9% of the 13,261,379 outstanding shares of the Company's common
stock as of November 1, 2024.
Mr. Glazer is Executive Co-Chairman and Director of Manchester
United plc, a professional sports club. Mrs. Glazer is Board
President of The Palm Beach Cultural Innovation Center, which
operates a non-profit performing arts venue in Palm Beach, Florida.
Lancer, AG Trust, LHG Trust and KAG Trust were formed for the
purposes of holding shares of the Company.
On December 13, 2024, Lancer distributed 4,195,804 shares of Common
Stock to the AG Trust, which in turn immediately distributed them
to Mr. Glazer. On December 16, 2024, Mr. Glazer gifted 2,097,902 of
such shares of Common Stock to the LHG Trust and 2,097,902 of such
shares of Common Stock to the KAG Trust. These distributions and
gifts were made for estate planning purposes.
About Innovate
New York-based Innovate Corp. -- innovatecorp.com -- is a
diversified holding company that has a portfolio of subsidiaries
in
a variety of operating segments. The Company seeks to grow these
businesses so that they can generate long-term sustainable free
cash flow and attractive returns in order to maximize value for
all
stakeholders. As of Dec. 31, 2023, its three operating platforms
or
reportable segments, based on management's organization of the
enterprise, are Infrastructure, Life Sciences, and Spectrum, plus
its other segment, which includes businesses that do not meet the
separately reportable segment thresholds.
Innovate incurred a net loss of $38.9 million in 2023, compared to
a net loss of $42 million in 2022. As of June 30, 2024, Innovate
had $898.9 million in total assets, $1.01 billion in total
liabilities, $15.9 million in total temporary equity, and a total
stockholders' deficit of $126.1 million.
Going Concern
As of November 6, 2024, there is substantial doubt about the
Company's ability to continue as a going concern within the next
12
months. According to the Company, the principal conditions leading
to this conclusion are the upcoming maturities of current debt at
certain of the Company's subsidiaries as well as from certain
cross-default provisions in the Company's Senior Secured Notes.
Based on these conditions, the Company may not be able to meet its
obligations at maturity and comply with certain cross-default
provisions under the Senior Secured Notes over the next 12 months.
The Company plans to alleviate these conditions through various
initiatives it is currently exploring, including refinancing the
debt at Broadcasting and DBMG, pursuing asset sales, and raising
additional capital. However, there can be no assurance that the
Company will have the ability to raise additional capital when
needed, be successful in any asset sales, or refinance its
existing
debt, on attractive terms, or at all, nor any assurances that
lenders will provide additional extensions, waivers or amendments
in the event of future non-compliance with the Company's debt
covenants or other possible events of default. Further, there can
be no assurance that the Company will be able to execute a
reduction, extension, or refinancing of the debt, or that the
terms
of any replacement financing would be as favorable as the terms of
the debt prior to the maturity date. There can be no assurance
that
these plans will be successfully implemented or that they will
mitigate the conditions that raise substantial doubt about the
Company's ability to continue as a going concern. The inability to
refinance or extend the maturity of the current debt at the
Company's subsidiaries, or to raise sufficient cash to pay the
debt
at maturity would have a material adverse effect on the Company's
financial condition and likely cause the price of the Company's
common stock to decline.
* * *
In May 2024, S&P Global Ratings lowered its Company credit rating
on Innovate Corp. to 'CCC' from 'CCC+' and its rating on the
company's senior notes due 2026 to 'CCC+' from 'B-'. The recovery
rating on the notes remains '2′, indicating its expectation
for
meaningful (75%) recovery in the event of a default. The negative
outlook reflects S&P's view that the company's liquidity will be
under stress in the next six to 12 months, such that sources are
unlikely to meet uses absent any unforeseen positive developments.
The downgrade indicates S&P Global Ratings' view that Innovate's
liquidity will be strained for the next six to 12 months and that
the risk of its failure to make interest payments has increased.
As
of March 31, 2024, the company had corporate-level cash and
equivalents of $9.2 million and was fully drawn on its $20 million
line of credit. While the company receives cash flows from
dividend
payments and tax share agreements from its subsidiary DBM Global
Inc., S&P believes it may be strained to make the $39 million in
interest payments on its corporate-level debt over the next 12
months.
INTRUM AB: U.S. Court Confirms Chapter 11 Bankruptcy Plan
---------------------------------------------------------
Dorothy Ma of Bloomberg Law reports that a U.S. bankruptcy judge
has approved Sweden's Intrum AB's debt restructuring plan, despite
objections from a minority of creditors, removing a significant
hurdle for the debt collection company.
"There was no intent to defraud or deliberately harm any specific
creditor group," Judge Christopher Lopez stated on Tuesday,
December 31, 2024, the report cited. "This was a filing made in
good faith."
The decision followed a multi-day hearing in Texas, where attorneys
for Intrum and opposing creditors debated the legitimacy of the
company's U.S. bankruptcy filing, the report states.
About Intrum AB
Intrum AB is a provider of credit management services with a
presence in 20 markets in Europe. By helping companies to get paid
and supporting people with their late payments, Intrum leads the
way to a sound economy and plays a critical role in society at
large. Intrum has circa 10,000 dedicated professionals who serve
around 80,000 companies across Europe. In 2023, income amounted to
SEK 20.0 billion. Intrum is headquartered in Stockholm, Sweden and
publicly listed on the Nasdaq Stockholm exchange. On the Web:
http://www.intrum.com/
On November 15, 2024, Intrum AB and U.S. affiliate Intrum AB of
Texas LLC each filed a voluntary petition for the relief under
Chapter 11 of the United States Bankruptcy Code in the United
States Bankruptcy Court for the Southern District of Texas (Bankr.
S.D. Tex. Lead Case No. 24-90575) to seek confirmation of their
Prepackaged Reorganization Plan.
The cases are pending before the Honorable Christopher M. Lopez.
Milbank LLP and Porter Hedges LLP are serving as counsel in the
U.S. restructuring. Houlihan Lokey is the advisor to Intrum. Kroll
Issuer Services Limited is the information agent. Kroll
Restructuring Administration is the claims agent. Brunswick Group
is also serving as advisers to Intrum.
Latham & Watkins LLP and Latham & Watkins (London) LLP, and
Advokatfirmaet Schjodt AS, are advising a group of bondholders
holding widely across Intrum AB's notes issuances (the "Notes Ad
Hoc Group"). PJT Partners (UK) Limited is financial advisor to the
noteholder ad hoc group.
Weil Gotshal & Manges LLP is representing a group of short-dated
bondholders holding primarily 2024- and 2025-maturing notes
("Minority Ad Hoc Group").
Ropes & Gray LLP is representing another minority group of
bondholders.
Clifford Chance US LLP is counsel to the group that collectively
holds 76% of the total commitments under the RCF (the "RCF Steerco
Group").
IVANTI SOFTWARE: $1.75BB Bank Debt Trades at 31% Discount
---------------------------------------------------------
Participations in a syndicated loan under which Ivanti Software Inc
is a borrower were trading in the secondary market around 68.9
cents-on-the-dollar during the week ended Friday, December 27,
2024, according to Bloomberg's Evaluated Pricing service data.
The $1.75 billion Term loan facility is scheduled to mature on
December 1, 2027. About $1.70 billion of the loan has been drawn
and outstanding.
Ivanti is an IT Software Company headquartered in South Jordan,
Utah. It produces software for IT Security, IT Service Management,
IT Asset Management, Unified Endpoint Management, Identity
Management and supply chain management.
J&A TRUCKING: Unsecureds to Get 19.75 Cents on Dollar in Plan
-------------------------------------------------------------
J&A Trucking, LLC, filed with the U.S. Bankruptcy Court for the
District of South Carolina a Plan of Reorganization for Small
Business dated December 17, 2024.
The Debtor is a South Carolina limited liability company engaged in
operating a business that employs highly qualified individuals to
drive semi-trucks throughout the Southeastern United States.
The Debtor was incorporated with the South Carolina Secretary of
State on or about September 14, 2017, and remains a corporation in
good standing. The Debtor was created as a single-member LLC, with
its sole member being Carlos Polanco. However, Mr. Wilfredo De Los
Santos has been employed by the Debtor since its inception. He also
plays a vital role in the day-to-day operations of the Debtor and
exercises a significant control over the Debtor's operations (with
the consent of Mr. Polanco).
The Debtor continually expanded its operations over its first
several years of existence. However, the COVID pandemic created
significant challenges to the trucking industry by way of supply
chain disruptions, changes in demand patterns, and workforce
issues. The Debtor was forced to borrow to cover its operating
expenses. Despite its best efforts, the Debtor was unable to
improve its financial condition while servicing its debts, and
sought relief under Subchapter V of Chapter 11 of the Bankruptcy
Code on September 11, 2024 (the "Petition Date").
The Plan Proponent's financial projections show that the Debtor
will have projected disposable income of approximately $240,000.
The final Plan payment is expected to be paid on February 15,
2030.
The Debtor's Plan is dependent upon revenue generated from its
continued operations in the trucking industry. The Debtor's Plan
and proposed budget is largely consistent with its prepetition
activities. Debtor's postpetition activities were very irregular
due to Hurricane Helene and unanticipated issues with continuation
of its Factoring Agreement. The Debtor's Plan assumes monthly
income of $192,000 and monthly expenses of $186,350.
This Plan of Reorganization proposes to pay creditors of the Debtor
from income generated through the continued operation of the
Debtor's business.
Non-priority unsecured creditors holding allowed claims will
receive distributions, which the proponent of this Plan has valued
at approximately 19.75 cents on the dollar. This Plan also provides
for the payment of administrative and priority claims.
The Debtor shall fund the plan from earnings generated from its
ongoing business operations. Payments pursuant to this Plan shall
be as follows:
* Class 1 consists of Priority Claims, excluding priority tax
claims. As there are no claimants in Class 1, there will be no
payments paid upon the Effective Date.
* Class 2 consists of claims secured by properly perfected
liens to the extent allowed as a secured claim. Beginning on the
Effective Date the SBA will be paid $315 per month for a period of
60-months. This treatment provides for the recovery of $15,190
amortized at 9% over a 60-month term. Also, beginning on the
Effective Date, U.S. Bank will be paid $830 per month for a period
of 60-months. This treatment provides for the recovery of $40,000
amortized at 9% over a 60-month term.
* Class 3 England Carrier Services Claim will receive no
distributions pursuant to this Plan.
* Class 4 General Unsecured creditors shall recover pro rata
payments once the Debtor’s Priority Tax Claims have been paid in
full. Class 4 will also receive an annual payment from any cash on
hand in advance of the Debtor’s Cash Reserve annually, beginning
in the 13th month of the Plan. The Debtor projects an initial
payment from the surplus funds of $1,800 paid in January 2026,
which will be distributed pro rata to Class 4. Class 4 will also
receive pro rata monthly distributions of $1,800 beginning in month
49 of the Plan.
* Class 5 consists of Insider Claims/Equity Security Holders
of the Debtor. Class 5 shall receive no distributions pursuant to
this Plan.
A full-text copy of the Plan of Reorganization dated December 17,
2024 is available at https://urlcurt.com/u?l=nQVgX7 from
PacerMonitor.com at no charge.
Counsel to the Debtor:
Jason M. Ward, Esq.
Jason Ward Law, LLC
311 Pettigru St.
Greenville, SC 29601
Telephone: (864) 239-0007
Email: Jason@wardlawsc.com
About J&A Trucking
J&A Trucking, LLC, is a trucking company operating mostly
throughout the Southeast. It does not have a "brick and mortar"
location but operates from the road and the owner's residence in
Anderson, S.C.
J&A Trucking filed for Chapter 11 protection (Bankr. D.S.C. Case
No. 24-03318) on Sept. 11, 2024, before Judge Helen E. Burris. The
Debtor listed $100,001 to $500,000 in both assets and liabilities.
The Debtor tapped Jason Michael Ward, Esq., at Jason Ward Law, LLC,
as bankruptcy counsel.
KNIGHTS HOURGLASS: Gets Interim OK to Use Cash Collateral
---------------------------------------------------------
The U.S. Bankruptcy Court for the Middle District of Florida issued
an interim order allowing Knights Hourglass, LLC to use cash
collateral until Feb. 6.
The interim order authorized the company to use cash collateral to
pay the amounts expressly authorized by the court, including
payments to the Subchapter V trustee; expenses set forth in its
budget, plus an amount not to exceed 10% for each line item; and
additional amounts approved by Dogwood State Bank.
The budget shows total expenses of $9,140 for the period from Dec.
9, 2024, to Feb. 3, 2025.
Secured creditors will have a perfected post-petition lien on the
cash collateral to the same extent and with the same validity and
priority as their pre-bankruptcy lien.
The next hearing is set for Feb. 6.
About Knights Hourglass
Knights Hourglass, LLC sought protection under Chapter 11 of the
U.S. Bankruptcy Code (Bankr. M.D. Fla. Case No. 24-06728) on
December 11, 2024, with up to $50,000 in assets and up to $1
million in liabilities.
Judge Tiffany P. Geyer oversees the case.
The Debtor is represented by:
Daniel A Velasquez, Esq.
Latham, Luna, Eden & Beaudine, LLP
Tel: 407-481-5800
Email: dvelasquez@lathamluna.com
L & H PHARMA: Files Subchapter V Bankruptcy Protection
------------------------------------------------------
On December 31, 2024, L & H Pharma Corp. filed Chapter 11
protection in the Middle District of Florida. 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 L & H Pharma Corp.
L & H Pharma Corp. operates as a pharmaceutical and medicine
manufacturing company headquartered in Cape Coral, Florida.
L & H Pharma Corp. sought relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. M.D. Fla. Case No. 24-07692) on December
31, 2024. In its petition, the Debtor reports estimated assets and
liabilities between $500,000 and $1 million each.
Honorable Bankruptcy Judge Roberta A. Colton handles the case.
Michael A. Stavros, Esq. of Jennis Morse represents the Debtor as
counsel.
LASERSHIP INC: $125MM Bank Debt Trades at 58% Discount
------------------------------------------------------
Participations in a syndicated loan under which Lasership Inc is a
borrower were trading in the secondary market around 42.4
cents-on-the-dollar during the week ended Friday, December 27,
2024, according to Bloomberg's Evaluated Pricing service data.
The $125 million Term loan facility is scheduled to mature on
September 29, 2027. The amount is fully drawn and outstanding.
LaserShip is a regional last-mile delivery company that services
the Eastern and Midwest United States. Founded in 1986, LaserShip
is based in Vienna, Virginia, and has sorting centers in New
Jersey, Ohio, North Carolina, and Florida.
LEFEVER MATTSON: Court OKs Deal to Use Cash Collateral
------------------------------------------------------
The U.S. Bankruptcy Court for the Northern District of California
approved a stipulation between LeFever Mattson and PENSCO Trust
Company FBO Leland McAbee IRA, allowing the company to use its
lender's cash collateral.
The court order approved the use of cash collateral for the period
from Dec. 1, 2024 to March 31, 2025, to pay the expenses necessary
to operate and maintain the company's rental property located at
830 Illinois St., Fairfield, Calif.
LeFever was authorized to pay the lender $6,400 immediately after
approval of the stipulation and $1,600 per month, thereafter.
In addition to the monthly payments, the lender was also granted a
replacement lien to
secure the diminution in the value of its cash collateral on all
post-petition rents from the property.
About LeFever Mattson
LeFever Mattson, a California corporation, manages a large real
estate portfolio. Timothy LeFever and Kenneth W. Mattson each owns
50% of the equity in the company. Based in Citrus Heights, Calif.,
LeFever Mattson manages a portfolio of more than 200 properties,
comprised of commercial, residential, office, and mixed-use real
estate, as well as vacant land, located throughout Northern
California, primarily in Sonoma, Sacramento, and Solano Counties.
It generates income from the properties through rents and use the
proceeds to fund its operations.
LeFever Mattson and its affiliates filed voluntary Chapter 11
petitions (Bankr. N.D. Calif. Lead Case No. 24-10545) on September
12, 2024. At the time of the filing, LeFever Mattson listed $100
million to $500 million in assets and $10 million to $50 million in
liabilities.
Judge Charles Novack oversees the cases.
Thomas B. Rupp, Esq., at Keller Benvenutti Kim LLP represents the
Debtors as counsel. Kurtzman Carson Consultants, LLC is the
Debtors' claims and noticing agent.
The U.S. Trustee for Region 17 appointed an official committee to
represent unsecured creditors in the Debtors' Chapter 11 cases.
LEROUX CREEK: Seeks to Extend Plan Exclusivity to April 2, 2025
---------------------------------------------------------------
Leroux Creek Food Corporation and Edward Stuart Tuft asked the U.S.
Bankruptcy Court for the District of Colorado to extend its
exclusivity periods to file a plan to April 2, 2025.
The Debtors commenced their Chapter 11 bankruptcy proceeding due to
environmental issues that impacted Leroux's profitability and
litigation with its largest secured creditor American AGCredit,
FLCA and American AGCredit, PCA, which caused financial and cash
flow problems.
Since the Petition Date, as anticipated, orchard growth and
production has begun to increase and Debtors have been in
discussions with AGCredit to reach a resolution. At this time, such
negotiations are still ongoing.
The Debtors claim that they require additional time to experience
the stabilization and improvement of operations, to formulate
meaningful projections of future performance, as well as to
continue to meet and discuss with AgCredit and negotiate Plan of
Reorganization.
The Debtors explain that they anticipate that the Leroux and Tuft
plans will be closely related due to the relationship between the
Debtors.
Therefore, the Debtors respectfully requests an extension of the
exclusive period for an additional 90 days from the date of Tuft's
current exclusive period, through and including April 2, 2025, as
well as an extension of the 180-day period to solicit acceptances
of their initial Plans of Reorganization for an additional 90
days.
Counsel to the Debtors:
Jeffrey A. Weinman, Esq.
Katharine S. Sender, Esq.
Bailey C. Pompea, Esq.
Allen Vellone Wolf Helfrich & Factor P.C.
1600 Stout Street, Suite 1900
Denver, CO 80202
Phone: (303) 534-4499
Email: JWeinman@allen-vellone.com
KSender@allen-vellone.com
BPompea@allen-vellone.com
About Leroux Creek Food Corporation
Leroux Creek Food Corporation, LLC, filed its voluntary petition
for relief under Chapter 11 of the Bankruptcy Code (Bankr. D. Colo.
Case No. 24-15015) on August 27, 2024, listing $1 million to $10
million in both assets and liabilities. The petition was signed by
Edward Tuft as president.
Judge Michael E Romero presides over the case.
Jeffrey A. Weinman, Esq. at ALLEN VELLONE WOLF HELFRICH & FACTOR,
P.C., is the Debtor's counsel.
LILIUM N.V.: Expects to Close Sale of German Units in Jan. 2025
---------------------------------------------------------------
Lilium N.V. disclosed in a Form 6-K filed with the Securities and
Exchange Commission that on Dec. 23, 2024, Lilium GmbH and Lilium
eAircraft GmbH, the principal operating wholly-owned German
subsidiaries of the Company, signed an asset purchase agreement
with Mobile Uplift Corporation GmbH, a company set up by an
experienced consortium of investors from Europe and North America,
pursuant to which the purchaser intends to acquire the operating
assets of the Subsidiaries.
On Oct. 28, 2024, the Subsidiaries filed for insolvency under
German law and applied for self-administration proceedings in
Germany. On Nov. 6, 2024, Lilium N.V. filed a motion for opening
of regular insolvency proceedings with the competent insolvency
court in Germany. The preliminary insolvency proceedings
pertaining to the Companies are on-going.
Subject to the satisfaction of certain conditions precedent, the
Subsidiaries expect that the Agreement positions the Subsidiaries
to obtain sufficient funding to restart their business operations.
Proceeds received from the sale will be utilized according to
German Insolvency Law. Lilium will not receive proceeds from the
sale which will enable it to make any distributions to
shareholders.
Under the terms of the Agreement, closing is currently expected in
early January 2025 and is subject to the satisfaction of certain
customary conditions precedent, including opening of the
proceedings and consent of the creditors committee. The aim of
Agreement and the transactions contemplated therein is the planned
restructuring of the Subsidiaries, which is intended to enable the
Subsidiaries to exit their self-administration proceedings. On
Dec. 20, 2024, the Subsidiaries terminated the contracts of their
remaining employees in accordance with German law. Following the
anticipated closing of the transactions, the Subsidiaries will
initiate appropriate instruments in relation to employees whose
employment contracts were terminated on Dec. 20, 2024.
In addition, Lilium expects the court of Weilheim in Germany to
open regular insolvency proceedings pertaining to the Company on
Dec. 30, 2024, at which time it is expected that Lilium will
commence the process of winding up and all existing employment
contracts with the Company will be terminated in accordance with
German law.
About Lilium
Lilium (NASDAQ: LILM) -- www.lilium.com -- is creating a
sustainable and accessible mode of high-speed, regional
transportation for people and goods. Using the Lilium Jet, an
all-electric vertical take-off and landing jet, designed to offer
leading capacity, low noise, and high performance with zero
operating emissions, Lilium aims at accelerating the
decarbonization of air travel. Working with aerospace, technology,
and infrastructure leaders, and with announced sales and
indications of interest in Europe, the United States, China,
Brazil, the UK, the United Arab Emirates, and the Kingdom of Saudi
Arabia, Lilium's 1,000+ strong team includes approximately 500
aerospace engineers and a leadership team responsible for
delivering some of the most successful aircraft in aviation
history. Founded in 2015, Lilium's headquarters and manufacturing
facilities are in Munich, Germany.
Munich, Germany-based PricewaterhouseCoopers GmbH
Wirtschaftsprufungsgesellschaft, the Company's auditor since 2019,
issued a "going concern" qualification in its report dated March
15, 2024, citing that the Company has incurred recurring losses
from operations since its inception and expects to continue to
generate operating losses that raise substantial doubt about its
ability to continue as a going concern.
LITTLE MINT: Case Summary & 20 Largest Unsecured Creditors
----------------------------------------------------------
Debtor: The Little Mint, Inc.
d/b/a Hwy 55 Burgers Shakes & Fries
f/d/b/a Moon Unit, Inc. (merged- 56-1720971)
f/d/b/a Moonunit, Inc.
f/d/b/a Dylan James Management, Inc. (merged-
20-0151683)
f/d/b/a A. and E. Vends, Inc. (merged- 56-2123071)
f/d/b/a Little Mint, Inc.
d/b/a Andy's
102 Commercial Avenue
Mount Olive, NC 28365
Business Description: The Little Mint owns multiple Hwy 55
Burgers, Shakes & Fries restaurants.
Chapter 11 Petition Date: December 31, 2024
Court: United States Bankruptcy Court
Eastern District of North Carolina
Case No.: 24-04510
Judge: Hon. Joseph N Callaway
Debtor's Counsel: Rebecca F. Redwine, Esq.
HENDREN, REDWINE & MALONE, PLLC
4600 Marriott Drive
Suite 150
Raleigh, NC 27612
Tel: (919) 420-7867
Fax: (919) 420-0475
E-mail: rredwine@hendrenmalone.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $10 million to $50 million
The petition was signed by Kenneth K. Moore as president.
A full-text copy of the petition is available for free at
PacerMonitor.com at:
A full-text copy of the petition containing, among other items, a
list of the Debtor's 20 largest unsecured creditors is available
for free at PacerMonitor.com at:
https://www.pacermonitor.com/view/HO2H5DQ/The_Little_Mint_Inc__ncebke-24-04510__0001.0.pdf?mcid=tGE4TAMA
MCR HEALTH: U.S. Trustee Unable to Appoint Committee
----------------------------------------------------
The U.S. Trustee for Region 21, until further notice, will not
appoint an official committee of unsecured creditors in the Chapter
11 cases of MCR Health, Inc. and AllCare Options, LLC, according to
court dockets.
About MCR Health Inc.
MCR Health, Inc. and AllCare Options, LLC filed Chapter 11
petitions (Bankr. M.D. Fla. Lead Case No. 24-06604) on November 8,
2024. Mary Ruiz, board chair, signed the petitions.
At the time of the filing, MCR Health reported $10 million to $50
million in assets and liabilities while AllCare Options reported as
much as $50,000 in assets and liabilities.
Judge Roberta A. Colton oversees the cases.
Steven M. Berman, Esq., at Shumaker, Loop & Kendrick, LLP,
represents the Debtors as legal counsel.
MEDICI URGENT: Claims to be Paid From Contribution & Future Income
------------------------------------------------------------------
Medici Urgent Care and Wellness Center, LLC filed with the U.S.
Bankruptcy Court for the Northern District of Georgia a First
Amended Plan of Reorganization dated December 17, 2024.
The Debtor is a Georgia limited liability company. The Debtor
operates as an urgent care and wellness provider from its premises
located at 1039 Grant Street St SE, Suite D12, Atlanta, Georgia
(the "Business Premises") since 2021.
Due to Debtor's financial issues, Debtor was unable to timely pay
its rent. Subsequently, Debtor's landlord, AP 1039 Grant Street,
LLC ("Landlord") began eviction proceedings in the State Court of
Fulton County (the "Eviction Suit"). On January 23, 2024, a consent
order was entered in the Eviction Suit (the "Consent Order"),
granting Landlord a final judgment of $107,324.22 against Debtor,
consisting of $95,502 in principal, $1,364.71 in pre judgment
interest, $10,212.51 in statutory attorney's fees, and $245 in
court costs.
The Debtor filed the instant bankruptcy case in order to maintain
continuity of its physical location, continue making payments under
Debtor's lease, and to submit a payment plan in satisfaction of its
other obligations in order to become financially stable.
The Debtor's net disposable income generated from its services
shall be used to fund this Plan. Dr. Elango has agreed to guaranty
the payments under this Plan to the Landlord, including the
prepetition arrearage and all rent payments due, so that if Debtor
has a short-fall, Dr. Elango will contribute the amount of the
short-fall to those payments.
he Plan proponent's financial projections show that Debtor will
have projected disposable income in the amount of not less than
$18,000 over the course of the Plan. The Plan shall be for a
48-month term.
Class 3 consists of Unsecured pre-petition rent arrearage of
Landlord. Landlord shall be paid $4,166.68 per month for the first
two months of the Plan. After a payment of $10,000 due within the
first 60 days after Plan confirmation, Debtor shall pay Landlord
$3,712.12 per month for 22 months, for payments totaling $100,000.
Beginning in the 25th month of the Plan, Landlord's claim shall be
paid in equal monthly installments. Payments shall be re-
calculated on a quarterly basis based on the then applicable Prime
Interest Rate.
Class 4 consists of General (non-priority) Unsecured Claims. Class
4 claimants shall be paid, the remaining monthly amounts shown in
the financial projections over the course of the 48 months of this
Plan.
The Debtor will fund the plan payments through its future income
and the financial contributions of Dr. Mboh Elango, as more fully
described in this Plan. Debtor has filed financial projections with
this Plan showing that the proposed monthly payments are feasible
based on projected income and expenses.
The Debtor will retain its current owners, Dr. Mboh Elango and Ms.
Catherine Clark, and its current officers, Dr. Mboh Elango and Ms.
Catherine Clark, to effectuate the terms of this Plan.
A full-text copy of the First Amended Plan dated December 17, 2024
is available at https://urlcurt.com/u?l=rtulOO from
PacerMonitor.com at no charge.
Attorneys for the Debtor:
Michael D. Robl, Esq.
Maxwell W. Bowen, Esq.
Robl Law Group, LLC
3754 Lavista Road, Suite 250
Tucker, Georgia 30084
Telephone: (404) 373-5153
Email: michael@roblgroup.com
About Medici Urgent Care and Wellness Center
Medici Urgent Care and Wellness Center, LLC operates as an urgent
care and wellness provider from its premises located at 1039 Grant
Street St SE, Suite D12, Atlanta, Georgia since 2021.
The Debtor filed a petition under Chapter 11, Subchapter V of the
Bankruptcy Code (Bankr. N.D. Ga. Case No. 24-52950) on March 21,
2024, with $100,001 to $500,000 in assets and $500,001 to $1
million in liabilities.
Michael D. Robl, Esq., at Robl Law Group, LLC, is the Debtor's
legal counsel.
MICROTEK: Unsecured Creditors Will Get 50% of Claims in Plan
------------------------------------------------------------
Microtek submitted a Third Amended Plan of Reorganization dated
December 16, 2024.
Since the filing, the Debtor has continued business operations and
has engaged in contract negotiations with new and old customers. It
is anticipated that these negotiations will result in significant
financial profits for the Debtor.
The Plan Proponent's financial projections show that the Debtor
will have projected disposable income of $4,215,075.49. These
projections are forward-looking, based on assumptions that may not
come to fruition, and actual results may vary. The final Plan
payment is expected to be paid on December 2028.
This Plan of Reorganization proposes to pay creditors of the Debtor
from net proceeds of the Debtor's business operations.
Non-priority unsecured creditors holding allowed claims will
receive distributions, which the proponent of this Plan has valued
at approximately 50.0 cents on the dollar. This Plan also provides
for the payment of administrative and priority claims.
Class 3 consists of Non-priority unsecured creditors. Non priority
unsecured creditors shall be paid 50.0% of their claims as listed
or as filed. This Class is impaired.
Equity Security Holders consisting of corporate shareholders shall
retain their interest in the Debtor.
Plan payments shall be funded by net income generated by the
Debtor's business operations for a period of 60 months following
the date the first payment is due under the Plan. Debtor's
projections show funds will be available to pay creditors under the
Plan in an amount that exceeds the Chapter 7 liquidation amount.
All recurring payments under the Plan will be made on a monthly
basis. If the Debtor fails to make a payment required under the
Plan and such default remains uncured for 7 days, the payee or
party suffering the default may immediately and without further
notice to Debtor, request that the Bankruptcy Court order the
liquidation of the Debtor's remaining assets sufficient to cure
such default.
A full-text copy of the Third Amended Plan dated December 16, 2024
is available at https://urlcurt.com/u?l=KmqoAz from
PacerMonitor.com at no charge.
Attorney for the Plan Proponent:
Craig E. Dwyer, Esq.
CRAIG E. DWYER, ATTORNEY AT LAW
8745 Aero Drive, Suite 301
San Diego, CA 92123
Tel: (858) 268-9909
Fax: (858) 268-4230
Email: craigedwyer@aol.com
About Microtek
Microtek, a company in San Diego, Calif., provides a full range of
design, engineering, and manufacturing solutions.
The Debtor filed a petition under Chapter 11, Subchapter V of the
Bankruptcy Code (Bankr. S.D. Calif. Case No. 23-03868) on Dec. 8,
2023, with $661,315 in assets and $6,245,168 in liabilities. Tri
Le, president, signed the petition.
Judge Christopher B. Latham oversees the case.
The Debtor tapped Craig E. Dwyer, Esq., as legal counsel and
Shirley C. Kamen, CPA, as accountant.
MILAN SAI: Gets Interim OK to Use Cash Collateral Until Jan. 23
---------------------------------------------------------------
The U.S. Bankruptcy Court for the Northern District of Texas,
Dallas Division, issued an interim order permitting Milan Sai Joint
Venture, LLC to use cash collateral from Dec. 26, 2024, to Jan. 23,
2025.
The company must adhere to a budget, which shows total projected
expenses of $40,345.95. Expenses include payroll, taxes, utilities,
and trustee fees.
The lender, Gregory Milligan, in his capacity as court-appointed
receiver for Pride of Austin High Yield Fund 1, LLC, was granted
replacement security interests in and liens on all post-petition
acquired property of the company.
In addition, the lender is entitled to a superpriority
administrative expense claim against the company but such claim
shall not be ahead of U.S. Trustee fees and approved professional
fees, according to the interim order.
The final hearing is set for Jan. 23.
About Milan Sai Joint Venture
Milan Sai Joint Venture, LLC operates in the traveler accommodation
industry.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. N.D. Texas Case No. 24-33560) on November
4, 2024, with up to $10 million in both assets and liabilities.
Sunil Kumar Patel, managing member, signed the petition.
Judge Michelle V. Larson oversees the case.
Joyce W. Lindauer, Esq., at Joyce W. Lindauer Attorney, PLLC,
represents the Debtor as bankruptcy counsel.
MIRACLE HILL: Amends Unsecureds & Several Secured Claims Pay
------------------------------------------------------------
Miracle Hill Nursing and Rehabilitation Center, Inc., submitted a
Second Amended Disclosure Statement describing Second Amended Plan
dated December 18, 2024.
On October 25, 2024, the Debtor filed an Amended Plan of
Reorganization and an Amended Disclosure Statement. On October 29,
2024, the Court entered an Order and Notice of Hearing on Amended
Disclosure Statement.
Prior to the hearing, objections to the Amended Disclosure
Statement were filed by KeyBank National Association, Synovus Bank,
and 1329 Abraham Street. The Court sustained the objections and
entered an order which granted the Debtor leave to file a second
amended disclosure statement.
The Debtor believes that the Plan provides the greatest possible
recovery to the Debtor's Creditors. The distributions under the
Plan will exceed recoveries in a chapter 7 liquidation.
Class 2 consists of all Allowed Secured Tax Claims. Each Holder of
an Allowed Secured Tax Claims shall be paid in equal monthly
installments over five years from the Effective Date together with
interest at the rate of seven percent. Allowed Secured Tax Claims
shall retain any Liens securing such Allowed Secured Tax Claim.
Class 2 is Impaired and is entitled to vote to accept or reject the
Plan.
Class 4 consists of all Secured Claims of the SBA. The Plan shall
leave unaltered the legal, equitable, and contractual rights under
the SBA Security Agreement and SBA Note. SBA shall retain its liens
granted under the SBA Security Agreement against the Assets of the
Debtor. SBA shall have a second priority Lien on the Debtor's
tangible and intangible personal property and a third priority Lien
and security interest in the Debtor's accounts, notes, deposits,
and Cash proceeds. As of the Effective Date, the Debtor shall cure
any defaults under the SBA Mortgage and SBA Note and shall
compensate SBA for any losses. The maturity and other terms under
the SBA Note and SBA Mortgage shall be reinstated. The SBA shall
continue to receive payments pursuant to the SBA Note.
Class 5 consists of all Secured Claims of Synovus. Synovus shall
retain its Liens against Assets of the Debtor as provided in the
Synovus Loan Documents. Synovus shall have a second priority lien
and security interests in accounts, note receivables, cash
deposits, and cash proceeds. The Allowed Class 5 Claim shall accrue
interest at 7.24% and the Allowed Class 5 Claim shall be amortized
over twenty-five years. The Allowed Class 5 Claim shall mature and
become payable in full on the sixth anniversary of the Effective
Date. Payments on the Allowed Class 5 Secured Claim shall commence
thirty days after the Effective Date. There shall be no penalty for
prepayment of all or any portion of the Allowed Class 5 Secured
Claim.
Class 6 consists of the Secured Claim of 1329 Abraham as provided
in the 1329 Abraham Loan Documents. 1329 Abraham shall retain its
Liens against Assets of the Debtor. 1329 Abraham shall have a
second priority Lien and security interest on the Debtor's Real
Property and rents (to the extent that rents exist), a third
priority Lien on the Debtor's tangible and intangible personal
property, and a fourth priority Lien and security interest on the
Debtor's accounts, note receivables, cash deposits, and Cash
proceeds. On the Effective Date, 1329 Abraham shall receive not
less than $100,000 from the Cash Contributions and the Debtor's
cash.
The remaining balance owed on the Allowed Class 6 Claim shall
accrue interest at seven percent and the Allowed Class 6 Claim
shall be amortized over thirty years. The Allowed Class 6 Claim
shall mature and become payable in full on the fifth anniversary of
the Effective Date. Payments on the Allowed Class 6 Secured Claim
shall commence thirty days after the Effective Date. There shall be
no penalty for prepayment of all or any portion of the Allowed
Class 6 Secured Claim. 1329 Abraham shall also be entitled to
receive fifty percent of Excess Cash until the Class 6 Secured
Claim is paid in full.
Class 7 consists of all Secured Claims of Caterpillar. The Plan
shall leave unaltered the legal, equitable, and contractual rights
under the Caterpillar Agreement. Caterpillar shall retain its Lien
on the Caterpillar 615 Generator Set. As of the Effective Date, the
Debtor shall cure any defaults under the Caterpillar Agreement and
shall compensate Caterpillar for any losses. The maturity and other
terms under the Caterpillar Agreement shall be reinstated.
Caterpillar shall continue to receive payments pursuant to the
Caterpillar Agreement.
Class 8 consists of all Allowed Unsecured Claims against the
Debtor. Each Holder of an Allowed Unsecured Claim in Class 8 shall
receive its Pro Rata Share of Distributions of the Quarterly Plan
Payment and Unsecured Creditor Excess Cash on each Distribution
Date. The Distributions shall continue until the earlier of: (i)
the date Allowed Unsecured Claims have been paid in full or (ii)
five years after the Effective Date. Holders of Allowed Unsecured
Claims shall also receive their Pro-Rata Share of funds received
from the ERC Claim.
The initial Distribution pursuant to this subparagraph shall be
made by the Distribution Agent as soon as practicable after the
later of (a) occurrence of all events, including the Allowance of
all applicable Claims, necessary to calculate the amount available
for Distribution pursuant to this subparagraph, and (b) the date
the Distribution Agent determines, in the exercise of its
discretion, that sufficient amounts of Class 8 Claims have become
Allowed Claims to warrant an initial Distribution on account of
Class 8 Claims. The Distribution Agent may make subsequent
Distributions pursuant to this subparagraph at such times and in
such amounts as the Distribution Agent shall determine, in the
exercise of its discretion, that such Distributions are
appropriate. Class 8 is Impaired by the Plan. Each Holder of an
Allowed Unsecured Claim.
The Plan contemplates that Holders of Allowed Claims could be paid
from a number of sources. The primary source to repay Creditors are
Cash and funds generated by the continuing operations of the
Facility by the Reorganized Debtor. The Plan contemplates that the
distributions to certain Creditors may be supplemented by Cash
Contributions and proceeds from the ERC Claim, although the
feasibility of the Plan is not conditioned upon receiving such
funds. The Facility is currently paying the Secured Claims of
KeyBank, the SBA, and Caterpillar pursuant to the terms of the
Prepetition agreements with such Creditors.
The Plan treats those Creditors as Unimpaired and the Plan provides
that the Reorganized Debtor will continue to make such payments
pursuant to the terms of the Prepetition agreements. The Plan
provides for payments to be made to 1329 Abraham and Synovus,
commencing thirty days after the Effective Date. The Plan also
provides that 1239 Abraham shall be entitled to receive a Cash
payment on the Effective Date of not less than $100,000 as well as
fifty percent of the Excess Cash until its Allowed Secured Claim
has been paid in full.
A full-text copy of the Second Amended Disclosure Statement dated
December 18, 2024 is available at https://urlcurt.com/u?l=MoigML
from PacerMonitor.com at no charge.
Miracle Hill Nursing and Rehabilitation Center, Inc., is
represented by:
Scott A. Stichter, Esq.
Stichter Riedel Blain & Postler, P.A.
110 East Madison Street, Suite 200
Tampa, FL 33602
Tel: (813) 229-0144
Email: sstichter@srbp.com
About Miracle Hill Nursing
Miracle Hill Nursing and Rehabilitation Center, Inc., filed a
Chapter 11 petition (Bankr. N.D. Fla. Case No. 23-40398) on Oct.
12, 2023, with up to $10 million in both assets and liabilities.
Chris A. Burney, president, signed the petition.
Judge Karen K. Specie oversees the case.
The Debtor tapped Scott A. Stichter, Esq., at Stichter, Riedel,
Blain & Poster, PA, as bankruptcy counsel and James D. Gibson,
Esq., at Gibson Kohl, PL as special litigation counsel.
MLN US HOLDCO: $125MM Bank Debt Trades at 98% Discount
------------------------------------------------------
Participations in a syndicated loan under which MLN US Holdco LLC
is a borrower were trading in the secondary market around 1.8
cents-on-the-dollar during the week ended Friday, December 27,
2024, according to Bloomberg's Evaluated Pricing service data.
The $125 million Term loan facility is scheduled to mature on
October 18, 2027. The amount is fully drawn and outstanding.
MLN US Holdco LLC, dba Mitel, headquartered in Ottawa, Canada,
provides phone systems, collaboration applications (voice, video
calling, audio and web conferencing, instant messaging etc.) and
contact center solutions through on-site and cloud offerings. The
Company's customer focus is on small and medium sized businesses.
Mitel is majority-owned by private equity firm Searchlight Capital
Partners.
MODEL TOBACCO: Files Chapter 11 Bankruptcy Protection in Virginia
-----------------------------------------------------------------
On December 31, 2024, Model Tobacco Development Group LLC filed
Chapter 11 protection in the Eastern District of Virginia.
According to court filing, the Debtor reports between $10 million
and $50 million in debt owed to 1 and 49 creditors. The petition
states funds will be available to unsecured creditors.
About Model Tobacco Development Group LLC
Model Tobacco Development Group LLC is engaged in activities
related to real estate.
Model Tobacco Development Group LLC sought relief under Chapter 11
of the U.S. Bankruptcy Code (Bankr. E.D. Va. Case No. 24-34863) on
December 31, 2024. In the petition filed by Christopher A.
Harrison, as Manager of
McKenzie Blake Development Company, manager, the Debtor reports
estimated assets between $50 million and $100 million and estimated
liabilities between $10 million and $50 million.
The Debtor is represented by:
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
MP OCTOPUS: Court OKs Interim Use of Cash Collateral
----------------------------------------------------
MP Octopus Pizza, LLC and its affiliates received interim approval
from the U.S. Bankruptcy Court for the Middle District of Florida
to use cash collateral retroactive to Nov. 15, 2024.
The interim order authorized the companies to use cash collateral
to pay amounts expressly authorized by the court, including
payments of the U.S Trustee's quarterly fees; expenses
set forth in the budget, plus an amount not to exceed 10% for each
line item; and additional amounts approved by Rewards Network. This
authorization will continue until further order of the court.
Rewards Network was authorized to withdraw or otherwise debit from
the companies' bank accounts up to $5,000 a week, subject to a 10%
variance until further order of the court.
Each creditor with a security interest in cash collateral will have
a perfected post-petition lien against cash collateral to the same
extent and with the same validity and priority as the
pre-bankruptcy lien.
The next hearing is scheduled for Jan. 9.
About MP Octopus Pizza LLC
MP Octopus Pizza LLC, dba Marco's Pizza, sought protection under
Chapter 11 of the U.S. Bankruptcy Code (Bankr. M.D. Fla. Case No.
24-06739) on November 15, 2024. In the petition signed by Terry
Burkholder, manager, the Debtor disclosed up to $100,000 in assets
and up to $1 million in liabilities.
Judge Catherine Peek McEwen oversees the case.
Buddy D. Ford, Esq., at Buddy D. Ford, P.A., represents the Debtor
as legal counsel.
NORTHSTARR BUILDERS: Seeks Chapter 11 Bankruptcy Protection
-----------------------------------------------------------
On December 23, 2024, Northstarr Builders LLC filed Chapter 11
protection in the Eastern District of Michigan. 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 Northstarr Builders LLC
Northstarr Builders LLC offers expert home, kitchen, bathroom, and
basement remodeling services.
Northstarr Builders LLC sought relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. E.D. Mich. Case No. 24-32419) on December
23, 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 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
NOSREDNA REAL ESTATE: Case Summary & One Unsecured Creditor
-----------------------------------------------------------
Debtor: Nosredna Real Estate Holdings Corporation
d/b/a Nosredna Real Estate Holdings
3675 Pecos-McLeod Interconnect Ste 900
Las Vegas, NV 89121
Chapter 11 Petition Date: December 31, 2024
Court: United States Bankruptcy Court
District of Nevada
Case No.: 24-16799
Debtor's Counsel: Seth D Ballstaedt, Esq.
FAIR FEE LEGAL SERVICES
8751 W Charleston Blvd #230
Las Vegas, NV 89117
Tel: (702) 715-0000
Fax: (702) 666-8215
E-mail: help@bkvegas.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Gail Anderson as president.
The Debtor listed Meadows Bank located at 8912 Spanish Ridge Ave,
Las Vegas, NV 89148 as its sole unsecured creditor holding a claim
of $992,793.
A full-text copy of the petition is available for free at
PacerMonitor.com at:
https://www.pacermonitor.com/view/7MJO75I/NOSREDNA_REAL_ESTATE_HOLDINGS__nvbke-24-16799__0001.0.pdf?mcid=tGE4TAMA
NOSREDNA REAL: Starts Subchapter V Bankruptcy Process in Nevada
---------------------------------------------------------------
On December 31, 2024, Nosredna Real Estate Holdings Corp. Chapter
11 protection in the District of Nevada. According to court
filing, the Debtor reports between $1 million and $10 million in
debt owed to 1 and 49 creditors. The petition states funds will be
available to unsecured creditors.
About Nosredna Real Estate Holdings Corp.
Nosredna Real Estate Holdings Corp. is a Single Asset Real Estate
(as defined in 11 U.S.C. § 101(51B)).
Nosredna Real Estate Holdings Corp. sought relief under Chapter 11
of the U.S. Bankruptcy Code (Bankr. D. Nev. Case No. 24-16799) on
December 31, 2024. In its petition, the Debtor reports estimated
assets and liabilities between $1 million and $10 million each.
The Debtor is represented by:
Seth D. Ballstaedt, Esq.
BALLSTAEDT LAW FIRM, LLC DBA FAIR FEE LEGAL SERVICES
8751 W CHARLESTON BLVD SUITE 230
LAS VEGAS, NV 89117
P: 702-715-0000
Fax: 702-715-0000
NOVA LIFESTYLE: Receives Nasdaq Notice Regarding Low Stock Price
----------------------------------------------------------------
Nova LifeStyle, Inc., disclosed in a Form 8-K filed with the
Securities and Exchange Commission that on Dec. 27, 2024, it
received a letter from the Nasdaq Stock Market notifying the
Company that, because the closing bid price for the Company's
common stock listed on Nasdaq was below $1.00 for 30 consecutive
trading days, the Company no longer meets the minimum bid price
requirement for continued listing on Nasdaq under Nasdaq
Marketplace Rule 5550(a)(2), which requires a minimum bid price of
$1.00 per share.
The notification has no immediate effect on the listing of the
Company's common stock. In accordance with Nasdaq Marketplace Rule
5810(c)(3)(A), the Company has a period of 180 calendar days from
the date of notification, until June 25, 2025, to regain compliance
with the Minimum Bid Price Requirement. If at any time before the
expiration of the Compliance Period the bid price of the Company's
common stock closes at or above $1.00 per share for a minimum of 10
consecutive business days, Nasdaq will provide written notification
that the Company has achieved compliance with the Minimum Bid Price
Requirement. If the Company does not regain compliance by the end
of the Compliance Period, the Company may be eligible for an
additional 180 calendar day period to regain compliance. To
qualify, the Company will be required to meet the continued listing
requirement for market value of publicly held shares and all other
initial listing standards for The Nasdaq Capital Market, with the
exception of the bid price requirement, and will need to provide
written notice of its intention to cure the deficiency during the
second compliance period by effecting a reverse stock split, if
necessary. However, if it appears to Nasdaq that the Company will
not be able to cure the deficiency, or if the Company is otherwise
not eligible, Nasdaq will provide notice that the Company's
securities will be subject to delisting.
The Company intends to continue actively monitoring the bid price
for its common stock between now and the expiration of the
Compliance Period and will consider all available options to
resolve the deficiency and regain compliance with the Minimum Bid
Price Requirement.
About Nova Lifestyle
Headquartered in Commerce, Calif., Nova LifeStyle, Inc. is a
distributor of contemporary styled residential and commercial
furniture incorporated into a dynamic marketing and sales platform
offering retail as well as online selection and global purchase
fulfillment. The Company monitors popular trends and products to
create design elements that are then integrated into the Company's
product lines that can be used as both stand-alone or whole-room
and home furnishing solutions. Through its global network of
retailers, e-commerce platforms, stagers, and hospitality
providers, Nova LifeStyle also sells (through an exclusive
third-party manufacturing partner) a managed variety of
high-quality bedding foundation components.
San Mateo, Calif.-based WWC, P.C., the Company's auditor since
2022, issued a "going concern" qualification in its report dated
April 12, 2024, citing that the Company incurred a net loss for the
years ended Dec. 31, 2023, and 2022, and the accumulated deficit
increased from $36.71 million to $44.43 million from 2022 to 2023.
These factors raise substantial doubt about the Company's ability
to continue as a going concern.
OFFICE PROPERTIES: DE Shaw Holds 5.7% Equity Stake
--------------------------------------------------
D. E. Shaw & Co., L.P., disclosed in a Schedule 13G filing with the
U.S. Securities and Exchange Commission that as of December 11,
2024, it beneficially owns 4,006,022 shares of Office Properties
Income Trust's common stock representing 5.7% of the Company's
outstanding shares of stock.
D. E. Shaw & Co., L.L.C., also disclosed that it beneficially owns
3,507,015 shares of the Company's common stock representing 5.0% of
the Company's outstanding shares of stock.
David E. Shaw further disclosed that it beneficially owns 4,006,022
shares of the Company's common stock representing 5.7% of the
Company's outstanding shares of stock.
About Office Properties
Office Properties Income Trust is a REIT organized under Maryland
law. As of Dec. 31, 2023, its wholly owned properties were
comprised of 152 properties, and it had noncontrolling ownership
interests of 51% and 50% in two unconsolidated joint ventures that
owned three properties containing approximately 468,000 rentable
square feet. As of Dec. 31, 2023, the Company's properties are
located in 30 states and the District of Columbia and contain
approximately 20,541,000 rentable square feet. As of Dec. 31,
2023,
its properties were leased to 258 different tenants, with a
weighted average remaining lease term (based on annualized rental
income) of approximately 6.4 years. The U.S. government is its
largest tenant, representing approximately 19.5% of its annualized
rental income as of Dec. 31, 2023.
As of March 31, 2024, the Company had $4 billion in total assets,
$2.7 billion in total liabilities, and $1.3 billion in total
stockholders' equity.
* * *
In May 2024, OPI announced it was actively negotiating with its
existing debtholders to exchange four series of its currently
outstanding senior unsecured notes (worth $1.7 billion at face
value) for up to $610 million of new senior secured notes and
related guarantees, with priority given to the 2025 noteholders
($650 million outstanding). The exchange would result in
debtholders receiving below the par value of the existing notes.
In May 2024, OPI announced it was actively negotiating with its
existing debtholders to exchange four series of its currently
outstanding senior unsecured notes (worth $1.7 billion at face
value) for up to $610 million of new senior secured notes and
related guarantees, with priority given to the 2025 noteholders
($650 million outstanding). The exchange would result in
debtholders receiving below the par value of the existing notes.
In July 2024, S&P Global Ratings raised its issuer credit rating
on
Office Properties Income Trust (OPI) to 'CCC-' from 'SD'
(selective
default) and its issue-level ratings on the senior unsecured notes
that were part of the exchange to 'CCC-' from 'D'. S&P said, "We
lowered our issue-level rating on the company's March 2029 senior
secured notes to 'CCC+' from 'B-', with the recovery rating
remaining '1′. We also lowered the issue-level rating on the
company's 2050 senior unsecured notes, which were not part of the
debt exchange, to 'CCC-' from 'CCC'. The recovery rating on all
the
unsecured notes is unchanged at '3'. We also assigned our 'CCC'
and
'2′ recovery rating to the company's new September 2029
senior
secured notes."
S&P Global Ratings lowered its issuer credit rating on OPI to 'CC'
from 'CCC' and its issue-level ratings on its senior unsecured
notes due 2025, 2026, 2027, and 2031, which are part of the
proposed exchange, to 'CC' from 'CCC'. At the same time, S&P
affirmed its 'CCC' issue-level rating on the company's senior
unsecured notes due 2050, which are not part of the proposed
exchange, and its 'B-' issue-level rating on its existing secured
notes due 2029. Its '3′ recovery rating on all the unsecured
notes and '1′ recovery rating on the secured notes are
unchanged.
In June 2024, S&P Global Ratings lowered its issuer credit rating
on Office Properties Income Trust (OPI) to 'SD' (selective
default)
and its issue-level rating on the company's 2025, 2026, 2027, and
2031 senior unsecured notes to 'D'. S&P said, "We view the debt
exchange as distressed and tantamount to a default. The downgrade
follows OPI's completion of its private debt exchange. In
aggregate, the company exchanged $865.2 million of its 2025, 2026,
2027, and 2031 senior unsecured notes for $567.4 million of new
senior secured notes due 2029. The exchange consideration varied
depending on which notes were exchanged, with longer-dated notes
receiving less consideration. In addition, certain noteholders
received common equity to incentivize the exchange. In our view,
this transaction is a distressed exchange and tantamount to a
default because lenders received less than the original promise of
the securities, which is not offset by adequate compensation."
In November 2024, S&P Global Ratings placed all of its ratings on
Office Properties Income Trust (OPI), including its 'CCC-' issuer
credit rating, on CreditWatch with developing implications.
The CreditWatch placement reflects the uncertainty around the
final
terms and execution of the exchange offer. S&P plans to resolve
the
CreditWatch following the resolution of the exchange offer.
ONENERGY INC: Increases Secured Note to $950,000, Extends Maturity
------------------------------------------------------------------
ONEnergy Inc., announced on December 31, 2024, that the Company and
Stephen J.J. Letwin have agreed to amend the Secured Grid
Promissory Note effective December 31, 2024.
On May 26, 2023, the Company entered into the Secured Note with
Stephen J.J. Letwin, a shareholder, creditor and the Chairman of
the Board of Directors of the Company, as a preliminary step to
filing a Division I proposal pursuant to the Bankruptcy and
Insolvency Act (Canada) with the intent of settling the Company's
outstanding unsecured creditor liabilities. On June 26, 2024, the
Company implemented the Proposal.
The Secured Note is not convertible into securities of the Company,
is secured by a first-ranking security over the Company's assets,
permits repayments and additional drawdowns and bears an annual
interest rate at 10%. The Secured Note had a borrowing limit of
$450,000 and a maturity date of December 31, 2023. The Secured Note
is not part of the Proposal.
The Secured Note is a related party transaction, as that term is
defined in section 1.1 of the MI 61-101 Policy.
Funds advanced under the Secured Note were used to fund the
proposal trustee fees, legal fees of the Proposal proceedings, the
Company's working capital requirements during Proposal proceedings
and will be used after the Company exits from the Proposal
proceedings.
Effective December 31, 2023, the maturity date on the Secured Note
was extended to December 31, 2024 and effective March 31, 2024, the
borrowing limit was amended and increased to $650,000.
The Company and the Chairman agree to further amend the Secured
Note, effective December 31, 2024, to increase the borrowing limit
by $300,000 to $950,000 and to extend the maturity date to December
31, 2025. The amendment is necessary to provide the Company with
adequate working capital as it exits from the Proposal proceedings
and to pursue opportunities to complete a transaction.
The amendment to the Secured Note falls within the exemption
provision set out in section 5.7(1)(f) of the MI 61-101 Policy,
which provides an exemption from minority approval of related party
transactions of this nature.
About ONEnergy Inc.
ONEnergy common shares are listed on the NEX board of the TSX
Venture Exchange under the symbol "OEG.H". Material information
about ONEnergy can be found on SEDAR+ under the Company's issuer
profile at www.sedarplus.ca. ONEnergy's corporate website may be
found at www.onenergyinc.com.
ONLINE LEARNING: Seeks Bankruptcy Protection in Massachusetts
-------------------------------------------------------------
On December 20, 2024, Online Learning Consortium Inc. filed
Chapter 11 protection in the District of Massachusetts. 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 Online Learning Consortium Inc.
Online Learning Consortium, Inc. operates as a non-profit
organization. The Organization offers access to online education to
individuals, professional societies, and corporate sectors. Online
Learning Consortium serves communities in the State of
Massachusetts.
Online Learning Consortium Inc. sought relief under Chapter 11 of
the U.S. Bankruptcy Code (Bankr. D. Mass. Case No. 24-12569) on
December 20, 2024. In its petition, the Debtor reports estimated
assets and liabilities between $500,000 and $1 million each.
The Debtor is represented by:
Jesse I. Redlener, Esq.
Ascendant Law Group LLC
2 Dundee Park Drive, Suite 102
Andover, MA 01810
P: 978-409-2038
ORBIT MARKETING: To Sell Climax Property for $25,000
----------------------------------------------------
Kelly M. Hagan, Chapter 11 Trustee of Orbit Marketing, LLC, seeks
approval from the U.S. Bankruptcy Court for the Western District of
Michigan, Grand Rapids, to sell Real Property.
The Debtor's property commonly known as 111 S. Main Street, Climax,
MI, more particularly described as a parcel of real estate located
in the City of Climax, Kalamazoo County, Michigan to wit: Village
Plat of Village of Climax Lot 55 & 62 & that part of Lot 56 lying
East of Lot 62.
Reach Outdoor, LLC held a judgment lien of the Property securing a
judgment in the amount of $24,465.84.
The Trustee has hired Weichert Realtors Platinum and NAI Wisinski
of West Michigan as seller’s broker to assist the Trustee in
selling the Real Property, and will be paid a commission of 4% with
3% to Buyer’s Agent.
The Trustee has accepted an offer for the Real Property in the
amount of $25,000 and the sale price is within the range of value
determined by the Broker and the Trustee believes that it is a fair
price.
In the event that the Kalamazoo County Judgment Lien is satisfied
at the closing on the Real Property and paid to Kelly M. Hagan,
Chapter 7 Trustee of the bankruptcy estate of Orbit Marketing, LLC,
Trustee is seeking authority to discharge the Kalamazoo County
Judgment Lien.
The Trustee believes that a sale of the Real Property is in the
best interest of the estate and creditors.
About Orbit Marketing, LLC
Orbit Marketing, LLC is a solar power solutions provider in
Southwest Michigan.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. W.D. Mich. Case No. 24-01123) on April 27,
2024. In the petition signed by Joshua L. Thompson, sole member,
the Debtor disclosed $5,117,054 in assets and $9,699,929 in
liabilities.
Judge Scott W. Dales presides over the case.
James R. Oppenhuizen, Esq., at Oppenhuizen Law Firm, PLC served as
the Debtor's legal counsel and David Jewell, CPA, at Yeo & Yeo, PC
as financial consultants.
Kelly M. Hagan is the case trustee and is represented by Beadle
Smith, PLC.
ORGENESIS INC: Jagannathan Bhalaji Quits as Director
----------------------------------------------------
Orgenesis Inc. disclosed in a Form 8-K filed with the Securities
and Exchange Commission that on Dec. 24, 2024, Jagannathan Bhalaji
notified the Company of his decision to resign as a director of the
Company, effective immediately, for personal reasons. Mr.
Bhalaji's resignation was not the result of any disagreement with
the Company, or its management on any matter relating to the
Company's operations, policies or practices.
About Orgenesis
Headquartered in Germantown, MD, Orgenesis, Inc. --
http://www.orgenesis.com-- is a global biotech company working to
unlock the potential of cell and gene therapies ("CGTs") in an
affordable and accessible format. CGTs can be centered on
autologous (using the patient's own cells) or allogenic (using
master banked donor cells) and are part of a class of medicines
referred to as advanced therapy medicinal products ("ATMPs"). The
Company is mostly focused on autologous therapies that can be
manufactured under processes and systems that are developed for
each therapy using a closed and automated approach that is
validated for compliant production near the patient for treatment
of the patient at the point of care ("POCare"). This approach has
manufacturing methods that do not translate well to commercial
production of advanced therapies due to their cost prohibitive
nature and complex logistics to deliver such treatments to patients
(ultimately limiting the number of patients that can have access
to, or can afford, these therapies).
Haifa, Israel-based Kesselman & Kesselman, the Company's auditor
since 2012, issued a "going concern" qualification in its report
dated April 15, 2024, citing that the Company has suffered
recurring losses from operations and has incurred cash outflows
from operating activities that raise substantial doubt about its
ability to continue as a going concern.
PROFESSIONAL DIVERSITY: Signs $1.5M Stock Purchase Deal With Aurus
------------------------------------------------------------------
Professional Diversity Network, Inc., disclosed in a Form 8-K filed
with the Securities and Exchange Commission that on Dec. 19, 2024,
it entered into a stock purchase agreement with Aurus Vertex
Limited, a British Virgin Islands company, in connection with the
purchase by the Investor of 2,500,000 shares of common stock of the
Company at a price of $0.60 per share (representing approximately a
25% premium to the closing price of the common stock on Dec. 18,
2024) for aggregate gross proceeds of $1.5 million. The closing of
the transaction was expected to take place on Dec. 23, 2024.
The offer and sale of the Shares is exempt from registration due to
the exemption for offshore transactions found in Regulation S
promulgated by the Securities and Exchange Commission under the
Securities Act of 1933, as amended, and other exemptions from
the registration requirements of the Securities Act. The
Company relied, in part, upon representations that the Investor was
not in the United States at the time of the purchase and is not,
and is not acting for the benefit of, a U.S. Person as defined in
Rule 902(k) under Regulation S under the Securities Act.
Pursuant to the Agreement and subject to the conditions outlined in
the Agreement, the Investor has the right to purchase an additional
1,000,000 shares at a subsequent closing. The Purchaser may elect
to exercise its right to purchase the Second Closing Shares by
delivering written notice to the Company at any time (a) after the
Company has received the requisite stockholder approval of the
issuance and sale of the Second Closing Shares under applicable
listing rules of the Nasdaq Stock Market, and (b) on or before the
later of (i) the 90th day following the Closing Date and (ii) the
10th day following the receipt of Stockholder Approval, but in no
event after June 30, 2025. The Company has agreed to exercise
commercially reasonable efforts to obtain the Stockholder Approval
at a duly called meeting of stockholders or, if applicable, by
written consent. In no event shall the Company be obligated to
issue and sell the Second Closing Shares unless and until the
Stockholder Approval has been obtained. The purchase price per
share of the Second Closing Shares will be the lesser of (a) $0.60
per share and (b) the closing price of the Common Stock on the date
that Purchaser delivers its written notice to the Company of its
election to purchase the Second Closing Shares as described above.
About Professional Diversity
Headquartered in Chicago, Illinois, Professional Diversity Network,
Inc. -- https://www.prodivnet.com -- is a global developer and
operator of online and in-person networks that provides access to
networking, training, educational, and employment opportunities for
diverse professionals. The Company operates subsidiaries in the
United States, including National Association of Professional Women
(NAPW) and its brand, International Association of Women (IAW),
which is one of the largest, most recognized networking
organizations of professional women in the country, spanning more
than 200 industries and professions. Through an online platform
and its relationship recruitment affinity groups, the Company
provides its employer clients a means to identify and acquire
diverse talent and assist them with their efforts to comply with
the Equal Employment Opportunity Office of Federal Contract
Compliance Program. The Company's mission is to utilize the
collective strength of its affiliate companies, members, partners,
and unique proprietary platform to be the standard in business
diversity recruiting, networking, and professional development for
women, minorities, veterans, LGBTQ+, and disabled persons
globally.
Oak Brook, Illinois-based Sassetti LLC, the Company's auditor since
2022, issued a "going concern" qualification in its report dated
March 29, 2024, citing that the Company has incurred recurring
operating losses, has a significant accumulated deficit, and will
need to raise additional funds to meet its obligations and the
costs of its operations. These conditions raise substantial doubt
about the Company's ability to continue as a going concern.
QUEST SOFTWARE: $765MM Bank Debt Trades at 78% Discount
-------------------------------------------------------
Participations in a syndicated loan under which Quest Software Inc
is a borrower were trading in the secondary market around 22.4
cents-on-the-dollar during the week ended Friday, December 27,
2024, according to Bloomberg's Evaluated Pricing service data.
The $765 million Term loan facility is scheduled to mature on
February 1, 2030. The amount is fully drawn and outstanding.
Quest Software provides software solutions. The Company offers
enterprise software that identities, users and data, streamlines IT
operations, and hardens cyber security from the inside out.
Software serves customers in the United States.
R&M CAPITAL: Unsecureds Will Get 1% Dividend over 12 Months
-----------------------------------------------------------
R&M Capital Group, Inc., filed with the U.S. Bankruptcy Court for
the Eastern District of New York a Chapter 11 Plan dated December
17, 2024.
A claim is placed in a particular Class only to the extent that the
Claim falls within the description of that Class, and is classified
in other Classes to the extent that any portion of the Claim falls
within the description of the other Classes.
Class II shall consists of the general unsecured claims in the
total amount of $767,787.60:
* U.S. Small Business Administration with a claim amount of
$526,628.13. This Creditor will receive 1% ($5,266.28) dividend to
be payable by equal monthly installments in the amount of $438.85
within 12 months commencing on the effective date.
* New York State Department of Taxation & Finance in the
amount of $230.00. This Creditor will receive 1% ($2.3) dividend to
be payable by equal monthly installments in the amount of $0.2
within 12 months commencing on the effective date.
* Consolidated Edison Company of New York Inc. in the amount
of $6,107.77. This Creditor will receive 1% ($61.07) dividend to be
payable by equal monthly installments in the amount of $5.08 within
12 months commencing on the effective date.
* JPMorgan Chase Bank, N.A. in the amount of $8,975.64. This
Creditor will receive 1% ($89.75) dividend to be payable by equal
monthly installments in the amount of $7.5 within 12 months
commencing on the effective date.
* HSBC Bank USA, N.A. in the amount of $59,090.23. This
Creditor will receive 1% ($590.91) dividend to be payable by equal
monthly installments in the amount of $49.24 within 12 months
commencing on the effective date.
* American Express National Bank in the amount of $3,902.82.
This Creditor will receive 1% ($39.02) dividend to be payable by
equal monthly installments in the amount of $3.25 within 12 months
commencing on the effective date.
* American Express National Bank in the amount of $1,959.27.
This Creditor will receive 1% (19.59) dividend to be payable by
equal monthly installments in the amount of $1.6 within 12 months
commencing on the effective date.
* Workers Compensation Board of the State of New York in the
amount of $16,669.50. This Creditor will receive 1% ($166.69)
dividend to be payable by equal monthly installments in the amount
of $13.89 within 12 months commencing on the effective date.
* Bank of America N.A. in the amount of $10,058.25. This Class
will receive 1% ($100.58) dividend to be payable by equal monthly
installments in the amount of $8.38 within 12 months commencing on
the effective date.
* Citizens in the amount of $28,429.05. This Creditor will
receive 1% ($284.29) dividend to be payable by equal monthly
installments in the amount of $23.69 within 12 months commencing on
the effective date.
* U.S. Small Business Administration in the amount of
$16,736.94. This Creditor will receive 1% ($167.36) dividend to be
payable by equal monthly installments in the amount of $13.94
within 12 months commencing on the effective date.
* Yuri Leschinsky in the amount of $89,000.00. The Creditor
will not receive any treatment from the Debtor, since this claim
will continue to be paid by Guarantors from their personal funds.
The Plan will be financed from continuing operating income,
reorganized business operations of the Debtor, as well as from
funds accumulated in the Debtor's in Possession accounts.
A full-text copy of the Chapter 11 Plan dated December 17, 2024 is
available at https://urlcurt.com/u?l=5dp1Qm from PacerMonitor.com
at no charge.
R&M Capital Group, Inc. is represented by:
Alla Kachan, Esq.
LAW OFFICES OF ALLA KACHAN, P.C.
2799 Coney Island Avenue, Suite 202
Brooklyn, NY 11235
Tel: (718) 513-3145
About R&M Capital Group
R&M Capital Group, Inc., filed a Chapter 11 bankruptcy petition
(Bankr. E.D.N.Y. Case No. 23-43043) on August 25, 2023, disclosing
under $1 million in both assets and liabilities.
The Debtor is represented by LAW OFFICES OF ALLA KACHAN, P.C.
RAPID7 INC: Jana Partners Hold 5.8% Equity Stake
------------------------------------------------
Jana Partners Management, LP, disclosed in a Schedule 13D filing
with the U.S. Securities and Exchange Commission that as of
December 17, 2024, it beneficially owns 3,690,129 shares of Rapid7,
Inc.'s common stock, representing 5.8% of the 63,206,602 shares
outstanding as of October 31, 2024.
Michael Joseph Burns, and Chad Kinzelberg also disclosed that they
each beneficially own 3,000 shares of the Company's common stock.
Robert Bradshaw Henske disclosed that he beneficially owns 1,500
shares of the Company's common stock.
The 3,690,129 Shares reported herein as beneficially owned by JANA
were acquired at an aggregate purchase price of approximately $138
million. The 3,000 Shares reported herein as beneficially owned by
Mr. Burns were acquired at an aggregate purchase price of
approximately $0.1 million.
The 1,500 Shares reported herein as beneficially owned by Mr.
Henske were acquired at an aggregate purchase price of
approximately $0.05 million.
The 3,000 Shares reported herein as beneficially owned by Mr.
Kinzelberg were acquired at an aggregate purchase price of
approximately $0.1 million.
About Rapid7 Inc.
Rapid7, Inc. (Nasdaq: RPD) provides cybersecurity services.
Rapid7 reported a net loss of $149.26 million for the year ended
December 31, 2023, compared to a net loss of $124.7 million for
the
year ended December 31, 2022. As of June 30, 2024, Rapid7 had $1.5
billion in total assets, $1.6 billion in total liabilities, and
$52.9 million in total stockholders' deficit.
* * *
Egan-Jones Ratings Company on October 10, 2023, maintained its
'CC'
foreign currency and local currency senior unsecured ratings on
debt issued by Rapid7, Inc.
RESHAPE LIFESCIENCES: Signs $5 Million Equity Purchase Agreement
----------------------------------------------------------------
ReShape Lifesciences Inc. disclosed in a Form 8-K filed with the
Securities and Exchange Commission that on Dec. 19, 2024, it
entered into an equity purchase agreement with a certain investor,
which provides that, upon the terms and subject to the conditions
and limitations set forth therein, the Company has the right, but
not the obligation, to sell to the Investor up to $5,000,000 of
shares of the Company's common stock from time to time over the
36-month term of the Purchase Agreement.
The price paid by the Investor for each share of Common Stock at
each closing shall be 93% of the daily volume-weighted average
price of the Common Stock ("VWAP") on the previous trading day
prior to such Closing; provided, that if 93% the lowest VWAP in the
four trading days following such Closing is lower than such Share
Price, then, as a "true-up", the Company shall issue additional
shares of Common Stock to the Investor so as to ensure that the
total number of shares received by the Investor is equal to the
number it would have received for the aggregate purchase price paid
at such Closing if the shares of Common Stock had been valued at
such lower number.
The Investor Shares shall be purchased at Closings that will occur
within one trading day of the date the Investor is deemed in
receipt of an issuance notice from the Company, so long as certain
conditions mutually agreed between the Investor and the Company,
are satisfied; provided, that, Investor Shares issued at any one
Closing shall not exceed (a) if the Issuance Notice is received
prior to 8 a.m. Eastern Standard Time, (i) 12.5% of the average
daily trading volume of the Common Stock multiplied by the VWAP for
that trading day of the Common Stock on the 10 trading days
immediately preceding the date of such Closing and (ii) a purchase
price of $500,000 and (b) otherwise, (a) the lower of (i) 7.5% of
the average Daily Value Traded of the Common Stock on the 10
trading days immediately preceding the date of such Closing and
(ii) a purchase price of $250,000.
Upon the execution of the Purchase Agreement, the Company issued to
the Investor 17,300 shares of Common Stock and a pre-funded warrant
to purchase 21,015 shares of Common Stock at an exercise price of
$0.001 per share, which together represents the fee for the
Investor's commitment to purchase shares of the Company's Common
Stock under the Purchase Agreement. The Investor has agreed not to
cause or engage, in any manner whatsoever, any direct or indirect
short selling or hedging of the Company's Common Stock. The
Purchase Agreement prohibits the Company from directing the
Investor to purchase any shares of Common Stock if those shares,
when aggregated with all other shares of Common Stock then
beneficially owned by the Investor (as calculated pursuant to
Section 13(d) of the Securities Exchange Act of 1934, as amended,
and Rule 13d-3 thereunder), would result in the Investor
beneficially owning more than 9.99% of the then total outstanding
shares of Common Stock.
Under applicable listing rules of the Nasdaq Capital Market, the
Company is prohibited from issuing to the Investor an aggregate
number of shares of Common Stock pursuant to the Purchase Agreement
if such shares would exceed 19.9% of the number of issued and
outstanding shares of Common Stock as of the effective date of the
Purchase Agreement, calculated in accordance with the applicable
Nasdaq rules, provided that the Exchange Cap will not apply (a) if
the Company's stockholders have approved issuances in excess of the
Exchange Cap in accordance with the Nasdaq rules or (b) solely to
the extent that (and only for so long as) the average price of the
Investor Shares sold under the Purchase Agreement equals or exceeds
the lower of (i) the Nasdaq Official Closing Price (as reflected on
nasdaq.com) immediately preceding the effective date; or (ii) the
average Nasdaq Official Closing Price for the five trading days
immediately preceding the effective date. In any event, the
Purchase Agreement specifically provides that the Company is not
required or permitted to issue, and the Investor is not required to
purchase, any shares of Common Stock under the Purchase Agreement
if the issuance would violate the rules or regulations of Nasdaq.
The Purchase Agreement may be terminated by (i) the Company at any
time, for any reason and without any payment or liability to the
Company upon five days written notice, or (ii) upon mutual written
consent of the Investor and Company. The Company may deliver
purchase notices under the Purchase Agreement, subject to market
conditions, and in light of the Company's capital needs, from time
to time and under the limitations contained in the Purchase
Agreement. Any proceeds that the Company receives under the
Purchase Agreement are expected to be used for working capital and
general corporate purposes, including expenses related to the
Company's previously announced proposed merger with Vyome
Therapeutics, Inc. and sale of substantially all of the Company's
assets to Ninjour Health International Limited, provided that under
the terms of the previously announced Securities Purchase
Agreement, dated Oct. 16, 2024, pursuant to which the Company
issued the Investor a senior secured convertible note in the
aggregate principal amount of $833,333.34, the Company must use 66%
of the net proceeds from any issuance of capital stock, including
under an equity line of credit, to prepay the amount the Company
owes to the Investor under the Note.
On Dec. 20, 2024, the Company filed a Registration Statement on
Form S-1 with the Securities and Exchange Commission relating to
the resale of the Investor Shares and the Commitment Shares. The
Company agreed to use its commercially reasonable efforts to have
the Registration Statement declared effective within 30 days of its
initial filing.
The Purchase Agreement contains customary representations and
warranties, covenants and indemnification provisions that the
parties made to, and solely for the benefit of, each other in the
context of all of the terms and conditions of such agreement and in
the context of the specific relationship between the parties
thereto. The provisions of the Purchase Agreement, including any
representations and warranties contained therein, are not for the
benefit of any party other than the parties thereto and are not
intended as documents for investors and the public to obtain
factual information about the current state of affairs of the
parties thereto. Rather, investors and the public should look to
other disclosures contained in the Company's annual, quarterly and
current reports the Company may file with the SEC.
About ReShape Lifesciences
ReShape Lifesciences Inc. (Obalon Therapeutics, Inc.) is a weight
loss and metabolic health-solutions company, offering an integrated
portfolio of proven products and services that manage and treat
obesity and metabolic disease. The Company's primary operations
are in the following geographical areas: United States, Australia
and certain European and Middle Eastern countries. The Company's
current portfolio includes the Lap-Band Adjustable Gastric Banding
System, the Obalon Balloon System, and the Diabetes Bloc-Stim
Neuromodulation device, a technology under development as a new
treatment for type 2 diabetes mellitus. There has been no revenue
recorded for the Obalon Balloon System, or the Diabetes Bloc-Stim
Neuromodulation as these products are still in the development
stage.
Irvine, California-based RSM US LLP, the Company's auditor since
2022, issued a "going concern" qualification in its report dated
April 1, 2024, citing that the Company has suffered recurring
losses from operations and negative cash flows. The Company
currently does not generate revenue sufficient to offset operating
costs and anticipates such shortfalls to continue. This raises
substantial doubt about the Company's ability to continue as a
going concern.
RESTAURANT CORP: Court OKs Interim Use of Cash Collateral
---------------------------------------------------------
The U.S. Bankruptcy Court for the Middle District of Florida,
Orlando Division, issued an interim order allowing Restaurant Corp
Unlimited, LLC and its affiliates to use cash collateral until Jan.
15.
The funds will be used for necessary administrative expenses,
including payments to the Subchapter V trustee and operational
costs as outlined in the companies' interim budget, with a 10%
variance.
The interim order granted the companies' secured lender a
replacement lien on the companies' post-petition assets to the same
extent and with the same validity and priority as their
pre-petition liens on the cash collateral.
The next hearing is scheduled for Jan. 15.
About Restaurant Corp Unlimited LLC
Restaurant Corp Unlimited, LLC is a fast-casual restaurant,
offering meals served quickly while ensuring unforgettable guest
experiences. It is a premier choice for shoppers seeking a quick
and satisfying bite in malls and airports across the nation.
Restaurant Corp Unlimited sought relief under Subchapter V of
Chapter 11 of the U.S. Bankruptcy Code (Bankr. M.D. Fla. Case No.
24-06601) on December 4, 2024, with $1 million to $10 million in
both assets and liabilities. Antonio S. Lomoriello, manager of
Restaurant Corp Unlimited, signed the petition.
Judge Grace E. Robson handles the case.
The Debtor is represented by:
R. Scott Shuker, Esq.
Shuker & Dorris, P.A.
121 S. Orange Avenue, Suite 1120
Orlando, FL 32801
Tel: (407) 337-2060
Email: rshuker@shukerdorris.com
RIC (AUSTIN) LLC: Seeks $5MM DIP Loan From Romspen Mortgage
-----------------------------------------------------------
RIC (Austin), LLC asked the U.S. Bankruptcy Court for the Western
District of Texas, Austin Division, for authority to use cash
collateral and obtain post-petition financing.
The company seeks to obtain senior secured superpriority
post-petition financing in an aggregate principal amount of up to
$5 million, pursuant to one or more DIP Loan Advances made by
Romspen Mortgage Limited Partnership to the company in accordance
with the terms and conditions contained in the First Loan
Agreement.
The DIP facility is due and payable on the earliest of (a) December
31, 2027, or (b) the date of acceleration of the DIP Loan pursuant
to the DIP Loan Amendment.
Pursuant to RIC's First Loan Agreement dated December 2, 2020 with
Romspen Mortgage Limited Partnership, the pre-bankruptcy lender
provided the company a loan in the original principal amount of up
to $125 million. As of the petition date, the aggregate amount due
and owing under the First Loan and the First Loan Documents was not
less than $114.185 million.
Pursuant to the Conditional Assumption of Promissory Note dated
December 2, 2020, RIC conditionally assumed the loan in the
original principal amount of up to $125 million evidenced by the
Promissory Note dated April 27, 2018, executed by 3443 Zen Garden
Limited Partners in favor of the pre-bankruptcy lender.
As of the petition date, the aggregate amount due and owing under
the Second Loan and the Second Loan Documents was not less than
$100 million.
The pre-bankruptcy lender is entitled to receive adequate
protection for any diminution in the value of its interest in the
pre-bankruptcy collateral resulting from, arising from, or
attributable to, among other things, (i) RIC's use, sale, or lease
of the Prepetition Collateral, including without limitation, cash
collateral, (ii) the granting of liens, (iii) the market value
decline of the Prepetition Collateral, and (iv) the subordination
of the Prepetition Liens on Prepetition Collateral to the
Carve-Out.
About RIC (Austin)
Panache Development and Construction, Inc., a creditor of RIC
(Austin), LLC, filed an involuntary petition under Chapter 7
against the Debtor (Bankr. W.D. Texas Case No. 24-10264) on March
12, 2024.
On September 9, 2024, the court entered its agreed order for relief
against RIC (Austin), LLC under Subchapter V of Chapter 11 of Title
11 of the United States Code.
Judge Christopher G. Bradley oversees the case.
The Debtor tapped Munsch Hardt Kopf & Harr, P.C. as legal counsel;
HMP Advisory Holdings, LLC, doing business as Harney Partners, as
restructuring advisor; and O&L, LP as special development
consultant.
RICHARDSON CREEK: Unsecureds Will Get 100% of Claims over 5 Years
-----------------------------------------------------------------
Richardson Creek, LLC, filed with the U.S. Bankruptcy Court for the
District of Oregon a Disclosure Statement describing Chapter 11
Plan dated December 18, 2024.
The Debtor owns 1 of 2 parcels of real property located at 16000 SE
Keller Rd., Damascus, Oregon 97009 ("Damascus Property"). Debtor
performs development consulting and services for the Damascus
Property and management services for the Damascus Property.
The Debtor utilizes the Damascus Property as a jumping off point
for redevelopment. Debtor is in the business of being a developer
and a property and business manager. Debtor is owned by a single
member, Connie Harrell, who controls and directs these business
activities (the "Member").
The accompanying Plan of reorganization describes how all claims
will be treated under the proposed Plan. To summarize: non
classified administrative claims will be paid in full on the
Effective Date of the plan or later as agreed in writing; secured
claim holders will be impaired and paid as proposed by the Chapter
11 Plan; administrative convenience claims will be paid in full on
the Effective Date of the plan; general unsecured claims will
receive 100% of their claims, estimated at approximately $10,000
with interest at the Federal Judgment Rate, in ten semi-annual
payments of $1,000, with the final payment being a balloon payment
for the remaining balance, starting 120 days after the Effective
Date of the Plan.
The Debtor may pay the claimants off sooner upon liquidation or
refinance of the Damascus Property. The Plan contemplates the
refinance or sale of the Damascus Property and distribution of the
proceeds from that sale to the secured and unsecured creditors. The
United States Trustee's Office will continue to receive post
confirmation reporting and timely fee payments as they become due
until the case is closed, converted or dismissed. The Effective
Date of the plan will be 45 days after the Court enters an Order
Confirming this Chapter 11 Plan. The projected Plan will last
approximately five years but will likely end considerably sooner.
Class Three administrative convenience of the Debtor, all general
unsecured, nonpriority claims owed $500 or less OR who elect to
reduce their claim to $500 shall be paid in full within 30 days
after the Effective Date of the Plan. Debtor's estimates for
payment of Administrative Convenience Claims. These claims will be
paid from the Richardson Creek, LLC Distribution Account.
Class Four all general unsecured, non-priority claims owed more
than $500 and who do not elect to reduce their claim to $500 will
receive payment in full with interest at the Federal Judgment Rate
in effect on the Effective Date, in ten semi-annual payments of
$1,000, with the final payment being a ballon payment of any
remaining amounts due, unless paid sooner.
The Debtor will also contribute funds from the sale or refinance of
the Damascus Property, a projection of which is attached. Projected
payment schedule on the unsecured debts is outlined in Exhibit B.
Unless paid off sooner, payments to the Class 4 claims shall
commence on the 120th day after the Effective Date of the Plan and
shall be made semi-annually thereafter.
The plan will be implemented in whole or in part by the following:
First, from the utilization of funds projected to be on hand in the
Debtor in Possession accounts on the Effective Date of the Plan;
Second, from semi-annual pro-rata payments from the Debtor's
business operations; and Third, from positive cash flow realized
from the refinance or sale of the Damascus Property.
The Debtor also working to renegotiated the lease of the Damascus
Property to improve cash flow. Specifically, Debtor plans to
increase the rent paid by the current tenant and make the lease
triple net. As a result of the triple net terms, the tenant will be
responsible for all future property tax payments and utility
payments.
The current tenant is farming the land and Debtor hopes to receive
a substantial reduction in ongoing county taxes due to a farm
deferral. Debtor will also create a lease with Zeit Management
Solutions, LLC, an entity owned by the Debtor's Member, to use part
of the land for ongoing development activities and to help cash
flow the Plan's monthly obligations.
A full-text copy of the Disclosure Statement dated December 18,
2024 is available at https://urlcurt.com/u?l=oEmdtd from
PacerMonitor.com at no charge.
About Richardson Creek LLC
Richardson Creek LLC is the fee simple owner of a real property
located at 16000 SE Keller Road, Damascus, OR valued at $1.1
million.
Richardson Creek LLC sought relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. D. Or. Case No. 24-33417) on Dec. 18, 2024.
In the petition filed by Connie K. Harrell, as agent/member, the
Debtor reports total assets of $1,104,618 and total liabilities of
$421,250.
Bankruptcy Judge Teresa H. Pearson handles the case.
The Debtor is represented by:
Theodore J. Piteo, Esq.
MICHAEL D. O'BRIEN & ASSOCIATES, P.C.
12909 SW 68th Parkway, Suite 160
Portland, OR 97223
Tel: 503-786-3800
Fax: 503-272-7796
E-mail: enc@pdxlegal.com
ROONEY & BORDEN: Commences Subchapter V Bankruptcy Proceeding
-------------------------------------------------------------
On December 31, 2024, Rooney and Borden Jewellers Inc. filed
Chapter 11 protection in the Central District of California.
According to court filing, the Debtor reports between $1 million
and $10 million in debt owed to 1 and 49 creditors. The petition
states funds will be available to unsecured creditors.
About Rooney and Borden Jewellers Inc.
Rooney and Borden Jewellers Inc. is a famous jewelry store based in
Long Beach, CA, that offers a wide array of fine jewelry and
timepieces.
Rooney and Borden Jewellers Inc. sought relief under Chapter 11 of
the U.S. Bankruptcy Code (Bankr. C.D. Cal. Case No. 24-20640) on
December 31, 2024. In its petition, the Debtor reports estimated
assets between $100,000 and $500,000 and estimated liabilities
between $1 million and $10 million.
Honorable Bankruptcy Judge Julia W. Brand handles the case.
Julie J. Villalobos of Oaktree Law represents the Debtor as
counsel.
ROONEY AND BORDEN: Case Summary & 17 Unsecured Creditors
--------------------------------------------------------
Debtor: Rooney and Borden Jewellers, Inc.
d/b/a McCarty's Jewelry
5011 E Second St
Long Beach, CA 90803
Business Description: The Debtor owns and operates a jewelry
store in Southern California offering fine
jewelry and watches.
Chapter 11 Petition Date: December 31, 2024
Court: United States Bankruptcy Court
Central District of California
Case No.: 24-20640
Judge: Hon. Julia W Brand
Debtor's Counsel: Larry Fieselman, Esq.
OAKTREE LAW
3355 Cerritos Ave.
Los Alamitos, CA 90720
Tel: (562) 741-3938
Fax: (888) 408-2210
E-mail: julie@oaktreelaw.com
Total Assets: $321,428
Total Liabilities: $1,445,343
The petition was signed by Minh Chau as owner.
A full-text copy of the petition containing, among other items, a
list of the Debtor's 17 unsecured creditors is available for free
at PacerMonitor.com at:
https://www.pacermonitor.com/view/QYR4MTA/Rooney_and_Borden_Jewellers_Inc__cacbke-24-20640__0001.0.pdf?mcid=tGE4TAMA
ROYSTONE ON QUEEN: Court Extends Use of Cash Collateral to March 28
-------------------------------------------------------------------
The U.S. Bankruptcy Court for the Western District of Washington
granted the motion filed by Roystone on Queen Anne, LLC, extending
its use of cash collateral until March 28.
The court previously issued a final order in Roystone's bankruptcy
case, allowing the company to use cash collateral to pay its
operating expenses.
Roystone's extended budget was also approved and the company was
authorized to use cash collateral according to this budget. Any
payments made according to this budget will be deemed transferred
to the payee free and clear of any lien of 5 Roy SEA1, LLC, a
creditor.
The budget shows total cash outflows of $68,441 for the next 13
weeks.
About Roystone On Queen Anne
Roystone on Queen Anne, LLC owns a newly-constructed residential
apartment complex commonly known as the Roystone Apartments located
at 5 W. Roy Street, Seattle, Wash. The property has an appraised
value of $39,056,543.
Roystone on Queen Anne filed its voluntary petition for Chapter 11
protection (Bankr. W.D. Wash. Case No. 24-11462) on June 12, 2024,
listing $39,433,126 in assets and $35,776,259 in liabilities. James
H. Wong, manager of Vibrant Cities, LLC, signed the petition.
Judge Christopher M. Alston oversees the case.
Bush Kornfeld, LLP serves as the Debtor's legal counsel.
SALEM POINTE: Seeks to Extend Filing Deadline to Sept. 29, 2025
---------------------------------------------------------------
Salem Pointe Capital, LLC, asked the U.S. Bankruptcy Court for the
District of Tennessee to extend its exclusivity period to file
disclosure statement to September 29, 2025.
On August 28, 2024 the Chancery Court of Monroe County entered a
final judgment for Rarity Bay Partners against the DIP in the total
amount of $3,766,090.00 in the lawsuit Rarity Bay Partners vs.
Salem Pointe Capital, LLC, Chancery Court Docket Number 19,943.
On December 11, 2024, the Court entered an Order modifying the
Automatic Stay to allow the DIP and Rarity Bay Partners to both, by
and through counsel, proceed with their rights to appeal of the
judgments entered in the Chancery Court of Monroe County in the
lawsuit Rarity Bay Partners vs. the Salem Pointe Capital, LLC,
Chancery Court Docket Number 19,943.
The Debtor explains that it filed for chapter 11 protection to stay
further proceedings in Monroe Chancery Case No. 19943 in order to
prosecute the appeal and to allow the Tennessee Court of Appeals to
issue its decision. The appellate decision will dictate the terms
of any Disclosure Statement and Plan of Reorganization. In the
interim, treatment of the disputed claim of Rarity Bay Partners
remains uncertain.
Moreover, other pending state court litigation, currently stayed
but subject to removal, creates uncertainty and complexity
regarding the DIP's financial situation and will requires
additional time to develop a comprehensive disclosure statement.
Salem Pointe Capital, LLC is represented by:
Brenda G. Brooks, Esq.
James R. Moore, Esq.
Moore & Brooks
6223 Highland Place Way, Ste. 102
Knoxville, TN 37919
Telephone: (865) 450-5455
Facsimile: (865) 622-8865
Email: bbrooks@moore-brooks.com
About Salem Pointe Capital
Salem Pointe Capital, LLC, is a financial services company that
typically focuses on investment and capital management. Its
operations include providing financing solutions, investment
opportunities, and asset management to various sectors.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. E.D. Tenn. Case No. 24-31702) on Sept. 29,
2024, with $10 million to $50 million in both assets and
liabilities.
Judge Suzanne H. Bauknight oversees the case.
The Debtor is represented by James R. Moore, Esq. at Moore &
Brooks.
SCILEX HOLDING: Establishes Jan. 28 as New Dividend Record Date
---------------------------------------------------------------
Scilex Holding Company announced Dec. 30 that its Board of
Directors has approved changing the record date of Nov. 7, 2024 for
its previously announced dividend of Series 1 Mandatory
Exchangeable Preferred Stock, par value $0.0001 per share, of the
Company to its stockholders and certain other securityholders of
Scilex. The new record date for the Dividend will be Jan. 28,
2025. Subject to the Board's right to further change the Record
Date, the payment date will be determined by subsequent resolutions
of the Board, which will be within 60 days following the Record
Date.
About Scilex Holding Company
Palo Alto, CA-based Scilex Holding Company -- www.scilexholding.com
-- is an innovative revenue-generating company focused on
acquiring, developing and commercializing non-opioid pain
management products for the treatment of acute and chronic pain
and, following the formation of its proposed joint venture with
IPMC Company, neurodegenerative and cardiometabolic disease.
Scilex targets indications with high unmet needs and large market
opportunities with non-opioid therapies for the treatment of
patients with acute and chronic pain and is dedicated to advancing
and improving patient outcomes. Scilex's commercial products
include: (i) ZTlido (lidocaine topical system) 1.8%, a prescription
lidocaine topical product approved by the U.S. Food and Drug
Administration for the relief of neuropathic pain associated with
postherpetic neuralgia, which is a form of post-shingles nerve
pain; (ii) ELYXYB, a potential first-line treatment and the only
FDA-approved, ready-to-use oral solution for the acute treatment of
migraine, with or without aura, in adults; and (iii) Gloperba, the
first and only liquid oral version of the anti-gout medicine
colchicine indicated for the prophylaxis of painful gout flares in
adults.
San Diego, California-based Ernst & Young LLP, the Company's
auditor since 2020, issued a "going concern" qualification in its
report dated March 11, 2024, citing that the Company has negative
working capital, has suffered losses from operations, has recurring
negative cash flows from operations, and has stated that
substantial doubt exists about the Company's ability to continue as
a going concern.
SEABORNE VIRGIN: Seeks Bankruptcy Protection in Florida
-------------------------------------------------------
On December 30, 2024, Seaborne Virgin Islands Inc. filed Chapter
11 protection in the Southern District of Florida. According to
court filing, the Debtor reports between $1 million and $10
million in debt owed to 1 and 49 creditors. The petition states
funds will be available to unsecured creditors.
About Seaborne Virgin Islands Inc.
Seaborne Virgin Islands 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.
Seaborne Virgin Islands Inc. sought relief under Chapter 11 of the
U.S. Bankruptcy Code (Bankr. ) on December 30, 2024. In the
petition filed by Steven A. Rossum, as chief executive officer,
the Debtor reports estimated assets and liabilities between $1
million and $10 million each.
Honorable Bankruptcy Judge Peter D. Russin handles the case.
The Debtor is represented by:
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
SERTA SIMMONS: US Appeals Court Denies Contested Debt Restructuring
-------------------------------------------------------------------
Sujeet Indap of Financial Times reports that a federal appeals
court has struck down a controversial corporate debt restructuring
maneuver, determining that a lower bankruptcy court mishandled the
2023 Chapter 11 restructuring of mattress retailer Serta Simmons
Bedding.
However, according to the report, a New York appeals court issued a
conflicting decision on the same matter, leading to confusion and
leaving legal professionals and investors attempting to reconcile
the opposing rulings.
According to Financial times, the 2020 refinancing deal, known as
an "uptier exchange," minority lenders of Serta, including funds
like Angelo Gordon and Apollo Global Management, were excluded from
repayment. This allowed a slim majority of Serta's lenders to
bypass the minority group, which recovered little in the subsequent
restructuring.
A three-judge panel from the US Fifth Circuit Court of Appeals
ruled that Serta "must respect the sacred right of pro-rata sharing
and engage with its lenders on equal footing." The decision was
eagerly awaited by corporate debt markets, which have seen
"creditor-on-creditor violence" transactions in recent years, where
a small majority of lenders or bondholders offer fresh capital to a
distressed company in exchange for higher priority on existing
debt. The ruling could prompt investors and lawyers to rethink
their more aggressive deal structures, which critics argue have
undermined the fairness and predictability of debt markets. The
court noted that the impact of its decision could be far-reaching,
the report states.
Serta's 2020 uptier "was the first major uptier, but it was far
from the last," the opinion stated. "Although every contract must
be evaluated individually, today's ruling suggests that such
exceptions will often not justify an uptier." Uptier transactions
have generated significant controversy, as many corporate lawyers
believed that standard debt contracts prevent larger creditors from
disadvantaging smaller creditors within the same class. The appeals
court seemed to support this interpretation, according to report.
Serta and the majority lenders who benefited from the uptier
exchange argued that the company simply selected the financing
option—$200 million in fresh capital during the pandemic—that
was necessary for its survival. They also pointed out that the
excluded minority lenders had offered their own similarly harsh
package, which Serta rejected, Financial Times reports.
After Serta filed for Chapter 11 in January 2023, the bankruptcy
court ruled that the retailer's loan contract allowed enough
flexibility for the majority group to swap only their existing loan
for a new senior loan, leaving others behind. The majority group
gained control of Serta in bankruptcy, while the excluded lenders
saw minimal recoveries.
Southern District of Texas bankruptcy judge David Jones ruled in
March 2023 that, "For the nature of what was being transacted, this
fits within [the definition] of an open market purchase... this is
very easy for me," noting that all creditors were sophisticated
funds, the report relays.
However, the appeals court determined that the "open market"
language used to justify the majority debt exchange was
misinterpreted, as the minority group was excluded from
participating.
"An open market is a designated market, not merely the background
concept of free competition that characterizes much of modern
American commerce," the appeals court explained.
In a separate ruling on Tuesday, the New York appeals court
rejected minority creditors' attempts to challenge a 2022 uptier
exchange involving Mitel Networks. The court ruled that the
existing loan contract did not explicitly prohibit debt exchange
transactions that excluded certain creditors, Financial Times
states.
"There is no indication in the agreements that a refinancing or
exchange cannot include a purchase, nor is there any indication
that a purchase requires payment in full, upfront, in cash, or that
debt cannot constitute payment," the New York appeals court
concluded.
About Serta Simmons Bedding
Serta Simmons Bedding, together with its non-debtor affiliates, are
manufacturers and marketers of bedding products in North America,
operating various bedding manufacturing facilities across the
United States and Canada.
Serta Simmons Bedding, LLC, filed its voluntary petition for relief
under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Tex. Lead Case
No. 23-90020) on Jan. 23, 2023. The petitions were signed by John
Linker, chief financial officer, treasurer and assistant secretary.
At the time of filing, the Debtors estimated $1 billion to $10
billion in both assets and liabilities.
During the Chapter 11 process, Weil, Gotshal & Manges LLP served as
SSB's legal counsel, Evercore Group L.L.C. served as SSB's
investment banker and FTI Consulting, Inc., served as SSB's
financial and restructuring advisor. Epiq Corporate Restructuring,
LLC, is the claims and noticing agent.
Gibson, Dunn & Crutcher LLP served as legal counsel, and Centerview
Partners served as financial advisor and investment banker, to an
ad hoc group of SSB's priority lenders.
SHELTERING ARMS: Seeks Ch. 11 Bankruptcy Protection in New Jersey
-----------------------------------------------------------------
On December 31, 2024, Sheltering Arms LLC filed Chapter 11
protection in the District of New Jersey. According to court
filing, the Debtor reports between $1 million and $10 million in
debt owed to 1 and 49 creditors. The petition states funds will be
available to unsecured creditors.
About Sheltering Arms LLC
Sheltering Arms LLC is a single asset real estate company, operates
from its principal location at 2-8 Broadway in Paterson, New
Jersey.
Sheltering Arms LLC sought relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. D.N.J.Case No. 24-22808) on December 31,
2024. In its petition, the Debtor reports estimated assets up to
$50,000 and estimated liabilities between $1 million and $10
million.
Steven D. Pertuz, Esq. of Law Offices Of Steven D. Pertuz, LLC
represents the Debtor as counsel.
SHELTERING ARMS: Voluntary Chapter 11 Case Summary
--------------------------------------------------
Debtor: Sheltering Arms, LLC
2-8 Broadway
Paterson, NJ 07505
Business Description: Sheltering Arms is a Single Asset Real
Estate debtor (as defined in 11 U.S.C.
Section 101(51B)).
Chapter 11 Petition Date: December 31, 2024
Court: United States Bankruptcy Court
District of New Jersey
Case No.: 24-22808
Debtor's Counsel: Steven D Pertuz, Esq.
THE LAW OFFICES OF STEVEN D PERTUZ LLC
111 Northfield Avenue Suite 304
West Orange, NJ 07052
Tel: (973) 669-8600
Fax: (973) 669-8700
E-mail: pertuzlaw@verizon.net
Estimated Assets: $0 to $50,000
Estimated Liabilities: $1 million to $10 million
The petition was signed by Therese Tolomeo as managing member.
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/JNHHAVY/Sheltering_Arms_LLC__njbke-24-22808__0001.0.pdf?mcid=tGE4TAMA
SHIELDS NURSING: Court Extends Use of Cash Collateral to May 1
--------------------------------------------------------------
The U.S. Bankruptcy Court for the Northern District of California,
Oakland Division, granted Shields Nursing Centers, Inc.
authorization to continue using cash collateral through May 1.
The company was authorized to use the cash collateral of its
secured creditors to make payments as outlined in its projected
budget.
The budget projects total revenue of $9,804,700 and total expenses
of $9,629,209.94 for the period from January to June.
The secured creditors' liens on the cash collateral will attach to
the receivables collected and to be collected between Sept. 20,
2023 and May 1, 2025.
About Shields Nursing Centers
Shields Nursing Centers, Inc. owns and operates a skilled nursing
facility in Hercules, Calif., which offers rehabilitation programs
including physical, occupational and speech therapy.
Shields Nursing Centers filed its voluntary Chapter 11 petition
(Bankr. N.D. Calif. Case No. 23-41201) on Sept. 20, 2023, with
$1,726,970 in assets and $13,504,710 in liabilities. William M.
Shields Jr., chief executive officer, signed the petition.
Judge Charles Novack oversees the case.
The Law Offices of Michael Jay Berger serves as the Debtor's
bankruptcy counsel.
SILVER AIRWAYS: Seeks Ch.11 Bankruptcy, Searches for Addt'l Capital
-------------------------------------------------------------------
Nurin Sofia of Bloomberg News reports that Silver Airways has
voluntarily filed for Chapter 11 bankruptcy protection with the
United States Bankruptcy Court for the Southern District of
Florida, as announced on its website.
According to Bloomberg News, the filing aims to secure additional
capital and facilitate financial restructuring. The company expects
to complete the process by Q1 2025.
All tickets remain valid, and operations will continue as normal.
Court filings indicate estimated liabilities and assets each range
between $100 million and $500 million, the report states.
About Silver Airways LLC
Silver Airways LLC 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.
Silver Airways LLC sought relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. S.D. Fla. Case No. 24-23623) on December
30, 2024. In the petition filed by Steven A. Rossum, as chief
executive officer, the Debtor reports estimated assets and
liabilities between $100 million and $500 million each.
SIYATA MOBILE: Vizsla to Buy Remaining 49% Interest in Rand JV
--------------------------------------------------------------
Siyata Mobile Inc. disclosed in a Form 8-K filed with the
Securities and Exchange Commission that on Dec. 20, 2024, it
entered into a Joint Venture Interest Purchase Agreement with
Vizsla Copper Corp., and Woodjam Horsefly Resources Ltd., an
indirect wholly-owned subsidiary of Vizsla Copper, pursuant to
which Vizsla Copper, through Woodjam Horsefly, agreed to purchase
the Company's 49% interest in "Rand Joint Venture" in which Woodjam
Horsefly currently holds a 51% joint venture interest and Company
holds a 49% joint venture interest, further to the earlier entered
option and joint venture agreement dated Aug. 29, 2012, as amended
on April 2, 2013.
Pursuant to the JV Agreement, as consideration for the transfer of
the Siyata JV Interest by Company to Vizsla Copper, through Woodjam
Horsefly, Vizsla Copper will issue 2,000,000 common shares of
Vizsla Copper to the Company on the closing, along with a cash
payment of C$5,000 in cash to the Company.
About Siyata Mobile
British Columbia, Canada-based Siyata Mobile Inc. is a B2B global
developer and vendor of next-generation Push-To-Talk over Cellular
handsets and accessories. Its portfolio of rugged PTT handsets and
accessories enables first responders and enterprise workers to
instantly communicate over a nationwide cellular network of choice,
to increase situational awareness and save lives. Police, fire,
and ambulance organizations as well as schools, utilities, security
companies, hospitals, waste management companies, resorts and many
other organizations use Siyata PTT handsets and accessories.
Jerusalem, Israel-based Barzily and Co., the Company's auditor
since 2023, issued a "going concern" qualification in its report
dated April 3, 2024, citing that the Company has suffered recurring
losses from operations, high accumulated losses, outstanding bank
loan and an outstanding balance in respect of the sale of future
receipts, that raise substantial doubt about its ability to
continue as a going concern.
SOBR SAFE: C.T. John Holds 19.5% Equity Stake
---------------------------------------------
Corley Thomas John disclosed in a Schedule 13G filing with the U.S.
Securities and Exchange Commission that as of December 18, 2024, he
beneficially owns 180,000 of SOBR Safe, Inc.'s common stock,
representing 19.5% of the Company's 921,949 outstanding shares as
of October 18, 2024.
About SOBR Safe, Inc.
SOBR Safe, Inc. provides non-invasive technology to quickly and
humanely identify the presence of alcohol in individuals. These
technologies are integrated within the Company's robust and
scalable data platform, which produces statistical and measurable
user and business data. The Company's mission is to save lives,
increase productivity, create significant economic benefits, and
positively impact behavior. To this end, SOBR Safe has developed
the scalable, patent-pending SOBRsafe software platform for
non-invasive alcohol detection and identity verification.
As of June 30, 2024, SOBR Safe had $5,122,244 in total assets,
$1,431,746 in total liabilities, and $3,690,498 in total
stockholders' equity.
Littleton, Colorado-based Haynie and Company, the Company's auditor
since 2023, issued a "going concern" qualification in its report
dated March 29, 2024, citing that the Company has incurred
recurring losses from operations and has limited cash liquidity and
capital resources to meet future capital requirements.
Management believes that cash balances of approximately $2,800,000
and positive working capital of approximately $1,900,000 as of
December 31, 2023, do not provide adequate capital for operating
activities for the next twelve months after the issuance of these
financial statements. However, management believes that actions
currently being taken to generate product and service revenues,
along with plans to access capital sources and implement expense
reduction tactics, provide the opportunity for the Company to
continue as a going concern. These plans are contingent upon the
successful execution of these actions. As such, substantial doubt
about the entity's ability to continue as a going concern has not
been alleviated as of December 31, 2023, according to the
Company's Annual Report for the year ended December 31, 2023.
SORENTO ON YESLER: Seeks to Use Cash Collateral
-----------------------------------------------
Sorento on Yesler Owner, LLC asked the U.S. Bankruptcy Court for
the Western District of Washington for authority to use cash
collateral.
In 2019, Sorento made a promissory note in the principal amount of
$18.2 million in favor of Deutsche Bank. To secure payments on the
note, the company executed a deed of trust encumbering its
apartment building, Sorento Flats, in favor of Deutsche Bank.
Wells Fargo Bank, National Association, as trustee of the benefit
of the Registered Holders of JPMCC Commercial Mortgage Securities
Trust 2019-COR4, Commercial Mortgage Pass-Through Certificates,
Series 2019-COR4 is the assignee and current holder of the note and
deed of trust.
During 2023, Sorento's annual income from letting units of Sorento
Flats exceeded $2 million, more than sufficient to service the
indebtedness owing on the note, which was approximately $1 million
(annual interest at the contract rate).
In May 2024, Sorento's monthly income from letting units of Sorento
Flats exceeded $142,000, more than sufficient to service the
indebtedness owing on the note, which was approximately $81,500
(monthly interest at the contract rate).
At that time, secured creditor declared the note to be in
non-monetary default based on Bogdan and Nadia Maksimehuk's filing
for bankruptcy protection.
As of the petition date, interest at the default rate totaled
approximately $4 million. Sorento contends there was no default, as
the Maksimchuks' bankruptcy filing lone should not be sufficient to
trigger default.
In June 2024, secured creditor imposed a lockbox arrangement on
Sorento, through which all rental proceeds are deposited into a
cash account in secured creditor's possession and control. Due to
insufficient funds in the lockbox account, Sorento was not able to
service the indebtedness on the note for November 2024.
On December 3, 2024, secured creditor filed a petition with King
County Superior Court for the appointment of a general receiver for
the company and Sorento Flats.
Secured creditor is oversecured and its interest in collateral is
limited to the amount of indebtedness. Even assuming default
interest were applicable, secured creditor's claim ($18.2 million
to $22.2 million) is less than the value of Sorento Flats ($24
million).
Secured creditor's interests are protected even further from such
unlikely risks by the proposed forms of adequate protection. The
equity cushion and continuing post-petition liens on rental
proceeds protect secured creditor from diminution in value. And
with respect to periodic payments, secured creditor already has
possession and control of the lockbox account, from which monthly
debt service and other payments are drawn.
A hearing on the matter is set for Jan. 16, 2025.
About Sorento on Yesler Owner
Sorento on Yesler Owner, LLC is a Single Asset Real Estate debtor
(as defined in 11 U.S.C. Section 101(51B)).
Sorento sought relief under Chapter 11 of the U.S. Bankruptcy
Code (Bankr. W.D. Wash. Case No. 24-13217) on December 17, 2024,
with $10 million to $50 million in both assets and liabilities.
Judge Christopher M. Alston handles the case.
The Debtor is represented by Christopher L. Young, Esq., at the Law
Offices of Christopher L. Young, PLLC.
SOUL WELLNESS: Sec. 341(a) Meeting of Creditors on January 27
-------------------------------------------------------------
On December 20, 2024,Soul Wellness LLC filed Chapter 11 protection
in the Southern District of Florida. According to court filing,
the Debtor reports $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 27,
2025 at 02:30 PM. TELEPHONIC MEETING.
About Soul Wellness LLC
Soul Wellness LLC is a limited liability company.
Soul Wellness LLC sought relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. S.D. Fla. Case No. 24-23368) on December
20, 2024. In its petition, the Debtor reports estimated assets up
to $50,000 and estimated liabilities between $500,000 and $1
million.
Honorable Bankruptcy Judge Laurel M. Isicoff handles the case.
The Debtor is represented by:
Jacqueline Calderin, Esq.
45 Almeria Avenue
Coral Gables, FL 33134
P: 305-722-2002
Fax: 305-489-2698
SPIRIT AEROSYSTEMS: Widens Net Loss to $476.6M in Third Quarter
---------------------------------------------------------------
Spirit AeroSystems Holdings, Inc., filed with the Securities and
Exchange Commission its Quarterly Report on Form 10-Q disclosing a
net loss of $476.6 million on $1.47 billion of net revenues for the
three months ended Sept. 26, 2024, compared to a net loss of $203.9
million on $1.44 billion of net revenues for the three months ended
Sept. 28, 2023.
For the nine months ended Sept. 26, 2024, the Company reported a
net loss of $1.51 billion on $4.66 billion of net revenues compared
to a net loss of $691.6 million on $4.23 billion of net revenues
for the nine months ended Sept. 28, 2023.
As of Sept. 26, 2024, the Company had $7.05 billion in total
assets, $3.43 billion in total current liabilities, $3.97 billion
in long-term debt, $80.1 million in operating lease liabilities
(long-term), $249.5 million in advance payments (long-term), $27.3
million in pension/OPEB obligation, $180.3 million in contract
liabilities (long-term), $596.5 million in forward loss provision
(long-term), $58.6 million in deferred revenue and other deferred
credits (long-term), $28.1 million in deferred grant income
liability (non-current), $12.8 million in deferred income taxes,
$207.4 million in customer financing (long-term), $136.4 million in
other non-current liabilities, and a total deficit of $1.93
billion.
Spirit Aerosystems stated, "These condensed consolidated financial
statements have been prepared in accordance with US generally
accepted accounting principles (GAAP) on a going concern basis,
which assumes the Company will be able to continue as a going
concern and contemplates the realization of assets and satisfaction
of liabilities in the normal course of business. However,
substantial doubt about the Company's ability to continue as a
going concern exists. We have incurred net losses of $1,508.9
million, $616.2 million, $545.7 million, and $540.8 million, for
the nine months ended September 26, 2024, and the years ended
December 31, 2023, 2022, and 2021, respectively, and cash used in
operating activities of $1,257.5 million, $225.8 million, $394.6
million, and $63.2 million, respectively for the same periods. As
of September 26, 2024, our debt balance was $4,402.6 million,
including $426.2 million of debt classified as short-term. Our
cash and cash equivalents were $217.6 million and $823.5 million as
of September 26, 2024, and December 31, 2023, respectively. The
Company will require additional liquidity to continue its
operations over the next 12 months."
A full-text copy of the Form 10-Q is available for free at:
https://www.sec.gov/ix?doc=/Archives/edgar/data/1364885/000162828024045353/spr-20240926.htm
About Spirit AeroSystems
Headquarters in Wichita, Kansas, Spirit AeroSystems Holdings, Inc.
is one of the world's largest non-Original Equipment Manufacturer
("OEM") manufacturers of aerostructures, serving markets for
commercial airplanes, military platforms and business/regional
jets. With expertise in aluminum and advanced composite
manufacturing solutions, the Company's core products include
fuselages, integrated wings and wing components, pylons and
nacelles. The Company also serves the aftermarket for commercial
and military platforms. In addition to commercial aircraft
structures, the Company also designs, engineers, and manufactures
structural components for military aircraft and other applications.
STEWARD HEALTH: PCO Files Fourth Supplemental Report
----------------------------------------------------
Susan Goodman, the patient care ombudsman, filed with the U.S.
Bankruptcy Court for the Southern District of Texas her fourth
supplemental report regarding the quality of patient care provided
by Steward Health Care System, LLC and affiliates.
The PCO filed five initial reports, separated by geographical
location, on July 22, 2024. Thereafter, the PCO filed a
supplemental report regarding the St. Luke's Behavioral Health
Hospital (SLBH) location alerting the court to a catastrophic
heating, ventilation, and air conditioning (HVAC) system failure.
The HVAC failure ultimately led to a regulatory directive to
emergently move all inpatients to alternative care locations,
inpatient care license suspension, and the eventual transition of
the remaining outpatient patient population, as reported in the
PCO's second supplemental report on October 2, 2024. Thereafter,
the PCO filed a third supplemental report to highlight the
importance of continued record access for a largely involuntary
acute, inpatient behavioral health patient population inclusive of
adults, adolescents, and children.
The PCO filed this fourth supplemental report to inform the court
that SLBH resumed inpatient services. Beginning the first week of
December 2024, SLBH's interim management company, College Medical
Center Phoenix, LLC or "College Health," resumed limited inpatient
admissions as an integral step to the companies' licensure
reinstatement.
The PCO engaged in a site visit to assess SLBH's patient care
delivery after admission resumption. While some staff were reported
as doubling up on position coverage, the team reported all
licensure-required positions were filled and ready for the re
licensure survey. Once the companies' licensure is restored,
College Health expects to proceed with efforts to change license
ownership, thereafter, allowing removal of the admission cap.
Ms. Goodman observed a patient being provided snacks upon request
in between breakfast and lunch. She toured the remodeled and
cleaned kitchen area that was awaiting inspection clearance to
reopen for on-site meal preparation. The College Health site
president reported having both the food supply and professional
food services vendors in place and ready to begin services once all
requisite inspections and certificates were in place.
The PCO confirmed that the pharmacy was operational. The pharmacist
team reported active efforts to transition to a different
medication supply vendor given the reported challenges associated
with Debtors unpaid, accumulated post-petition payables. The PCO
will remain engaged to confirm that the transition occurs.
Necessary medications for patient care at the time of PCO's site
visit were confirmed, as were disposable supplies, and linens.
The PCO noted even, comfortable temperatures throughout the
building including, without limitation, the kitchen, hallways,
outpatient areas, lobby, and the operational AP1 clinical unit.
Carpet in the walkways to the tower building and between units was
noted to appear brighter and cleaner than at the time of the PCO's
last site visit. The facility president reported having the carpets
cleaned.
A copy of the ombudsman report is available for free at
https://urlcurt.com/u?l=E1d8jM from Kroll, claims agent.
The ombudsman may be reached at:
Susan N. Goodman
PIVOT HEALTH LAW, LLC
P.O. Box 69734 |Oro Valley, AZ 85737
Ph: 520.744.7061 (message)
Email: sgoodman@pivothealthaz.com
About Steward Health Care
Steward Health Care System, LLC owns and operates the largest
private physician-owned for-profit healthcare network in the U.S.
Headquartered in Dallas, Texas, Steward's operations include 31
hospitals in eight states, approximately 400 facility locations,
4,500 primary and specialty care physicians, 3,600 staffed beds,
and nearly 30,000 employees. Steward Health Care provides care to
more than two million patients annually.
Steward and 166 affiliated debtors filed Chapter 11 petitions
(Bankr. S.D. Texas Lead Case No. 24-90213) on May 6, 2024. Judge
Christopher M. Lopez oversees the cases.
The Debtors tapped Weil, Gotshal & Manges, LLP as bankruptcy
counsel; McDermott Will & Emery as special corporate and regulatory
counsel; AlixPartners, LLP as financial advisor and John Castellano
of AlixPartners as chief restructuring officer. Lazard Freres & Co.
LLC, Leerink Partners LLC, and Cain Brothers, a division of KeyBanc
Capital Markets Inc., provide investment banking services to the
Debtors. Kroll is the claims agent.
Susan N. Goodman is the patient care ombudsman appointed in the
Debtors' cases.
TELESAT LLC: $1.91BB Bank Debt Trades at 43% Discount
-----------------------------------------------------
Participations in a syndicated loan under which Telesat LLC is a
borrower were trading in the secondary market around 56.7
cents-on-the-dollar during the week ended Friday, December 27,
2024, according to Bloomberg's Evaluated Pricing service data.
The $1.91 billion Term loan facility is scheduled to mature on
December 7, 2026. About $1.42 billion of the loan has been drawn
and outstanding.
Telesat LLC operates as a satellite operator. The Company offers
satellite delivered communications solutions to broadcast, telecom,
corporate, and government customers, as well as provides technical
consultancy services. Telesat serves clients worldwide.
TOPAZ SOLAR: Fitch Affirms BB+ Rating on $1.1BB Sr. Secured Notes
-----------------------------------------------------------------
Fitch Ratings has affirmed Topaz Solar Farms, LLC's $1.100 billion
senior secured notes ($649 million outstanding) at 'BB+'. The
Rating Outlook remains Positive.
Topaz Solar Farms, LLC's 'BB+' rating and Positive Outlook reflects
its reliance on the credit quality of its sole revenue
counterparty, Pacific Gas & Electric Company (PG&E: BB+/Positive),
under a long-term power purchase agreement (PPA). The
creditworthiness of PG&E continues to limit Topaz's rating.
Nonetheless, Topaz maintains a robust credit profile, underpinned
by its fully contracted revenue structure, low operating risk, and
a solid history of operational and financial performance, which
Fitch expects to persist despite recent inverter issues. Under the
revised rating case, the financial metrics continue to support a
higher rating absent the PG&E rating constraint.
KEY RATING DRIVERS
Operation Risk - Midrange
Proven Technology and Strong Operations: Topaz uses commercially
proven thin-film photovoltaic (PV) technology and has a strong
operating track record, particularly with availability, although
inverter issues impacted performance in 2023. Topaz is now operated
by BHER Operating Company, LLC (BHER), a subsidiary of Berkshire
Hathaway Energy Company (BHE), under the same fixed price terms as
the previous O&M contractor.
Revenue Risk - Volume - Stronger
Solid Solar Resource: Historical generation has been robust,
consistently surpassing Fitch's base case over the past seven
years, with an average annual overperformance of 7% through 2022.
In 2023, actual generation fell below Fitch's base case by
approximately 9% due to ongoing inverter issues, which are actively
being addressed.
The stronger assessment reflects actual generation that has been
consecutively above Fitch's base case assumption for many years,
which is based on the P50 forecast. The PPA provides reimbursement
for curtailment directed by the utility. The project can meet debt
obligations under a one-year P99 generation scenario.
Revenue Risk - Price - Stronger
Stable Contracted Revenues: Through the debt tenor, Topaz earns all
revenue from the sale of energy and other attributes to PG&E under
a 25-year PPA with pricing per unit of energy delivered that is
fixed and non-escalating.
Debt Structure - 1 - Stronger
Conventional Debt Structure: The senior-ranking, fully amortizing,
fixed-rate debt benefits from a six-month debt service reserve
backed by a letter of credit and 1.20x forward and backward-looking
debt service coverage equity distribution test.
Financial Profile
Fitch's base case assumptions are unchanged, except for downward
adjustments to insurance costs to reflect recent trends and planned
capital expenditures of approximately $69.5 million in 2025 related
to inverter replacements. Key base case assumptions are production
at the P50 level plus a 2% haircut and the sponsor's availability
and costs forecast. Under these assumptions, Fitch's base case DSCR
averages a strong 2.36x for the 2026-2039 period, with a minimum of
2.04x in 2026. Fitch expects the base case DSCR to be about 1.22x
in 2025, due to the large share of planned inverter capex spend
during the year.
Fitch's rating case assumes production at the one-year P90 level, a
2% production haircut and an increase in O&M expenses of 10%
through early 2030 and 15% thereafter. For the 2026-2029 period,
the average DSCR is 2.11x, with a minimum of 1.84x in 2026. Fitch
expects the rating case DSCR to be about 1.03x in 2025, due to the
large share of planned inverter capex spend during the year. Annual
DSCRs generally rise over time, as a result of a declining
amortization profile.
PEER GROUP
Fitch privately rates several renewable project financings that
demonstrate rating case DSCRs consistent with a strong investment
grade profile but are constrained to sub-investment grade by the
credit quality of PG&E as the sole revenue counterparty. Publicly
rated Solar Star Funding, LLC (BBB/Stable) has an average rating
case DSCR of 1.47x and is rated investment grade due to the
relative strength of its sole revenue counterparty, Southern
California Edison Co. (BBB/Stable).
RATING SENSITIVITIES
Factors that Could, Individually or Collectively, Lead to Negative
Rating Action/Downgrade
- A decline in the credit quality of PPA off-taker, PG&E;
- A Fitch rating case DSCR profile below around 1.15x.
Factors that Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade
- An improvement in the credit quality of PPA off-taker, PG&E.
SECURITY
Lenders have a first-priority security interest in all of the
assets of Topaz. The collateral includes 100% of the equity
interests in the Issuer, a first-priority security interest in all
real and personal property including all project accounts, rights
under all project contracts and equity contribution agreements,
permits related to the project, all LCs and other credit support
issued in favor of the Issuer, a first-priority security interest
in all intellectual property of the Issuer necessary for the
operation of the project; and a first-priority security interest in
all of the proceeds of the foregoing.
PUBLIC RATINGS WITH CREDIT LINKAGE TO OTHER RATINGS
Topaz Solar Farms, LLC's rating reflects its dependency on the
credit quality of its sole revenue counterparty, PG&E, under a
long-term PPA. PG&E's credit quality continues to constrain Topaz's
rating.
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 Prior
----------- ------ -----
Topaz Solar Farms LLC
Topaz Solar Farms
LLC/Project Revenues
& Assets - First
Lien/1 LT LT BB+ Affirmed BB+
TROLLMAN ENTERPRISES: Seeks Chapter 11 Bankruptcy Protection
------------------------------------------------------------
On December 30, 2024, Trollman Enterprises LLC filed Chapter 11
protection in the Eastern District of Michigan. 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 Trollman Enterprises LLC
Trollman Enterprises LLC is a limited liability company.
Trollman Enterprises LLC sought relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. E.D. Mich. Case No. 24-32448) on December
30, 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 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
TUPPERWARE BRANDS: Seeks to Extend Exclusivity to April 15, 2025
----------------------------------------------------------------
Tupperware Brands Corporation and affiliates asked the U.S.
Bankruptcy Court for the District of Delaware to extend their
exclusivity periods to file a plan of reorganization and obtain
acceptance thereof to April 15, 2025 and June 16, 2025,
respectively.
The Debtors explain that these chapter 11 cases involve nine
affiliated entities. The Debtors also have dozens of non-debtor
foreign operating subsidiaries in countries all over the world. As
of the Petition Date, Tupperware had approximately $811.8 million
in funded debt obligations. Accordingly, the size and complexity of
these chapter 11 cases weigh in favor of extending the Exclusivity
Periods.
The Debtors claim that they have engaged in good faith with the Ad
Hoc Group, the Committee and other interested parties regarding
cash collateral, the sale of the Debtors' assets and the proposed
path forward, among other things over the last few months.
Accordingly, the Debtors' substantial progress in administering
these chapter 11 cases and good faith in resolving outstanding
issues with the Ad Hoc Group, the Committee, and other parties in
interest weigh in favor of extending the Exclusivity Periods.
The Debtors assert that they are not seeking an extension of the
Exclusivity Periods to pressure or prejudice any of their
stakeholders. The Debtors have been diligently moving these chapter
11 cases forward, and the Court has already confirmed a sale of
substantially all of the Debtors' assets, which sale included
assumption of material liabilities.
Thus, the Debtors' request for an extension of the Exclusivity
Periods is not requested for the impermissible purpose of
pressuring creditors to agree to a plan. Conversely, an extension
of the Exclusivity Periods is in the best interests of the Debtors,
their estates and all stakeholders as it will allow the Debtors to
procure the best recovery for their creditors and help to ensure a
successful conclusion to these chapter 11 cases.
Co-Counsel for the Debtors:
Anup Sathy, P.C.
Spencer A. Winters, P.C.
Jeffrey T. Michalik, Esq.
Gabriela Z. Hensley, Esq.
KIRKLAND & ELLIS LLP
KIRKLAND & ELLIS INTERNATIONAL LLP
333 West Wolf Point Plaza
Chicago, Illinois 60654
Tel: (312) 862-2000
Fax: (312) 862-2200
E-mail: anup.sathy@kirkland.com
spencer.winters@kirkland.com
jeff.michalik@kirkland.com
gabriela.hensley@kirkland.com
-and-
Patrick J. Reilley, Esq.
Stacy L. Newman, Esq.
Michael E. Fitzpatrick, Esq.
Jack M. Dougherty, Esq.
COLE SCHOTZ P.C.
500 Delaware Avenue, Suite 1410
Wilmington, Delaware 19801
Tel: (302) 652-3131
Fax: (302) 652-3117
E-mail: preilley@coleschotz.com
snewman@coleschotz.com
mfitzpatrick@coleschotz.com
jdougherty@coleschotz.com
About Tupperware Brands
Tupperware Brands Corporation (NYSE: TUP) --
https://www.tupperwarebrands.com/ -- is a global consumer products
company that designs innovative, functional, and environmentally
responsible products. Founded in 1946, Tupperware's signature
container created the modern food storage category that
revolutionized the way the world stores, serves, and prepares food.
Today, this iconic brand has more than 8,500 functional design and
utility patents for solution-oriented kitchen and home products.
The company distributes its products into nearly 70 countries,
primarily through independent representatives around the world.
Tupperware Brands sought relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. D. Del. Case No. 24-12166) on Sept. 17,
2024. In the bankruptcy petition, Tupperware reported more than
$1.2 billion in total debts and $679.5 million in total assets.
Kirkland & Ellis LLP is serving as legal advisor to Tupperware,
Moelis & Company LLC is serving as the Company's investment banker,
and Alvarez & Marsal is serving as the Company's financial and
restructuring advisor. Epiq is the claims agent and has put up the
page https://dm.epiq11.com/Tupperware.
WALGREENS BOOT: S&P Lowers Long-Term ICR to 'BB-', Outlook Stable
-----------------------------------------------------------------
S&P Global Ratings lowered its long-term issuer rating on
Deerfield, Ill.-headquartered Walgreens Boots Alliance Inc. (WBA)
to 'BB-' from 'BB' and its issue-level rating on the company's
senior unsecured debt to 'BB-' from 'BB'.
S&P said, "We lowered our issue-level rating on the company's
senior unsecured debt to 'BB-'. We also corrected an error in our
recovery analysis to now include operating subsidiary Walgreen
Co.'s opioid litigation settlement liability, which we believe is
structurally senior to the debt issued by the parent. As a result,
we lowered the senior unsecured recovery rating to '4' from '3' for
the debt issued by Walgreens Boots Alliance Inc. The issue-level
ratings are unaffected by the error correction and change to
recovery ratings.
"The stable outlook reflects our expectation that leverage will be
in the mid-5x area in 2025, decline to around 5x in 2026.
"The downgrade reflects WBA's elevated credit metrics, weak cash
flow, and declining operating profit during a period of significant
restructuring. After peaking at 5.8x in 2024, we expect S&P Global
Ratings-adjusted debt to EBITDA of 5.5x in 2025 and around 5x in
2026. Despite a significant amount of longer-dated, lower interest
notes, the company's cash flow is pressured, partly because of its
$550 million annual opioid litigation settlement payment. In
addition, the company's recent strategic missteps (including the
acquisition of VillageMD) and multiple downward guidance revisions
lead us to believe management may not be unable to stabilize
operations and reduce leverage in line with our forecast. It is our
view that the elevated credit metrics in our projections and the
risks to future deleveraging are commensurate with a 'BB-' rating.
"Our forecast for improving credit metrics in 2025 are primarily
due to our expectation for lower legal and acquisition-related
expenses after over $1 billion in 2024. However, the lower one-time
expenses are partly offset by higher restructuring expenses and an
expected decline in operating profit due to continued softness in
the U.S. retail pharmacy business. The declines are driven by both
a cautious, value-seeking consumer and unfavorable pharmacy
reimbursement dynamics. Retail sales are also affected by elevated
shrink and the associated security measures to limit it. In 2026,
we expect higher EBITDA from improved operating profit and lower
restructuring expenses. From 2025 to 2027, we also expect WBA's
lease liability to decline by over $1 billion per year as it closes
stores, reducing adjusted debt. We think the monetization of
Cencora and Brightspring will more than offset the free cash flow
deficit expected in 2025. WBA's approximately $800 million dividend
slows deleveraging by about .1x of leverage per year and, in our
view, reflects the company's continued prioritization of
shareholder returns. After essentially cutting the dividend in half
in 2024, the company has not made a commitment to halt the dividend
entirely, but it has stated reducing net debt as a priority. If WBA
continues with its current dividend and does not materially exceed
our base case for EBITDA, we do not think the company would
generate sufficient cash flow to reduce net debt. That said,
cutting the dividend would not create sufficient deleveraging to
materially improve credit metrics in the next two years, in our
view, but would send a signal of prioritizing deleveraging.
"Our assumptions include WBA's efforts to close unprofitable
stores, improve profitability, and renegotiate pharmacy
contracting, which we think will improve operating profit and
EBITDA over the next three years. The company announced its
intention to close 1,200 of 8,500 stores in the U.S. (WBA has
12,712 globally as of Aug. 2024) over three years, and this will
improve operating results over time, especially as restructuring
expenses decline after 2027. The company is also reducing SG&A
expenses by optimizing store-level and pharmacy staffing as well as
at the corporate-level. The company is making investments (e.g.
better merchandizing, staffing, or renovations) to improve the
performance of some of its less profitable stores, which either
have longer-dated leases or better improvement prospects.
"We see execution risk due to weakening global consumer spending
and the uncertain ability to improve the reimbursement economics in
the U.S. pharmacy business. We believe front-of-store retail could
underperform our expectations for low-single-digit revenue declines
as cautious consumers increasingly seek value at large retailers
like Walmart and prioritize price over convenience. We also expect
continued softness in discretionary purchases. We see less risk to
the large restructuring effort in the U.S. retail business and
significant expected improvement in VillageMD because we think both
primarily consist of location closures, which are more within the
company's control."
The pharmacy business faces pressure primarily from branded
pharmaceuticals, which often are reimbursed at a lower net
dispensing fee than generics and sometimes at a loss. This has been
made worse by fewer new generic approvals in recent years. To fix
this dynamic, WBA has to renegotiate with both its suppliers and
PBMs, which often have multi-year contracts. It is not certain that
WBA has the negotiating leverage to contract more favorable terms
to stabilize or improve profitability. Additionally, pharmaceutical
reimbursement in the U.S. is very complex, which could complicate
alterations to reimbursement to pharmacies. S&P said, "We do not
think potential legislation related to PBMs will have an immediate
impact on pharmacies, and the focus of lawmakers and the public is
mostly lowering the cost to patients and health insurance plan
sponsors. WBA is also exposed to reform to the 340B program in the
U.S., but we do not think meaningful legislation is imminent."
S&P said, "In the international segment (approximately 40% of 2025
expected operating income), we expect continued growth and
efficiency improvement to partly offset operating weakness at the
U.S. retail pharmacy. We expect WBA to improve reimbursement and
expenses at VillageMD over the next few years, which has been a
significant drag on profitability. WBA could sell the VillageMD
business as profitability improves, but we do not include that in
our base case given the pressures across the whole primary care
sector, which constrain valuations. We expect Boots, International
wholesale, Shields, and CareCentrix to continue recent trends and
generate higher operating profit. Boots could suffer from a
softening economy in the U.K., but WBA has made favorable
segmenting and merchandising decisions, which has result in a
trajectory of profitable growth.
"Our rating continues to reflect WBA's large scale, position as the
second-largest retail pharmacy in the U.S., and diversification
from the international segment. We think pharmaceuticals
prescriptions will continue to grow globally both from the aging
population, the approval of new generics, and novel therapies.
WBA's scale affords it a better negotiating position with drug
distributors and PBMs compared with independent pharmacies and its
steady volume of pharmacy customers is a solid synergy with the
convenient front-of-store retail business. We think the
international business provides both geographic diversification and
exposure to a different retail model and customer. We do not view
the business as strong as CVS because CVS is much larger, more
diversified, and has greater ability to influence pharmacy
reimbursement.
"The stable outlook reflects our expectation for leverage to
improve to the 5x to 5.5x range in 2024, resulting from declining
operating profit, significant restructuring expenses, and the
continuing burden of opioid settlement payments."
S&P could lower its rating on WBA if leverage remains greater than
5.5x on a sustained basis. This could be caused by:
-- Slow-to-improve pharmacy economics;
-- Worsening financial health of the consumer;
-- Difficulty reinvigorating retail traffic; and/or
-- Softness in the international business.
S&P could also consider a lower rating if it expects leverage to
increase from current levels due to a more aggressive financial
policy.
S&P could consider a higher rating on WBA if:
-- The company demonstrates consistent improvement across most of
its business lines; and
-- Leverage declines below 5x on a sustained basis.
WATER'S EDGE: Gets Interim OK to Obtain DIP Loan
------------------------------------------------
Water's Edge Limited Partnership received interim approval from the
U.S. Bankruptcy Court for the District of Massachusetts to obtain
debtor-in-possession financing to get through bankruptcy.
The interim order, signed by Judge Christopher Panos on Dec. 31
last year, authorized Water's Edge to obtain an initial $180,000
from Eastern Acquisitions, LLC, which has committed to provide up
to $3.4 million in DIP financing. It also approved Water's Edge's
use of cash collateral on an interim basis.
The DIP Facility is due and payable five months from the date of
entry of the interim order in the company's Chapter 11 case.
Water's Edge must comply with these milestones:
(a) No later than 15 days after the DIP motion filing date, the
entry of the bar date order;
(b) No later than 35 days after the DIP motion filing date, an
order approving Water's Edge's motion to enter into letter of
intent (LOI) with Eastern Acquisitions and entry of the final
order;
(c) No later than 45 days following the DIP motion filing date,
Water's Edge must file a disclosure statement and Chapter 11 plan
each in form and substance acceptable to DIP lender in its sole
discretion to implement the joint venture agreement contemplated by
the LOI;
(d) No later than 80 days following the DIP motion filing date,
the entry of an order approving the disclosure statement in form
and substance acceptable to lender in its sole discretion;
(e) No later than 115 days following the DIP motion filing date,
the entry of an order confirming the plan in form and substance
acceptable to DIP lender in its sole discretion; and
(f) No later than 125 days following the DIP motion filing date,
the effective date of the plan must have occurred.
Water's Edge owns and operates a 303-unit apartment complex in
Revere. Facing financial distress, the company experienced
significant setbacks: a fire in 2022 caused extensive damage to one
building, leading to condemnation orders for two buildings and
severely impacting occupancy rates. These events, coupled with the
inability to refinance its mortgage loan, resulted in the lender
acquiring the loan and initiating foreclosure proceedings.
To prevent foreclosure and preserve the property's value, Water's
Edge filed for Chapter 11 bankruptcy protection, seeking the
necessary time and legal protection to restructure its debt,
address the property's issues, and potentially find new investors.
Essentially, Water's Edge aims to use bankruptcy to overcome
financial difficulties stemming from property damage, declining
occupancy, and the imminent threat of foreclosure.
Water's Edge has approximately $44 million in secured and unsecured
liabilities.
Water's Edge has negotiated and reached agreement with the DIP
Lender on the LOI to recapitalize the property. The LOI describes
the proposed terms of a joint venture agreement between Water's
Edge and the DIP lender, which will be substantially effectuated
through the plan of reorganization. Pursuant to the LOI and the
proposed joint venture agreement, it is contemplated that Water's
Edge will contribute the property and related assets to a joint
venture entity, and will receive in exchange:
(i) a 35% interest in the joint venture entity, and
(ii) a capital contribution from the DIP lender (exclusive of
the DIP loan) sufficient to pay holders of allowed non-insider
claims against Water's Edge in full, unless otherwise agreed, with
any amounts remaining from such capital contribution to be used by
the joint venture entity to fund operations. Under the LOI and the
joint venture agreement, the DIP lender will further commit to
provide the capital needed, on commercially reasonable terms, to
the joint venture entity to facilitate the repair and repositioning
of the property.
Water's Edge will provide adequate protection to the prepetition
mortgage lender by (i) granting adequate protection liens to the
prepetition mortgage lender, (ii) granting a superpriority claim to
the prepetition mortgage lender, and (iii) making payments equal to
the applicable nondefault contract rate of interest on the value of
the existing mortgage liens against the property, commencing on
Feb. 15 for the preceding month, and on the 15th day of each month
thereafter for each preceding month.
About Water's Edge Limited Partnership
Water's Edge Limited Partnership is primarily engaged in renting
and leasing real estate properties.
Water's Edge Limited Partnership sought relief under Chapter 11 of
the U.S. Bankruptcy Code (Bankr. D. Mass. Case No. 24-12445) on
December 5, 2024. In the petition filed by Evelyn M. Carabetta, as
authorized representative of the Debtor, the Debtor reports
estimated assets and liabilities between $10 million and $50
million each.
Honorable Bankruptcy Judge Christopher J. Panos handles the case.
The Debtor is represented by David Frye, Esq., at Russo, Frye &
Associates, LLP.
XCEL ENERGY: Ranchers Face Bankruptcy Over Unpaid Wildfire Claims
-----------------------------------------------------------------
A coalition of conservative agriculture organizations including the
Institute for Legislative Analysis "Center to Protect Ranchers",
Farm and Ranch Loss Assessment Group, LLC, Competitive Markets
Action, the Organization for Competitive Markets, and Competitive
Markets PAC, Founders PAC on Dec. 30, 2024, called for an
investigation into Xcel Energy -- a Fortune 500 utility company
operating across 8 states.
The coalition is demanding answers for why countless landowners,
ranchers, and farmers -- many of whom are now facing insolvency and
bankruptcy -- have still not been compensated for the enormous
losses they sustained from the Smokehouse Creek Wildfire Complex,
which devastated large portions of the Texas panhandle and western
Oklahoma. Xcel has since taken responsibility for the wildfire, the
largest in Texas history and the fifth-largest fire in the U.S.
since 1871.
Additionally, the coalition is calling for an investigation into
Xcel's radical woke Environmental, Social, and Governance(ESG)
policies and wildfire resiliency efforts. A mere three years before
the Texas fire, Xcel triggered the Marshall fire -- the largest
wildfire in Colorado history.
"After having personally surveyed the massive destruction across
the panhandle and heard the stories from dozens of landowners,
ranchers, and farmers, it is difficult to put into words what these
folks have lost, the adversity that they have endured, and the
suffering that continues today," said Bram Browder, Director of the
Institute for Legislative Analysis' "Center to Protect Ranchers".
"When someone is forced to watch their homes, ranches, local
businesses, and the animals they have raised all go up in flames in
mere minutes, it is apparent why a suicide hotline dedicated to
ranchers and farmers was urgently established immediately following
the devastating wildfire. But unfortunately, that was just the
beginning of their suffering. Now, 10 months later, many of these
ranchers still have not had their claims paid by Xcel and are
trying to hold on for dear life financially."
"Ranchers can't continue to take the heat for big woke energy
utilities that put laughable ESG policies before the actual safety
of the ecosystem, production models, and the best interest of those
of us who put food on American plates," said Taylor Haynes, a
cattle rancher in Wyoming and President at the Organization at
Competitive Markets. "We call on the State of Texas and the
incoming Trump Administration to swiftly investigate the actions
that led to these dire circumstances."
"We stand strong beside the American ranchers and family farmers
whose animals borne the brunt end of Xcel's apparent negligence
that continues to decimate livestock producers, and land owners in
the Texas panhandle and across these great United States," said
Marty Irby, President & CEO at Competitive Markets Action. "Once
again, big business and consolidated interests in the utility and
agriculture spheres are creating unnecessary disasters that lead to
producer loss and animal welfare issues in large populations of
livestock -- another threat to food safety and security in the
U.S."
According to S. Smith, one of the Texas ranchers who continues to
suffer from the aftermath of the fire, "At one point there was a
glimmer of hope for many of us within the community after Xcel took
responsibility and made assurances they were going to pay out our
claims. However, that hope has turned into despair since we have
had no communication from Xcel for months. Plus, we have now
learned Xcel has turned over the claims process to some
200-year-old New York litigation firm".
The coalition urges swift action to ensure justice for the
ranchers, farmers, and landowners impacted by Xcel's actions. Their
continued resilience in the face of devastating losses underscores
the urgent need for transparency, accountability, and meaningful
reforms in the utility and agricultural sectors. With the incoming
administration and state leaders, the coalition remains steadfast
in its commitment to advocating for those who feed America and
safeguard our nation's food security.
The Center to Protect Ranchers (CPR) is a project of the Institute
for Legislative Analysis (ILA), a 501(c)(3) non-profit based in
Washington, D.C. As the only conservative organization dedicated
solely to the ranching industry, the CPR works to strengthen
transparency and accountability across four major issue areas
impacting ranchers. The ILA is a national policy and research
organization that serves as a data hub for a multitude of
conservative and right-of-center organizations.
https://limitedgov.org
The Organization for Competitive Markets (OCM) is a 501(c)(3)
non-profit based in Lincoln, Nebraska. The foundation of the
Organization for Competitive Markets is to fight for competitive
markets in agriculture for farmers, ranchers, and rural
communities. True competition reduces the need for economic
regulation. Our mission and duty are to define and advocate the
proper role of government in the agricultural economy as a
regulator and enforcer of rules necessary for markets that are
fair, honest, accessible, and competitive for all citizens.
https://competitivemarkets.com/
Competitive Markets Action (CMA) is a 501(c)(4) non-profit based in
Washington, D.C., that was formed with the mission of shaping
policy to promote more regenerative and sustainable agriculture,
and competitive markets in the U.S., and to defend against attacks
on states' rights by the federal government. CMA works to raise
awareness of the harm caused by multinational conglomerates to the
American family farmer, the consumer, and our U.S. economy to bring
about legislative and regulatory reforms.
https://www.competitivemarketsaction.org/
Xcel offers wind, solar, biomass, hydro, and other renewable energy
grants.
YOUSSEF CORPORATION: Case Summary & 20 Top Unsecured Creditors
--------------------------------------------------------------
Debtor: Youssef Corporation
DBA Rick's Dessert Diner
2401 J Street
Sacramento, CA 95816
Business Description: Rick's Dessert Diner makes custom cakes for
all occasions from birthdays and showers to
weddings and anniversaries. Rick's Dessert
Diner has hundreds of varieties of American
and European desserts, all made fresh daily
from "scratch."
Chapter 11 Petition Date: December 31, 2024
Court: United States Bankruptcy Court
Eastern District of California
Case No.: 24-25864
Judge: Hon. Christopher D Jaime
Debtor's Counsel: Linda Deos, Esq.
DEOS LAW, PC
428 J Street, 4th Floor
Sacramento, CA 95814
Tel: 916-442-4442
Email: deoslawyer@gmail.com
Total Assets: $68,924
Total Liabilities: $1,958,979
The petition was signed by Randy Sutton as CEO.
A full-text copy of the petition containing, among other items, a
list of the Debtor's 20 largest unsecured creditors is available
for free at PacerMonitor.com at:
https://www.pacermonitor.com/view/4EODEKQ/Youssef_Corporation__caebke-24-25864__0001.0.pdf?mcid=tGE4TAMA
ZURVITA HOLDINGS: Jan. 6 Deadline Set for Panel Questionnaires
--------------------------------------------------------------
The United States Trustee is soliciting members for committee of
unsecured creditors in the bankruptcy cases of Zurvita Holdings
Inc. and Zurvita Inc.
If a party wishes to be considered for membership on any official
committee that is appointed, it must complete a questionnaire
available at https://tinyurl.com/mvur7jfe and return by email it to
Timothy Fox - Timothy.Fox@usdoj.gov - at the Office of the United
States Trustee so that it is received no later than Monday, January
6, 2025, at 4:00 p.m. E.T.
If the U.S. Trustee receives sufficient creditor interest in the
solicitation, it may schedule a meeting or telephone conference for
the purpose of forming a committee.
About Zurvita Holdings Inc.
Zurvita Holdings Inc. is a direct sales company which is focused on
health and wellness. Its signature product, Zeal, is an all-in-one
nutritional drink mix to enjoy the benefits of essential nutrients
and superfoods in one simple solution to help modern families
achieve their health goals deliciously and affordably.
Zurvita Holdings Inc. and Zurvita Inc. sought relief under Chapter
11 of the U.S. Bankruptcy Code (Bankr. D. Del. Lead Case No.
24-12823) on December 20, 2024. In the petition filed by Shadron L.
Stastney, as director, the Debtor reported estimated assets between
$1 million and $10 million and estimated liabilities between $10
million and $50 million.
The Honorable Judge Mary F. Walrath handles the case.
Aaron H. Stulman, Esq. of Potter Anderson & Corroon LLP has been
tapped as bankruptcy counsel to the Debtors. SC&H Group, Inc. acts
as investment banker to the Debtors, and Reliable Companies serves
as claims and noticing agent to the Debtors.
[*] Pizza Chains That Filed for Bankruptcy in 2024
--------------------------------------------------
Emily M. Alexander of The Food Republic reports that several chain
pizza restaurants have faced significant financial setbacks since
the COVID-19 pandemic. In 2024 alone, six well-known pizza chains
filed for bankruptcy, with another on the verge. This troubling
trend, which extends beyond pizza establishments, can be attributed
to several key factors.
Rising inflation has sharply increased labor and food costs, making
it harder for businesses to stay afloat. The pandemic's lingering
effects have also disrupted operations and the workforce.
Additionally, the growing popularity of delivery meal kits provides
a convenient and healthier alternative to takeout, further
challenging traditional dining options. Whether the blame lies with
inflation, meal kits, or other factors, one thing is certain: many
pizza chains are struggling to regain their former success. For
some pizza lovers, this may mean finding a new favorite spot, the
report states.
If you're curious which chains faced such significant financial
pressure this year that they filed for bankruptcy or came close,
keep reading. We'll break down the reasons behind their struggles
and what the future may hold for these businesses.
* Mary's Pizza Shack
For 65 years, Mary's Pizza Shack has proudly served its signature
pies—a noteworthy achievement, even if it wasn't among the first
pizza establishments in the United States (one of which continues
to thrive today). On September 10, 2024, the company filed for
Chapter 7 bankruptcy with the U.S. Bankruptcy Court for the
Northern District of California. Unlike a Chapter 11 filing, this
move signifies the final phase of the brand's restructuring
process. Reports indicate the filing is primarily a legal and
administrative step rather than a reflection of operational
challenges.
* Oath Pizza
Oath Pizza, founded in 2015 on Nantucket Island, quickly earned a
reputation for its premium crust, grilled and seared in olive oil.
Unfortunately, the brand couldn't maintain its momentum, and by
December 2023, all of its company-owned locations had closed. It
wasn't until October 22, 2024, however, that Oath Pizza's parent
company, Next Level Pizza Inc., filed for Chapter 7 bankruptcy with
the U.S. Bankruptcy Court for the District of Delaware.
The filing was prompted by several factors. Firstly, the company
was unable to repay its creditors and needed to liquidate its
assets. It reported assets between $100,000 and $500,000, while its
liabilities ranged from $10 million to $50 million. Secondly, the
company's poor sales and profits contributed to the financial
strain, a common factor in bankruptcy cases. Lastly, Next Level
Pizza mentioned an ongoing lawsuit involving a proposed buyer and
its investors. Although a few Oath Pizza franchises remain open,
their future is uncertain, and many prominent locations have been
closed for a while.
* Fired Pie
On November 13, 2024, Fired Pie's parent company, NWFI LLC, filed
for Chapter 11 bankruptcy protection with the U.S. Bankruptcy Court
in the District of Arizona. The filing aims to help the company
restructure its business model under Subchapter V. Court filings
indicate that while its assets are valued around $1 million, its
liabilities could reach up to $10 million. NWFI LLC is facing
significant debt, with creditors including Shamrock Foods,
Arrowhead Towne Center, and Scottsdale Fashion Square.
While Fired Pie's bankruptcy filing doesn't necessarily signal the
end of the business, it does indicate that substantial changes are
needed. Currently, Fired Pie operates 13 locations, all in Arizona.
If you have the chance, you might want to visit before any changes
are made, as the company's recovery from this situation is far from
guaranteed.
* EYM Pizza (Which Operates Select Pizza Hut Locations)
Court filings from the U.S. Bankruptcy Court for the Eastern
District of Texas show that EYM Pizza, which operates around 140
Pizza Hut locations, filed for Chapter 11 bankruptcy protection on
July 22, 2024. According to EYM Pizza, Pizza Hut is one of its
largest unsecured creditors, with a debt exceeding $2.2 million.
While this seems dire, it stems from an ongoing dispute between the
two companies. EYM Pizza initially sued Pizza Hut for breach of
contract, citing outdated practices, equipment, and failure to
remain competitive. In response, Pizza Hut counter-sued EYM for
unpaid franchise fees.
Before seeking Chapter 11 protection, EYM Pizza closed over a dozen
locations in Indiana and Ohio. However, Pizza Hut is now working to
find new owners for the recently closed stores.
In 2015, coal-fired pizza was gaining significant attention, and
Anthony's Coal Fired Pizza & Wings had locations springing up
everywhere. However, fast-forward to recent years, and the parent
company of Anthony's, BurgerFi International Inc. (yes, the burger
chain), is facing severe financial troubles. In late 2024, the
company made a last-ditch effort to salvage its pizza and burger
locations by filing for Chapter 11 bankruptcy protection. Despite
months of seeking strategic alternatives, these efforts were not
enough to prevent the Chapter 11 filing.
* Buca Di Beppo
On August 5, 2024, the chain filed for Chapter 11 bankruptcy
protection with the U.S. Bankruptcy Court in the Northern District
of Texas, listing 30 creditors and a total debt nearing $50
million.
In a statement, a company spokesperson expressed optimism about the
future: "By restructuring with the continued support of our
lenders, we are paving the way toward a reinvigorated future." The
plan includes restructuring 44 key Buca di Beppo locations, with
plans to open another restaurant. For loyal fans, the good news is
that Buca di Beppo gift cards remain valid, and the company hopes
they will continue to be redeemable for the foreseeable future.
* MOD Pizza On The Brink Of Bankruptcy
MOD Pizza hasn't filed for bankruptcy yet, but it came close in
2024. Founded in Seattle in 2008, MOD Pizza grew to over 40
locations in California and 500 across the U.S. However, by early
July 2024, the company revealed it was exploring financial options
to avoid a Chapter 11 filing. One possibility was finding a buyer.
Fortunately, just weeks after the announcement, Los Angeles-based
Elite Restaurant Group stepped in to acquire the company.
This type of acquisition is familiar territory for Elite Restaurant
Group, which has previously taken over struggling chains like
Daphne's California Greek and Patxi's Pizza. While it's still
unclear what the merger will mean for MOD Pizza, including
potential store closures, there's hope that with Elite's support,
the pizza chain will continue thriving and serving its popular
customizable pizzas in the years to come.
[^] Recent Small-Dollar & Individual Chapter 11 Filings
-------------------------------------------------------
In re Anatoliy Alexander Kreshchenovskiy
Bankr. N.D. Cal. Case No. 24-10785
Chapter 11 Petition filed December 24, 2024
represented by: Michael Fallon, Esq.
In re Roger Curtis Bryan, Jr.
Bankr. N.D. Ohio Case No. 24-61723
Chapter 11 Petition filed December 24, 2024
represented by: Steven Heimberger, Esq.
In re All Inclusive 4DL, LLC
Bankr. S.D. Tex. Case No. 24-36024
Chapter 11 Petition filed December 24, 2024
See
https://www.pacermonitor.com/view/FJLLXBA/All_Inclusive_4DL_LLC__txsbke-24-36024__0001.0.pdf?mcid=tGE4TAMA
represented by: Aaron W. McCardell Sr., Esq.
THE MCCARDELL LAW FIRM, PLLC
E-mail: amccardell@mccardelllaw.com
In re Port Louis Owners Association, Inc.
Bankr. E.D. La. Case No. 24-12511
Chapter 11 Petition filed December 26, 2024
See
https://www.pacermonitor.com/view/INEMK7Y/Port_Louis_Owners_Association__laebke-24-12511__0001.0.pdf?mcid=tGE4TAMA
represented by: Renee L. Achee, Esq.
ACHEE LAW FIRM L.L.C.
E-mail: rlaw641@aol.com
In re Kwench Juice Franchising, Inc.
Bankr. D. Mass. Case No. 24-12587
Chapter 11 Petition filed December 26, 2024
See
https://www.pacermonitor.com/view/H6N76XQ/Kwench_Juice_Franchising_Inc__mabke-24-12587__0001.0.pdf?mcid=tGE4TAMA
represented by: Barry Levine, Esq.
LAW OFFICE OF BARRY R. LEVINE
E-mail: barry@levineslaw.com
In re Keri Bauer
Bankr. D.N.J. Case No. 24-22657
Chapter 11 Petition filed December 26, 2024
represented by: Ellen McDowell, Esq.
MCDOWELL LAW, PC
Email: emcdowell@mcdowelllegal.com
In re Armaks Enterprises Corp
Bankr. E.D.N.Y. Case No. 24-74837
Chapter 11 Petition filed December 26, 2024
See
https://www.pacermonitor.com/view/NJOI5YA/Armaks_Enterprises_Corp__nyebke-24-74837__0001.0.pdf?mcid=tGE4TAMA
Filed Pro Se
In re Valentina Zubok
Bankr. E.D.N.Y. Case No. 24-45382
Chapter 11 Petition filed December 26, 2024
represented by: Alla Kachan, Esq.
In re John R. Kearney M.D. Eye Physician and Surgeon P.C.
Bankr. N.D.N.Y. Case No. 24-61035
Chapter 11 Petition filed December 26, 2024
See
https://www.pacermonitor.com/view/YEGCDIY/John_R_Kearney_MD_Eye_Physician__nynbke-24-61035__0001.0.pdf?mcid=tGE4TAMA
represented by: Maxsen D. Champion, Esq.
MAXSEN D. CHAMPION
E-mail: max2040@live.com
In re PPS 77 LLC
Bankr. S.D.N.Y. Case No. 24-12445
Chapter 11 Petition filed December 26, 2024
See
https://www.pacermonitor.com/view/3HX3JQA/PPS_77_LLC__nysbke-24-12445__0001.0.pdf?mcid=tGE4TAMA
Filed Pro Se
In re Jerome David Mitchell
Bankr. M.D. Fla. Case No. 24-07020
Chapter 11 Petition filed December 27, 2024
In re FTM Inc.
Bankr. D. Md. Case No. 24-20835
Chapter 11 Petition filed December 27, 2024
See
https://www.pacermonitor.com/view/RYDNV5Y/FTM_INC__mdbke-24-20835__0001.0.pdf?mcid=tGE4TAMA
represented by: Weon G. Kim, Esq.
WEON G. KIM LAW OFFICE
E-mail: jkkchadol99@gmail.com
In re Franklin Square Fitness LLC
Bankr. E.D.N.Y. Case No. 24-74851
Chapter 11 Petition filed December 27, 2024
See
https://www.pacermonitor.com/view/DX6ZKJY/Franklin_Square_Fitness_LLC__nyebke-24-74851__0001.0.pdf?mcid=tGE4TAMA
represented by: Irene Nwanyanwu, Esq.
ANELE & ASSOCIATES, P.C.
E-mail: irenenn@optonline.net
In re 11AM Industries, LLC
Bankr. N.D. Ohio Case No. 24-52038
Chapter 11 Petition filed December 29, 2024
See
https://www.pacermonitor.com/view/7YSFOTQ/11AM_Industries_LLC__ohnbke-24-52038__0001.0.pdf?mcid=tGE4TAMA
represented by: Steven J. Heimberger, Esq.
RODERICK LINTON BELFANCE LLP
E-mail: sheimberger@rlbllp.com
In re Keith Edward Richardson
Bankr. C.D. Cal. Case No. 24-20571
Chapter 11 Petition filed December 30, 2024
In re Trollman Enterprises, LLC
Bankr. E.D. Mich. Case No. 24-32448
Chapter 11 Petition filed December 30, 2024
See
https://www.pacermonitor.com/view/NC3XFVA/Trollman_Enterprises_LLC__miebke-24-32448__0001.0.pdf?mcid=tGE4TAMA
represented by: George E. Jacobs, Esq.
BANKRUPTCY LAW OFFICES
E-mail: george@bklawoffice.com
In re Jack Fernandez
Bankr. D.N.J. Case No. 24-22727
Chapter 11 Petition filed December 30, 2024
represented by: Marc Capone, Esq.
In re Daniel M. Risis
Bankr. D.N.J. Case No. 24-22714
Chapter 11 Petition filed December 30, 2024
In re Rebeca Isis Carrasquillo De Jesus
Bankr. D.P.R. Case No. 24-05669
Chapter 11 Petition filed December 30, 2024
represented by: Jesus Batista Sanchez, Esq.
In re Iglesia Escuela Castillo Fuerte Inc.
Bankr. D.P.R. Case No. 24-05680
Chapter 11 Petition filed December 30, 2024
See
https://www.pacermonitor.com/view/24B6HHQ/IGLESIA_ESCUELA_CASTILLO_FUERTE__prbke-24-05680__0001.0.pdf?mcid=tGE4TAMA
represented by: Carmen D. Conde Torres, Esq.
C. CONDE & ASSOC.
E-mail: condecarmen@condelaw.com
In re Power City Technologies, LLC
Bankr. S.D. Tex. Case No. 24-80390
Chapter 11 Petition filed December 30, 2024
See
https://www.pacermonitor.com/view/QRVTL3I/Power_City_Technologies_LLC__txsbke-24-80390__0001.0.pdf?mcid=tGE4TAMA
represented by: Gabe Perez, Esq.
ZENDEH DEL & ASSOCIATES, PLLC
E-mail: gabe@zendehdel.com
*********
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 2025. All rights reserved. ISSN: 1520-9474.
This material is copyrighted and any commercial use, resale or
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