/raid1/www/Hosts/bankrupt/TCR

/raid1/www/Hosts/bankrupt/TCR_Public/250108.mbx T R O U B L E D C O M P A N Y R E P O R T E R Wednesday, January 8, 2025, Vol. 29, No. 7 Headlines 323 SOUTH 7TH: Voluntary Chapter 11 Case Summary 3480 MAIN: Secured Party Sets Jan. 28, 2025 Public Auction 367 PARKWAY: Case Summary & Seven Unsecured Creditors ACROPOLIS UNITED: Secured Party Sets Jan. 28, 2025 Auction AINOS INC: Registers 6.7M Shares for Possible Resale by Stockholder AKOUSTIS TECHNOLOGIES: Says Plan Addresses IP Injunction Issues ALLIANCE MESA: Unsecured Creditors Unimpaired in Plan AMCI NCR: Hires Morris Nichols Arsht as Bankruptcy Counsel AMERGENT HOSPITALITY: Seeks to Sell Boudreaux's Cajun Kitchen Brand ANASTASIA PARENT: $650MM Bank Debt Trades at 26% Discount ASOCIACION CIVIL: Unsecureds to Split $8,500 in Consensual Plan ATARA BIOTHERAPEUTICS: Amends Bylaws to Expand Board, Chair Rights BEAUCHAMP ENTERPRISES: Seeks to Use SBA's Cash Collateral BOBEL ELECTRIC: To Sell West Erie Property to Jerry Rachesky BOTAS SANTA: Commences Subchapter V Bankruptcy Process in Colorado CAPSTONE COMPANIES: Cancels $3.67-Mil. Debt via Stock Issuance CBDMD INC: CEO Ronan Kennedy Joins Board of Directors CEL-SCI CORP: Delays Filing of Annual Report on Form 10-K CENTURY MINING: Committee Hires Barth & Thompson as Local Counsel CLOUTER CREEK: Case Summary & Three Unsecured Creditors CLOUTER CREEK: Seeks Chapter 11 Bankruptcy Protection COGENT BAY INC: Voluntary Chapter 11 Case Summary COGENT BAY: Commences Subchapter V Bankruptcy Protection COGENT BAY: Voluntary Chapter 11 Case Summary COMPAC USA: Seeks to Hire Ordinary Course Professionals CONTAINER STORE: Taps Kurtzman Carson as Claims and Noticing Agent CORSA COAL: Enters Chapter 11 With $15M DIP Financing by KIA II CRUCIBLE INDUSTRIES: U.S. Trustee Appoints Creditors' Committee CUMULUS MEDIA: $311.8MM Bank Debt Trades at 58% Discount CURIS INC: Registers 2.4MM Shares for Possible Resale via Warrants CYTOSORBENTS CORP: Launches Rights Offering With Units at $1 Each DALRADA FINANCIAL: Restates Q1 2024 Result Over $2.3M Revenue Error DEL VALLE IMPORT: Seeks Chapter 11 Bankruptcy Protection in Florida DIGITAL ALLY: Receives a New Notice of Deficiency From Nasdaq DIOCESE OF SAN DIEGO: Parents Rally to Keep Saint Katherine Open DMD FLORIDA: Case Summary & Largest Unsecured Creditors DMD FLORIDA: Files Chapter 11 Bankruptcy in Florida DODGE CONSTRUCTION: $455MM Bank Debt Trades at 20% Discount EEJ HOSPITALITY: Hires Tittle Law Group PLLC as Counsel ELECTRONICS FOR IMAGING: $895MM Bank Debt Trades at 21% Discount ELETSON HOLDINGS: Former Owners, Reed Smith Face Sanction Risks EMS WAREHOUSING: Hires Madoff & Khoury LLP as Legal Counsel ESES LLC: Case Summary & 20 Largest Unsecured Creditors ESES LLC: Seeks Chapter 11 Bankruptcy Protection in Texas EVOFEM BIOSCIENCES: Cancels Special Meeting, Withdraws Proposals EXACTECH INC: Has Court OK for March 3, 2025 Auction for All Assets F&G ANNUITIES: S&P Rates New Junior Subordinated Notes 'BB' FINGERMOTION INC: Gets Net Proceeds of $4.44MM From Direct Offering FIREPAK INC: Hires David L. Swimmer as Special Litigation Counsel FLEXSYS HOLDINGS: $475MM Bank Debt Trades at 23% Discount FRANCHISE GROUP: Hires Willkie Farr & Gallagher LLP as Co-Counsel FRANCHISE GROUP: Hires Young Conaway Stargatt as Co-Counsel FREE SPEECH: Jones' Parents to Receive Ch.11 Trustee Deal Payment FRONTIER COMMUNICATIONS: Moody's Raises CFR to 'B2' FTX TRADING: Ex-Employees Buy Failed European Unit for $32.7-Mil. FTX TRADING: Starts Repayment to Convenience Class Creditors FULCRUM BIOENERGY: Jan. 23, 2025 Claims Filing Deadline Set GENERATIONS ON 1ST: Case Summary & One Unsecured Creditor GLOVES BUYER: Moody's Rates New $1.9BB First Lien Loan 'B3' GLOVES BUYER: S&P Alters Outlook to Positive, Affirms 'B-' ICR GOLDEN WEST: $290MM Bank Debt Trades at 17% Discount GREAT LAKES: S&P Cuts Senior Living Revenue Bonds Rating to 'D' H-FOOD HOLDINGS: $415MM Bank Debt Trades at 34% Discount H-FOOD HOLDINGS: Seeks to Hire Porter Hedges LLP as Co-Counsel HARBORVIEW REHABILITATION: Seeks to Use Cash Collateral HELIUS MEDICAL: Sells First PoNS System to VA Healthcare System HORIZON INTERNATIONAL: Files Chapter 11 Bankruptcy in Georgia HUMPER EQUIPMENT: Hires Carmody Macdonald P.C. as Counsel HYPERSCALE DATA: Secures $25M in Financing From Ault & Co. IDEAL HEALTH: Seeks to Hire Michael Jay Berger as Legal Counsel IDEANOMICS INC: Morgan Stanley Seeks Payment of $10-Mil. Deal Fee IHEARTMEDIA INC: Completes $4.8-Bil. Debt Exchange, Cuts $440-Mil. IMPERIAL GROUP: U.S. Trustee Unable to Appoint Committee INDEPENDENT PHYSICIAN: Hires Thompson Law Group P.C. as Counsel INTRUSION INC: Announces Stock Exchange Deals with Streeterville ISPECIMEN INC: Expands CEO's Role to Include Treasurer & Secretary IVANKOVICH FAMILY: Affiliates Seek to Use Cash Collateral JAMES JOSEPH: Hires Forshey & Prostok LLP as Legal Counsel JOP3 DEVELOPMENT: To Sell Arlington Property for $3.7-Mil. JOSE FUENTES CONSTRUCTION: To Sell Spreckels Property KAL FREIGHT: Cokinos Young Advises Ferreline & Pioneer Properties KIMMERIDGE TEXAS: S&P Assigns 'B-' ICR, Outlook Stable LA CASTILLEJA: EUR26MM Bank Debt Trades at 19% Discount LASERSHIP INC: $455MM Bank Debt Trades at 85% Discount LEROUX CREEK: Court OKs Red Hat Property Sale to Western Slope LGGD PROPERTIES: Seeks Bankruptcy Protection in Texas LOOP MEDIA: Secures $660K in Funding From Agile Capital MARINUS PHARMACEUTICALS: Retention Plan for Senior Mgmt. Okayed MEGA ENTERTAINMENT: Unsecureds Will Get 13% in Subchapter V Plan MGPF INC: Seeks Cash Collateral Access MIDWEST MOBILE: Files Emergency Bid to Use Cash Collateral MOFONGO & STEAKHOUSE: Taps Lopez & Co. Accounting as Accountant NEW YORK'S PREMIER: Hires Boyle Legal LLC as Legal Counsel NORTHVOLT AB: Seeks Investors' Okay to Continue Making Battery OCUGEN INC: Receives Nasdaq Deficiency Notice Over Low Stock Price ODYSSEY MARINE: Amends March and December 2023 Securities Deals ODYSSEY MARINE: Forms Joint Venture With CapLat for Mexican Project ODYSSEY MARINE: Sells $4.1 Million Worth of Common Stock ONDAS HOLDINGS: Note Holder Buys $18.9M More in Convertible Notes OPTINOSE INC: Effects 1-for-15 Reverse Stock Split OPTINOSE INC: Stockholders OK Reverse Split at Special Meeting OREGON TOOL: $850MM Bank Debt Trades at 41% Discount OYA RENEWABLES: Hires Quinn & Associates as Financial Advisor PACES WEST: Seeks Chapter 11 Bankruptcy Protection in Georgia PARKSIDE PLACE: Case Summary & One Unsecured Creditor PARTY CITY: Auctions 26 New Jersey Leases Amid Chapter 11 Process PARTY CITY: Davis Polk & Haynes Represent Second Lien Noteholders PARTY CITY: Taps Kroll Restructuring as Claims and Noticing Agent PINEY POINT: Seeks Chapter 11 Bankruptcy Protection in Texas PINEY POINT: Voluntary Chapter 11 Case Summary PROSPECT CAPITAL: Moody's Withdraws (P)Ba3 Preferred Shelf Ratings PURDUE PHARMA: Comm. Taps Nardello & Co as Forensic Fin. Advisor RAPID DRY: Case Summary & 20 Largest Unsecured Creditors REVIVA PHARMACEUTICALS: CVI Investments Holds 7.2% Equity Stake REW INTERPRISES: Starts Subchapter V Bankruptcy Proceeding RHODIUM ENCORE: Akin Gump Files Supplemental Rule 2019 Statement RHODIUM ENCORE: Committee Taps Genesis Credit as Financial Advisor RHODIUM ENCORE: Committee Taps McDermott Will & Emery as Counsel RMN LLC: Seeks Chapter 11 Bankruptcy Protection in Georgia ROCK MEDICAL: U.S. Trustee Appoints Creditors' Committee ROKSTAD HOLDINGS: Receiver Commences Sale Process ROSE ANIMAL: Hires Moore Colson & Company P.C. as Accountant RUINS LLC: Case Summary & 13 Unsecured Creditors S&W SEED: Secures $25-Mil. Credit Facility With Mountain Ridge SAI BABA: Seeks to Tap Mumford Company, Neck Realty as Brokers SEBASTIAN HABIB: Case Summary & 14 Unsecured Creditors SEBASTIAN HABIB: Seeks Bankruptcy Protection in Georgia SEETAL LLC: Seeks Chapter 11 Bankruptcy Protection in Georgia SHENANDOAH MEDICAL: Hires DGIM Law PLLC as Counsel SILVER AIRWAYS: Files Emergency Bid to Use Cash Collateral SILVER AIRWAYS: Seeks Asset Buyer, DIP Lender in Chapter 11 SINCLAIR TELEVISION: $740MM Bank Debt Trades at 18% Discount SINCLAIR TELEVISION: $750MM Bank Debt Trades at 18% Discount SINGH BROS: Hires Polsinelli PC as General Bankruptcy Counsel SMITH HEALTH: Hires Michael P. Vucic CPA as Accountant SMRK PROPERTY: Hires Robert Bassel as Bankruptcy Counsel SOLDBYSHANK & CO: Seeks Chapter 11 Bankruptcy Protection in Georgia SPHERE 3D: Launches $8M Offering Through Sales Agreement With AGP STARKS LAW: Seeks to Hire Calaiaro Valencik as Legal Counsel TERRAFORM LABS: Victims Count Could Surpass 1 Million, Says DOJ TGI FRIDAY'S: To Sell 9 Locations to Mera Global for $34.5-Mil. THOR 38 PARK: Secured Party Sets Jan. 28, 2025 Auction TOWN & COUNTRY: Claims Will be Paid from Property Sale/Refinance TRI-MAXX INDUSTRIES: Unsecureds to Get $100 per Month for 36 Months TUBE METAL: Hires Brian K. McMahon P.A. as Attorney TXMV2017 LLC: Seeks Chapter 11 Bankruptcy Protection in Texas TXMV2017 LLC: Voluntary Chapter 11 Case Summary U S SKYLINE: Seeks Chapter 11 Bankruptcy Protection in Texas UNLIMITED SOURCE: Voluntary Chapter 11 Case Summary VALCOUR PACKAGING: $160MM Bank Debt Trades at 51% Discount VH NUTRITION: Seeks to Use Cash Collateral VISALUS INC: Hires Lesnick Prince as Bankruptcy Counsel VISALUS INC: Hires Weycer Kaplan Pulaski as Local Counsel VISUAL TECHNOLOGY: Case Summary & Five Unsecured Creditors VOBEV LLC: Committee Gets OK to Hire Parsons Behle as Counsel VOBEV LLC: Committee Gets OK to Tap Lowenstein Sandler as Counsel WAND NEWCO 3: Term Loan Repricing No Impact on Moody's 'B3' CFR WATERFRONT RESORT: Case Summary & One Unsecured Creditor WEBSTERNT LLC: Hires Gleichenhaus Marchese as Legal Counsel WELLPATH HOLDINGS: Committee Hires Dundon as Financial Advisor WELLPATH HOLDINGS: Committee Hires Huron as Financial Advisors WILSON CREEK: Case Summary & 30 Largest Unsecured Creditors WISA TECHNOLOGIES: 13 of 14 Proposals Passed at 2024 Annual Meeting [*] 2025 Kicks Off With Two Major Bankruptcy Filings [*] Bankruptcy Expert Stephanie Wickouski Joins Pivot > Group as MD [*] Massachusetts' Bankruptcies Continue Rise, Set to Outpace 2023 ********* 323 SOUTH 7TH: Voluntary Chapter 11 Case Summary ------------------------------------------------ Debtor: 323 South 7th LLC 323 South 7th St. Newark, NJ 07103 Chapter 11 Petition Date: January 6, 2025 Court: United States Bankruptcy Court District of New Jersey Case No.: 25-10140 Debtor's Counsel: Solomon Rosengarten, Esq. 2329 Nostrand Ave, Suite 100 Brooklyn, NY 11210 Tel: 718-627-4460 E-mail: vokma@aol.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $1 million to $10 million The petition was signed by Martin Stern in his capacity as managing agent. The Debtor failed to include a list of its 20 largest unsecured creditors in the petition. A full-text copy of the petition is available for free at www.PacerMonitor.com at: https://www.pacermonitor.com/view/NJUXVGY/323_SOUTH_7TH_LLC__njbke-25-10140__0001.0.pdf?mcid=tGE4TAMA 3480 MAIN: Secured Party Sets Jan. 28, 2025 Public Auction ----------------------------------------------------------- In accordance with applicable provisions of the Uniform Commercial Code as enacted in New York, by virtue of certain events of default under a partnership interests pledge and security agreement, dated as of Dec, 23, 2021 ("pledged agreement"), which was thereafter modified by that certain Restructuring Agreement dated as of Dec. 21, 2023, executed and delivered by 3480 Main Highway GP LLC and 3480 Main Highway Limited Partnership LP ("pledgors"), and in accordance with it rights as holder of the security, 3480 Main Highway Lender 2 LLC ("secured party"), will offer for sale at public auction (i) all pledgors' rights, title and interest in and to the following: 3480 Main Highway LP ("mortgage borrower"), and (ii) certain related rights and property relating thereto ("collateral"). Secured party's understanding is that the principal asset of the pledged entity is the premises located at 3480 Main Highway, Miami, Florida ("property"). The pledge agreement was thereafter modified by that certain restructuring agreement, dated as of Dec. 21, 2023, entered into by and among pledgors, secured party, pledged entity and 3480 Main Highway Lender 1 LLC ("mortgage lender"). Mannion Auctions will conduct a public sale consisting of the collateral, via online bidding, on Jan. 28, 2025, at 1:30 p.m. EST, in satisfaction of an indebtedness in the approximate amount of $4,714,315.07, including, interest on principal, and reasonable fees and costs, plus default interest through Jan. 28, 2025, subject to open charges and all additional costs, fees and disbursements permitted by law. Online bidding will be made available via zoom meeting: Meeting link: https://bit.ly/3480HwayUCC Meeting ID: 833 2048 1433 Passcode: 306717 On Tap Mobile +16469313860,,83320481433#,,,,*306717# US +16465588656,,83320481433#,,,,*306717# New York US Dial by you location: +1 646 931 3860 US +1 646 558 8656 US (New York) +1 312 626 6799 US (Chicago) +1 302 715 8592 US (Washington, DC) +1 305 224 1968 US +1 309 205 3325 US +1 719 359 4580 US +1 720 707 2699 US (Denver) +1 253 205 0468 US +1 253 215 8782 US (Tacoma) +1 346 248 7799 US (Houston) +1 360 209 5623 US +1 386 347 5053 US +1 507 473 4847 US +1 564 217 2009 US +1 669 444 9171 US +1 689 278 1000 US Interested parties who intend to bid on the collateral must contact Brett Rosenberg at Jones Lang LaSalle Americas Inc, 330 Madison Avenue, New York, New York 10017, (212) 812-5926, Brett.Rosenberg@jll.com, to receive the terms and conditions of sale and bidding instructions by Nov. 6, 2024, by 4:00 p.m. Upon execution of a standard confidentiality and non-disclosure agreement, which can be found at https://www.3480MainHighwayUCCSale.com/, additional documentation and information will be available. Attorneys for the Secured Party can be reached at: Jerold C. Feuerstein, Esq. Kriss & Feuerstein LLP 360 Lexington Avenue, Suite 1200 New York, New York 10017 Tel: (212) 661-2900 367 PARKWAY: Case Summary & Seven Unsecured Creditors ----------------------------------------------------- Debtor: 367 Parkway Dr. Atlanta LLC 295 Front Street, 2nd Floor Brooklyn, NY 11201 Business Description: The Debtor is the fee simple owner of the property located at 367 Parkway Dr NE, Units 3, 4, 5, 6, 7, and 9, Atlanta, Georgia. Chapter 11 Petition Date: January 6, 2025 Court: United States Bankruptcy Court Eastern District of New York Case No.: 25-40046 Judge: Hon. Jil Mazer-Marino Debtor's Counsel: Joel M. Shafferman, Esq. SHAFFERMAN & FELDMAN LLP 137 Fifth Avenue 9th Floor New York, NY 10010 Tel: (212) 509-1802 Email: shaffermanjoel@gmail.com Total Assets: $0 Total Liabilities: $3,649,135 The petition was signed by David Goldwasser in his capacity as the manager of Saw Mill Road Partners, LLC, a member of the Debtor. A full-text copy of the petition, which includes a list of the Debtor's seven unsecured creditors, is available for free on PacerMonitor at: https://www.pacermonitor.com/view/WVQTPPQ/367_Parkway_Dr_Atlanta_LLC__nyebke-25-40046__0001.0.pdf?mcid=tGE4TAMA ACROPOLIS UNITED: Secured Party Sets Jan. 28, 2025 Auction ---------------------------------------------------------- For default in payment of a debt and performance of obligations owed by Acropolis United LLC to SIG CRE 2023 Venture LLC ("secured party"), pursuant to Section 9-610 of the Uniform Commercial Code at 3:30 p.m. (Prevailing Eastern Time), on Jan. 28, 2025, at the Law offices of Polsinelli PC, Third Avenue, 42nd Floor, New York, New York 10016, Secured Party will sell at public auction to the highest bidder for cash the Debtor's right, title, and interest in and to all assets ("collateral"). The collateral includes, but is not limited to, Acropolis United's ownership interest in the promissory notes and documents executed in connection therewith or securing the debt owned thereunder: (i) a promissory noted dated Oct. 21, 2024, in the original principal amount of $12,500,000 and executed by Olympia Haven Realty LLC and Acropolis Associated LLC, and secured by a pledge and security agreement that encumbers certain stock certificates for shares of common stock of Acropolis Gardends Realty Corp. and proprietary leases for units located at 21-05/77 33rd Street, 21-06/78 35th Street, Astoria New York, and (ii) a promissory note dated Aug. 31, 2015 in the original principal amount of $2,375,000 and executed by Astoria Atlas Holdings LLC, Calix Realty Holdings, LLC and Acropolis Associates LLC and secured by a pledge and security agreement that encumbers certain stock certificates for shares of common stock certificates for shares of common stock of Acropolis Gardens Realty Corp. and proprietary leases for units located at 21-05/77 33rd Street, 21-06/78 35th Street, Astoria, New York. For further information you may contact Amy E. Hatch, Polsinelli PC, 900 W. 48th Place, Ste. 900, Kansas City, MO 64112; Tel: (816) 753-1000; Fax (816) 753-1536; ahatch@polsinelli.com. AINOS INC: Registers 6.7M Shares for Possible Resale by Stockholder ------------------------------------------------------------------- Ainos, Inc. filed a preliminary prospectus on Form S-3 with the U.S. Securities and Exchange Commission relating to the resale, from time to time, of up to 6,737,731 shares of its Common Stock, par value $0.01 per share by the selling stockholders -- Taiwan Carbon Nano Technology Corporation and affiliates -- consisting of: (1) 5,500,000 Shares issued to TCNT pursuant to a patent license agreement, dated August 6, 2024, by and between the Company and TCNT, (2) 247,500 restricted stock units granted to directors, officers, and employees of the Company as special stock awards on November 22, 2024 and vested on November 26 2024, (3) 500,000 Shares issuable upon exercise of the warrants issued to ASE Test, Inc. pursuant to the Warrant Purchase Agreement, dated May 3, 2024 (4) 12,231 Shares issued to Ting-Chuan Lee, a director of the Company, pursuant to a purchase and sale agreement relating to the Company's acquisition of a vehicle with a purchase price of $48,559, dated April 26, 2023, and (5) 478,000 RSUs granted to directors, officers, and employees of the Company as special stock awards on October 11, 2023 and vested on November 24, 2023. Ainos is not selling any shares of its Common Stock under this prospectus and will not receive any proceeds from the sale of the Shares. The Selling Stockholders will bear all commissions and discounts, if any, attributable to the sale of the Shares. The Company will bear all costs, expenses, and fees in connection with the registration of the Shares. No securities may be sold without delivery of this prospectus and the applicable prospectus supplement describing the method and terms of the offering of such securities. A full-text copy of the preliminary prospectus is available at: https://tinyurl.com/yt74ehvk About Ainos Ainos, Inc. -- https://www.ainos.com/ -- formerly known as Amarillo Biosciences, Inc., is a diversified healthcare company focused on the development of novel point-of-care testing, therapeutics based on very low-dose interferon alpha, and synthetic RNA-driven preventative medicine. The Company's product pipeline includes commercial-stage VELDONA Pet cytoprotein supplements, clinical-stage VELDONA human therapeutics, and telehealth-friendly POCTs powered by the AI Nose technology platform. Diamond Bar, California-based KCCW Accountancy Corp., the Company's auditor since 2023, issued a "going concern" qualification in its report dated March 8, 2024, citing that the Company has incurred recurring losses and recurring negative cash flow from operating activities, and has an accumulated deficit which raises substantial doubt about its ability to continue as a going concern. As of June 30, 2024, Ainos had $35,539,387 in total assets, $14,827,111 in total liabilities, and $20,712,276 in total stockholders' equity. AKOUSTIS TECHNOLOGIES: Says Plan Addresses IP Injunction Issues --------------------------------------------------------------- Jeff Montgomery of Law360 reports that Akoustis Technologies Inc., a radio frequency filter company, has alleged that judgment creditor Qorvo Inc. is trying to obstruct its Chapter 11 stalking-horse sale in Delaware, claiming the effort is motivated by competitive interests beyond Qorvo's $38 million patent infringement judgment. About Akoustis Technologies Akoustis Technologies, Inc. -- http://www.akoustis.com/-- is a high-tech BAW RF filter solutions company that is pioneering next-generation materials science and MEMS wafer manufacturing to address the market requirements for improved RF filters -- targeting higher bandwidth, higher operating frequencies and higher output power compared to legacy polycrystalline BAW technology. The Company utilizes its proprietary and patented XBAW(R) manufacturing process to produce bulk acoustic wave RF filters for mobile and other wireless markets, which facilitate signal acquisition and accelerate band performance between the antenna and digital back end. Superior performance is driven by the significant advances of poly-crystal, single-crystal, and other high purity piezoelectric materials and the resonator-filter process technology which enables optimal trade-offs between critical power, frequency and bandwidth performance specifications. Akoustis owns and operates a 125,000 sq. ft. ISO-9001:2015 registered commercial wafer-manufacturing facility located in Canandaigua, NY, which includes a class 100 / class 1000 cleanroom facility -- tooled for 150-mm diameter wafers -- for the design, development, fabrication and packaging of RF filters, MEMS and other semiconductor devices. Akoustis is headquartered in the Piedmont technology corridor near Charlotte, North Carolina. Akoustis and three affiliates sought Chapter 11 protection (Bankr. D. Del. Lead Case No. 24-12796) on Dec. 16, 2024. The Hon. Laurie Selber Silverstein is the case judge. The Debtor disclosed $53,371,000 in total assets against $122,586,000 in total debt as of Sept. 30, 2024. K&L Gates LLP is serving as legal counsel, Raymond James & Associates, Inc. is serving as investment banker, Getzler Henrich & Associates LLC is serving as financial advisor, and C Street Advisory Group is serving as strategic communications advisor. Landis Rath & Cobb LLP is the local counsel. Stretto is the claims agent and has launched the page https://cases.stretto.com/Akoustis ALLIANCE MESA: Unsecured Creditors Unimpaired in Plan ----------------------------------------------------- Alliance Mesa Cardio, LLC submitted a Disclosure Statement for Second Amended Plan of Reorganization dated December 27, 2024. The Debtor owns the Real Property, which consists of an approximately 13,000 square foot office located in the Baywood Plaza Professional Center in Mesa, Arizona. As of the Petition Date, the Debtor had four bank accounts. Since the Petition Date, these accounts have been consolidated into three accounts at Chase Bank. As of November 30, 2024, the balances in these accounts are as follows: Reserve Account ($662,296.27) and Non-Reserve Accounts ($54,141.80). The Reserve Account includes a security deposit provided for under the Lease from the new tenant in the amount of $326,832.00. The Debtor will make payments due to the Class 1 Creditor under the Plan from the Reserve Account until the Real Property is leased, refinanced or sold. The post-Confirmation management of the Debtor shall continue to be performed by Highpoint Property Management LLC. The Plan provides that all Allowed Secured and General Unsecured Claims will be paid in full with interest, with the remaining ongoing concern value available for distribution to Equity Interest Holders. The Debtor believes that all creditors will be paid in full under a hypothetical Chapter 7 liquidation but that the ultimate distributions to Class 4 Equity Interests will be much higher under the Plan than they would be in a hypothetical Chapter 7 liquidation. Class 1 consists of Allowed Secured Claims of BOK Financial. On the Effective Date, BOK Financial shall have an Allowed Secured Claim equal to the sum of:(a) the Allowed BOK Financial Petition Date Claim, plus (b) the Pendency Interest Amount, plus (c) the Allowed BOK Financial Enforcement Fees. On the Effective Date, Debtor shall pay BOK Financial the Allowed BOK Financial Enforcement Fees in Cash, provided, however, that in the event the Debtor and BOK Financial do not agree on the amount of such BOK Financial Enforcement Fees, the Court will resolve such dispute. Commencing on the fifteenth day of the first calendar month following the Effective Date, and continuing each month thereafter until the earlier of (i) the BOK Financial Loan is indefeasibly paid in full, or (ii) June 30, 2025, the Reorganized Debtor shall pay monthly interest only payments to BOK Financial calculated using the Plan Interest Rate provided, however, that the monthly payments due in May 2025 and June 2025 shall each also include a principal payment of $5,000. The BOK Financial Loan shall mature on June 30, 2025. If the BOK Financial Loan is not indefeasibly paid in full on or before June 30, 2025, the amount of the Exit Fee shall be added to the amount due under the BOK Financial Loan. The Class 1 Claim is Impaired and is entitled to vote on the Plan. Class 2 consists of Allowed General Unsecured Claims other than Insider Claims. All Class 2 Claimants shall be paid in full in Cash on the Effective Date, including postpetition interest at the Federal Judgment Interest Rate of 5.12% per annum. Class 2 is Unimpaired and is not entitled to vote on the Plan. Class 3 shall consist of the Allowed Claims of Insiders of the Debtor. Class 3 Claims shall receive nothing under this Plan until all other Allowed Claims have been indefeasibly paid in full. These Claims are Impaired and are entitled to vote on the Plan. Class 4 shall consist of Equity Interests in the Debtor. Class 4 Interests shall be retained by their owners but shall receive no dividends or other distributions on these Interests until Classes 1 to 3 are indefeasibly paid in full pursuant to this Plan. Furthermore, the filing of this Plan shall constitute the notice to the Holders of Allowed Equity Interests under Section 8.2 of the Debtor's Operating Agreement of the need for Additional Capital Contributions in an amount to be determined by the Manager on or before the Effective Date. The rights of the Holders of Allowed Equity Interests with respect to the Additional Capital Contributions shall in all respects be governed by the terms of the Debtor's Operating Agreements. The Class 4 Interests are Impaired and are entitled to vote on the Plan. Under this Plan the Reorganized Debtor will market the Property for sale during the term of the Plan. The Debtor will also seek to refinance the BOK Financial Loan, and will use the proceeds of such sale or refinancing to pay all Allowed Claims, Allowed Administrative Expenses, and Allowed Fee Claims in full in Cash. Until the sale or refinancing occurs the Debtor will make the payments, to be funded from the Reserve Account. The Debtor will use the proceeds of such sale or refinancing and the Additional Capital Contributions to pay all Allowed Claims, Allowed Administrative Expenses, and Allowed Fee Claims in full in Cash. Until the sale or refinancing occurs the Debtor will make the payments, to be funded from the Reserve Account. A full-text copy of the Disclosure Statement dated December 27, 2024 is available at https://urlcurt.com/u?l=uroXBE from PacerMonitor.com at no charge. Counsel to the Debtor: David A. Warfield, Esq. Thompson Coburn LLP One U.S. Bank Plaza, Suite 2700 St. Louis, MO 63101 Telephone: (314) 552-6079 Facsimile: (314) 552-7000 Email: dwarfield@thompsoncoburn.com bhockett@thompsoncoburn.com About Alliance Mesa Cardio Alliance Mesa Cardio, LLC is a single asset real estate debtor (as defined in 11 U.S.C. Section 101(51B)). Alliance Mesa Cardio sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Ill. Case No. 24-08848) on June 15, 2024, with $1 million to $10 million in both assets and liabilities. Ben Reinberg, sole member of Alliance Mesa Cardio Manager, LLC, signed the petition. Judge Janet S. Baer oversees the case. The Debtor is represented by David A. Warfield, Esq., at Thompson Coburn, LLP. AMCI NCR: Hires Morris Nichols Arsht as Bankruptcy Counsel ---------------------------------------------------------- AMCI NCR, LLC seeks approval from the U.S. Bankruptcy Court for the District of Delaware to employ Morris, Nichols, Arsht & Tunnell LLP as bankruptcy counsel. The firm will provide these services: a. perform all necessary services as the Debtors' bankruptcy counsel, including, without limitation, providing the Debtors with advice, representing the Debtors, and preparing necessary documents on behalf of the Debtors in the areas of restructuring and bankruptcy; b. take all necessary actions to protect and preserve the Debtors' estates during these chapter 11 cases, including the prosecution of actions by the Debtors, the defense of any actions commenced against the Debtors, negotiations concerning litigation in which the Debtors are involved and objecting to claims filed against the estate; c. prepare or coordinate preparation on behalf of the Debtors, as debtors in possession, necessary motions, applications, answers, orders, reports and papers in connection with the administration of these chapter 11 cases; d. counsel the Debtors with regard to their rights and obligations as debtors in possession; e. coordinate with the Debtors' other professionals in representing the Debtors in connection with these cases; and f. perform all other necessary legal services. The firm will be paid at these rates: Partners $1,005 to $1,895 per hour Of Counsel $950 to $1,120 per hour Associates $625 to $930 per hour Paraprofessionals $260 to $435 per hour The firm received an advance payment of a retainer in the amount of $35,000. AMCI Group Treasury LLC made an additional payment of $50,000 on behalf of the Debtors on November 21, 2024, bringing the retainer balance to $85,000. The firm will also be reimbursed for reasonable out-of-pocket expenses incurred. Derek C. Abbott, a partner at Morris, Nichols, Arsht & Tunnell LLP, disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached at: Derek C. Abbott, Esq. Morris, Nichols, Arsht & Tunnell LLP 1201 North Market Street Wilmington DE 19801 Tel: (302) 658-9200 E-mail: DAbbott@morrisnichols.com About AMCI NCR LLC AMCI NCR LLC is a limited liability company. AMCI NCR LLC sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Del. Case No. 24-12616) on November 14, 2024. In the petition filed by Nimesh Patel, as manager, the Debtor reports estimated assets and liabilities between $100 million and $500 million each. Honorable Bankruptcy Judge Karen B. Owens handles the case. The Debtor is represented by Derek C. Abbott, Esq., at MORRIS, NICHOLS, ARSHT & TUNNELL LLP. AMERGENT HOSPITALITY: Seeks to Sell Boudreaux's Cajun Kitchen Brand ------------------------------------------------------------------- Amergent Hospitality Group Inc. seeks permission from the U.S. Bankruptcy Court for the Northern District of Texas, Fort Worth Division, to sell its Boudreaux's Cajun Kitchen brand and associated restaurants, free and clear of all liens, claims, encumbrances and interests. The Debtors own and operate restaurant brands and restaurants. It has three primary restaurant brands including Boudreaux's Cajun Kitchen, Boudreaux's Cajun Kitchen, and Burgers Grilled Right. The Debtor employs GCP Inc. to market and seek purchasers for the assets. GCP creates a marketing pamphlet that highlighted company revenue, cost of goods sold, labor expenses and an adjusted EBITDA historical statement statistic to accurately represent the income potential of a post-bankruptcy restaurant operation. It also solicits offers from prospects within the Business Broker's extensive network commencing November 1, 2024 as well as listing the businesses on a business brokerage platform (BizBuySell) on November 14, 2024. Simultaneously, GCP created a monitored and password-protected data room for interested parties having signed nondisclosure agreements. The GCP continues to market the sale of the assets in anticipation of an auction to interested and qualified bidders. The Debtor executed a purchase agreement with Harold Polk with the purchase price is $625,000. The purchase agreement is for the sale of the Boudreaux's Cajun Kitchen Brand and related assets, the Boudreaux's Cajun Kitchen Brand, the assets located at each of the three BCK Restaurants, and the assignment and assumption of the leases and designated contracts associated with each of the BCK Restaurants. The Stalking Horse Purchaser has deposited $10,000 as earnest money and no breakup fees are associated with the proposed purchase agreement. The Debtor seeks to extend the deadline for to assume/reject unexpired leases for the BCK leases through February 13, 2025. The Debtor asserts that the Bid Procedures afford the Debtors a sufficient opportunity to pursue a robust sale process that will maximize the value of the Assets for the benefit of their estates and all stakeholders. It also proposes that the Court schedule the sale hearing on or before January 31, 2025 and to set a deadline for objections to the sale and the assumption and assignment of unexpired leases and executory contracts, at least five business days prior to the Sale Hearing. The Debtor further requests for the procedures with respect to the assumption and assignment of certain executory contracts and unexpired leases, the identity of the Stalking Horse Bidder, the deadlines for filing objections to the assumption and assignment notice, and the date, time, and place of the sale hearing. About Amergent Hospitality Group Inc. Amergent Hospitality Group Inc. operates a fast food restaurant concept. Amergent Hospitality Group Inc. sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Tex. Case No. 24-42483) on July 18, 2024. In the petition filed by Mike Pruitt, as president, the Debtor reports estimated assets and liabilities between $1 million and $10 million each. The Debtor is represented by Richard Grant, Esq. at Culhane, PLLC. ANASTASIA PARENT: $650MM Bank Debt Trades at 26% Discount --------------------------------------------------------- Participations in a syndicated loan under which Anastasia Parent LLC is a borrower were trading in the secondary market around 74.1 cents-on-the-dollar during the week ended Friday, January 3, 2025, according to Bloomberg's Evaluated Pricing service data. The $650 million Term loan facility is scheduled to mature on August 11, 2025. The amount is fully drawn and outstanding. Anastasia Parent, LLC is the parent company of Anastasia Beverly Hills, Inc., a prestige cosmetics brand that focuses on eyebrow shaping products. ASOCIACION CIVIL: Unsecureds to Split $8,500 in Consensual Plan --------------------------------------------------------------- Asociacion Civil San Antonio De Lisboa, LLC filed with the U.S. Bankruptcy Court for the Middle District of Florida a Plan of Reorganization dated December 26, 2024. The Debtor is a Florida Limited Liability Company created by Articles of Organization filed with the Florida Secretary of State on or around January 11, 2021, with its principal place of business located at 945 City Plaza Way Suite 1011 Oviedo, FL 32765. The Debtor operates a café-style restaurant in Oviedo, Florida, offering a variety of made-to-order paninis, gelato, crepes, coffee, frappes, cappuccinos, wine, sangria, and more. Armando J. Rodriguez Marcano holds a 99% membership interest and serves as the Managing Manager of the Debtor. The Debtor's projected Disposable Income over the life of the Plan is $8,409.00. Class 1 consists of the Allowed Unsecured Claims against the Debtor. This Class is Impaired. * Consensual Plan Treatment: The liquidation value or amount that unsecured creditors would receive in a hypothetical chapter 7 case is approximately $0.00. Accordingly, the Debtor proposes to pay unsecured creditors a pro rata portion of $8,500.00. Payments will be made in equal quarterly payments of $708.33. Payments shall commence on the fifteenth day of the month, on the first month that begins more than ninety days after the Effective Date and shall continue quarterly for eleven additional quarters. Pursuant to Section 1191 of the Bankruptcy Code, the value to be distributed to unsecured creditors is greater than the Debtor's projected disposable income to be received in the 3-year period beginning on the date that the first payment is due under the plan. Holders of Class 1 claims shall be paid directly by the Debtor. * Nonconsensual Plan Treatment: The liquidation value or amount that unsecured creditors would receive in a hypothetical chapter 7 case is approximately $0.00. Accordingly, the Debtor proposes to pay unsecured creditors a pro rata portion of its projected Disposable Income, $8,409.00. If the Debtor remains in possession, plan payments shall include the Subchapter V Trustee's administrative fee which will be billed hourly at the Subchapter V Trustee's then current allowable blended rate. Plan Payments shall commence on the fifteenth day of the month, on the first month that is one year after the Effective Date and shall continue annually for two additional years. The initial annual payment shall be $4,098.00. Holders of Class 1 claims shall be paid directly by the Debtor. Class 2 consists of any and all equity interests and warrants currently issued or authorized in the Debtor. This Class is Unimpaired. Holders of a Class 2 interests shall retain their full equity interest in the same amounts, percentages, manner and structure as existed on the Petition Date. Except as explicitly set forth in this Plan, all cash in excess of operating expenses generated from operation until the Effective Date will be used for Plan Payments or Plan implementation, cash on hand as of Confirmation shall be available for Administrative Expenses. A full-text copy of the Plan of Reorganization dated December 26, 2024 is available at https://urlcurt.com/u?l=ASBmlq from PacerMonitor.com at no charge. Counsel to the Debtor: Jeffrey S. Ainsworth, Esq. Cole B. Branson, Esq. BransonLaw, PLLC Orlando, FL 32803 Telephone: (407) 894-6834 Facsimile: (407) 894-8559 E-mail: jeff@bransonlaw.com About Asociacion Civil San Antonio De Lisboa Asociacion Civil San Antonio De Lisboa, LLC operates a café-style restaurant in Oviedo, Florida. The Debtor sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. M.D. Fla. Case No. 24-05221) on Sept. 27, 2024, with as much as $1 million in both assets and liabilities. Judge Grace E. Robson oversees the case. Jeffrey S. Ainsworth, Esq., at BransonLaw, PLLC serves as the Debtor's bankruptcy counsel. ATARA BIOTHERAPEUTICS: Amends Bylaws to Expand Board, Chair Rights ------------------------------------------------------------------ Atara Biotherapeutics, Inc. disclosed in a Form 8-K Report filed with the U.S. Securities and Exchange Commission that the Board of Directors approved the amendment and restatement of the Bylaws of the Company. The Third Amended and Restated Bylaws are effective as of December 20, 2024. The principal revisions in the Third Amended and Restated Bylaws include: (i) additional rights of the Chair of the Board, Chief Executive Officer and Board to postpone, reschedule or cancel scheduled special meetings of stockholders previously called by any of them, (ii) reservation of the exclusive use of white proxy card for the Board, (iii) additional rights of the Chair of the Board or, if applicable, any director or officer designated by the Board to act as chair of a meeting of stockholders, with respect to the rules and regulations for the conduct of meetings of the stockholders, (iv) modifications to the disclosure and procedural requirements for stockholders to propose business to bring before the annual meeting of the stockholders, (v) additional disclosure and procedural requirements to be eligible for election or appointment as a director of the Board, and (vi) provisions establishing severability of any provisions of the Third Amended and Restated Bylaws that would be otherwise be deemed invalid, illegal or unenforceable. A full-text copy of the Third Amended and Restated Bylaws is available at: https://tinyurl.com/m7w4ab5r About Atara Biotherapeutics Headquartered in Thousand Oaks, California, Atara Biotherapeutics, Inc. -- atarabio.com -- is harnessing the natural power of the immune system to develop off-the-shelf cell therapies for difficult-to-treat cancers and autoimmune conditions that can be rapidly delivered to patients from inventory. With cutting-edge science and a differentiated approach, Atara is the first company in the world to receive regulatory approval of an allogeneic T-cell immunotherapy. The company's advanced and versatile T-cell platform does not require T-cell receptor or HLA gene editing and forms the basis of a diverse portfolio of investigational therapies targeting EBV, the root cause of certain diseases. This includes next-generation AlloCAR-Ts designed for best-in-class opportunities across a broad range of hematological malignancies and B-cell driven autoimmune diseases. San Francisco, Calif.-based Deloitte & Touche LLP, the company's auditor since 2013, issued a "going concern" qualification in its report dated March 28, 2024, citing that the company's recurring losses from operations raise substantial doubt about its ability to continue as a going concern. Atara Biotherapeutics reported net losses of $276.1 million and $228.3 million for the years ended December 31, 2023, and 2022, respectively. As of September 30, 2024, Atara Biotherapeutics had $142.7 million in total assets, $233.2 million in total liabilities, and $90.5 million in total stockholders' deficit. BEAUCHAMP ENTERPRISES: Seeks to Use SBA's Cash Collateral --------------------------------------------------------- Beauchamp Enterprises asked the U.S. Bankruptcy Court for the District of Nevada for authority to use the cash collateral of the U.S. Small Business Administration. SBA has a perfected security interest in the company's cash, including deposit accounts, which the company needs to maintain and operate its business. At the time Beauchamp's Chapter 11 case was filed, SBA's collateral was valued at approximately $56,713. Beauchamp obtained emergency disaster injury loans from SBA prior to its bankruptcy filing, which may be secured by the company's financial assets, including cash. The company owes SBA approximately $108,000. Beauchamp believes that SBA is adequately protected by virtue of the following: (i) SBA's cash collateral will be used to maintain and operate the company's business; (ii) the value of SBA's collateral is not decreasing; and (3) SBA will have a replacement lien against any post-petition cash received by the company. A court hearing is set for Jan. 14. About Beauchamp Enterprises Beauchamp Enterprises sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Nev. Case No. 24-51268) on December 23, 2024, with $100,001 to $500,000 in both assets and liabilities. Judge Hilary L. Barnes presides over the case. Kevin A. Darby, Esq. at Darby Law Practice, Ltd. represents the Debtor as bankruptcy counsel. BOBEL ELECTRIC: To Sell West Erie Property to Jerry Rachesky ------------------------------------------------------------ Bobel Electric Inc. seeks approval from the U.S. Bankruptcy Court for the Northern District of Ohio, to sell substantially all of its assets, free and clear of all of liens, claims, interests and encumbrances. The Debtor is the owner of real property comprised of an apartment building at 4004 West Erie Street, Lorain, Ohio. The Debtor employs one person, its principal William Bobel. The secured creditors with claims against the Property include Lorain County Treasurer with approximately $75,000.00, WBLSPO1, LLC with over $1.6 million, and Lakeview Condos, LLC with $72,655. The Debtor received a purchase proposal from Jerry Rachesky, who seeks to purchase the Property in good faith in the amount of $675,000.00 in cash. The Debtor will also assume and assign certain executory contracts and leases. The Debtor requests that the sale of the Property is free and clear of any interest held by any third party in any of the assets to be sold. About Bobel Electric Inc. Bobel Electric Inc. is the fee simple owner of three properties located in Lorain, OH, having a total current value of $1.23 million. Bobel Electric Inc. sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Ohio Case No. 25-10010) on January 3, 2025. In its petition, the Debtor reports total assets of $1,249,270 and total liabilities of $2,327,862. Honorable Bankruptcy Judge Jessica E. Price Smith handles the case. Glenn E. Forbes, Esq. of FORBES LAW LLC represents the Debtor as counsel. BOTAS SANTA: Commences Subchapter V Bankruptcy Process in Colorado ------------------------------------------------------------------ On January 7, 2025, Botas Santa Cruz Corp. sought Chapter 11 protection in the U.S. Bankruptcy Court for the District of Colorado. 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 Botas Santa Cruz Corp. Botas Santa Cruz Corp. is a family-owned boot store in Greeley, CO, specializing in handcrafted leather boots for men and women. Botas Santa Cruz Corp. sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Col. Case No. 25-10061) on January 7, 2025. In its petition, the Debtor reports estimated assets between $500,000 and $1 million and estimated liabilities between $1 million and $10 million. Keri L. Riley, Esq. of Kutner Brinen Dickey Riley, P.C. represents the Debtor as counsel. CAPSTONE COMPANIES: Cancels $3.67-Mil. Debt via Stock Issuance -------------------------------------------------------------- Capstone Companies, Inc. disclosed in a Form 8-K Report filed with the U.S. Securities and Exchange Commission that on December 20, 2024, the Company and its wholly owned subsidiary, Capstone Industries, Inc. entered into the following agreements to cancel outstanding debts owed by the Company to the other parties to the agreements: (1) Cancellation Agreement with Stewart Wallach, former Chief Executive Officer, current Chair of the Company's Board of Directors, and a principal shareholder of the Company; (2) Cancellation Agreement with Group Nexus, LLC, a Florida limited liability company controlled by Stewart Wallach; (3) Cancellation Agreement with Jeffrey Postal, a former director and a principal shareholder of the Company; (4) Cancellation Agreement with George Wolf, a former director of the Company; and (5) Cancellation Agreement with the Estate of E. Fleisig (as successor in interest to E. Fleisig (deceased)). The parties to cancellation agreements who are creditors of the Company shall be referred to as "creditor parties". The Company issued shares of its Series B-1 Convertible Preferred Stock in return for the above parties' agreement to cancel debts owed by the Company, which debts had been transferred to the Sub for accounting purposes. The following states the number of shares of B-1 Stock issued and the amount of debt cancelled under each of the above agreements: Name of Amount of Debt owed by Number of shares Creditor Party Company (includes accrued of B-1 Stock interest & deferral of issuable under compensation) cancellation agreement Stewart Wallach $1,392,570 284,978 Group Nexus, LLC $657,887 134,631 Jeffrey Postal $887,763 181,674 George Wolf $336,875 68,939 Estate of E. Fleisig $390,208 79,853 Totals $3,665,303 750,075 (1) The Amended and Restated Articles of Incorporation of the Company provides that in lieu of issuing a fractional share, any fractional share will be paid in an amount equal to the product of such fraction multiplied by the Common Stock's fair market value as determined in good faith by the Company's Board of Directors as of the date of conversion. Restricted Securities: The shares of B-1 Stock issuable under the cancellation agreements listed are "restricted securities" under Rule 144 of the Securities Act of 1933 and are also subject to the restrictions on transfer listed below under "Lock-up". The cancellation agreements do not grant any registration rights to the shares of B-1 Stock or any shares of Company Common Stock issued upon a conversion of shares of B-1 Stock. B-1 Stock. Shares of B-1 Stock have the following rights and restrictions: (1) No right to dividend distributions and no voting rights. (2) B-1 Stock ranks junior in preferences to any other class or series of preferred stock authorized and issued by the Company in respect of any distributions of assets. (3) In the event of any liquidation, dissolution or winding up of the affairs of the Company, whether voluntary or involuntary, the holders of full and fractional shares of B-1 Stock shall be entitled, before any distribution or payment is made on any date to the holders of the Common Stock, but after all distributions are made in full to all other series of issued and outstanding shares of preferred stock, to be paid in full an amount per whole share equal to $1.00. (4) Each share that is issued and outstanding may be converted into 66.66 shares of Company Common Stock by the holder thereof upon written demand to the Company and upon compliance with any reasonable administrative requirements of the Company for such conversion. (5) The number of shares of Company Common Stock issuable upon any conversion of the shares of B-1 Stock is subject to usual and customary proportional adjustment of the number of shares of Company Common Stock issuable in the event of a recapitalization, exchange or substitution of shares. Lock-up: Under each of the above Cancellation Agreements, each of the creditor parties is subject to the following lock-up for transfer and conversion of shares of B-1 Stock: Commencing December 20, 2024 and until the earlier to occur of: (1) December 20, 2025; (2) the date that the creditor party ceases to be beneficial owner of the shares of B-1 Stock and any shares of Common Stock issued in a conversion of the Shares because of an exchange or cancellation in connection with a merger or other business combination that is approved by a majority of the disinterested directors of the Company; (3) death or dissolution of the creditor party, as the case may be; (4) the termination of the Management Transition Agreement, signed as of October 31, 2024, and amended on November 6, 2024, by the Company and Coppermine Ventures, LLC (the Management Transition Agreement, as amended, being referred to as the "MTA") in accordance with MTA's terms and conditions and prior to MTA's stated expiration date; (5) the date that the Company or Sub files for protection from creditor under any chapter of the U.S. Bankruptcy Code or the date that an involuntary bankruptcy proceeding is commenced for the Company or Sub under the U.S. Bankruptcy Code; or (6) disinterested directors of the board of directors of the Company approves a plan of complete dissolution under applicable domicile laws, the creditor party will not, directly or indirectly, do any of the following acts: (a) tender any Shares or Conversion Shares to any tender or exchange offer, except in connection with an Approved Transaction; or (b) offer, pledge, sell, contract to sell, sell any option or contract to purchase, purchase any option or contract to sell, grant any option, right or warrant to purchase, or otherwise transfer or dispose of, directly or indirectly, any Shares or Conversion Shares, except as permitted in next paragraph below; or (c) convert any Shares into Conversion Shares. The lock-up restriction provides for the following exceptions to any of the following sales, assignments or transfers of any of the Shares by the creditor party: (1) the sale of 10% or fewer of the Shares in any three month period in a private sale of the Shares to an Accredited Investor (as defined in 17 C.F.R. §230.501(a)) who is pre-approved by the disinterested directors of the Company's Board of Directors as a buyer of the Shares, which private sale qualifies for an exemption from registration under federal and applicable state securities laws and regulations; or (2) if the creditor party is a natural person, to the creditor party's estate following the death of the creditor party, by will, intestacy or other operation of applicable laws; or (3) if the creditor party is a natural person, by operation of law, such as pursuant to a qualified domestic order or in connection with a divorce settlement; or (4) in any public securities offering registered under the Securities Act of 1933 on Form S-1 or Form S-3 registration statement, or on any successor registration statement form, filed prior to the first annual anniversary of December 20, 2024, with the SEC by the Company for registration of shares of Common Stock being sold by CVEN or its affiliates and for which the Company grants piggyback registration rights to the creditor party, which piggyback registration rights will have terms and conditions as favorable as the piggyback registration rights granted to CVEN or its affiliates, and which registration rights will only granted by the Company in its sole discretion. Dilution: The series B-1 Stock is convertible into shares of Company Common Stock at a conversion ratio of one share of B-1 Stock for 66.66 shares of Company Common Stock. If 50% of the shares of B-1 Stock issued under the cancellation agreements are converted by the holders after the aforementioned lock-up period, then the conversion would result in the issuance of an estimated 24,999,997 shares of Common Stock (with fractional shares being paid in cash), which would represent approximately 34% of the then issued and outstanding shares of Common Stock (assuming that no additional shares of Common Stock are issued and no purchase or redemption of the shares of B-1 Stock after December 23, 2024). If 100% of the shares of B-1 Stock issued under the cancellation agreements are converted by the holders after the aforementioned lock-up period, then the conversion would result in the issuance of approximately 49,999,994 shares of Common Stock (with fractional shares being paid in cash), which would represent 50.5% of the then issued and outstanding shares of Common Stock (assuming no additional issuance of shares of Common Stock and no purchase or redemption of the shares of B-1 Stock after the date of the filing of this Form 8-K. These percentages are based on an estimated total of 98,826,858 shares of Company Common Stock being issued and outstanding - assuming the conversion of 100% of the shares of B-1 Stock being converted by all of the holders under the cancellation agreements; and 73,826,864 shares of Company Common Stock being issued and outstanding – assuming the conversion of 50% of all of the shares of B-1 Stock being converted by all of the holders under the cancellation agreements). Approval of Cancellation Agreements: As previously reported in filings with the Commission, the Company has sought since 2023 to develop a new business line internally (primarily by seeking funding for the production and promotional launch of the Connected Chef tablet product developed by the Company) or, alternatively, to acquire a new business line through a merger or acquisition. In pursuing those goals, the Company determined that the debts of the Company, the ones owed to the creditor parties, was adversely affecting the ability of the Company to induce third parties to consider funding the development of a new business line or to consider a merger or acquisition involving the Company. The Company also determined that cancellation or settlement of the debts owed the creditor parties would enhance the Company's prospects for obtaining funding for developing a new business line or acquiring a new business line for creating revenue generating operations. There is no assurance that the cancellation or settlement of the debts owed the creditor parties will in fact enhance or enable the development or acquisition of a new business line, but the existence of those debts was, based on interactions with third parties and in the judgment of the Company, adversely affecting the Company's efforts to establish a new business line. After discussions with the creditor parties, and in light of the lack of operating revenues or funding, the Company determined that the issuance of shares of capital stock for cancellation of the debts owed the creditor parties was the only feasible, attainable solution to eliminating those debts. The possible dilution of holders of Common Stock from any future conversion of the shares of B-1 Stock was determined by the Company to be an acceptable consequence of elimination of the debts owed to the creditor parties in light of the fact that the Company will be unable to sustain its operations and continue as a going concern without third party funding or the acquisition of a revenue generating operation. The Company's business and financial performance severely limited the Company's options for resolution of its debts. Funding provided by CVEN under the MTA and an unsecured promissory note, dated October 31, 2024, is only sufficient to cover estimated working capital needs for paying Company debts essential to maintaining reporting compliance under the Securities Exchange Act of 1934 and corporate compliance under applicable state law through March 31, 2025. In short, the Company concluded that issuing the shares of B-1 Stock was the only available option to resolving its debts without filing for liquidation or reorganization under bankruptcy laws, which liquidation or reorganization would in all likelihood resulted in the loss of the public shareholders of the Company investment in their shares of Company capital stock. The disinterested directors approved each of the cancellation agreements prior to execution by the parties. Mr. Wallach recused himself from voting on the cancellation agreement for himself and the cancellation agreement for Group Nexus, LLC and cancellation agreement for the Estate of E. Fleisig (due to a family relationship with the certain heirs of the estate). Mr. Postal recused himself from voting on his cancellation agreements and Mr. Wolf did the same for his cancellation agreement. The cancellation agreements were reviewed by Company's independent director, Jeffrey Guzy, with the assistance of professional advisors of the Company and he reported to the Company's Board of Directors that he deemed the cancellation agreements and transactions thereunder fair to the Company's public shareholders under the then current business and financial condition and prospects of the Company. The Company needs to develop or acquire a new business line with revenue generating operations in order to continue as a going concern. The Company currently has no revenue generating operations and only limited funding under the MTA and Note. Based on information in filings with the Commission, and as of December 23, 2024, Stewart Wallach owns or controls a total of 9,831,745 (representing approximately 20.1% of the issued and outstanding shares and voting power of the Company Common Stock, as of the date of the filing of this Form 8-K) and Jeffrey Postal owns or controls a total of 9,034,120 shares of the Company Common Stock (representing approximately 18.5% of the issued and outstanding shares and voting power of the Company Common Stock, as of the date of the filing of this Form 8-K). The percentages are based on 48,826,864 shares of Company Common Stock being issued and outstanding. The foregoing share ownership totals do not include conversion of options or warrants or other convertible securities, including shares of B-1 Stock. Mr. Wallach and Mr. Postal are the two largest holders of record of shares and voting power of the Company Common Stock. If Stewart Wallach and Group Nexus, LLC, which is controlled by Mr. Wallach, convert all of the shares of B-1 Stock received under their cancellation agreements after the lock-up period described in Item 1.01 above, and assuming no sales or transfers of shares of Common Stock or shares of B-1 Stock, then Mr. Wallach would control a total of 37,802,926 shares of Common Stock. If Jeffrey Postal converts all of the shares of B-1 Stock received under his cancellation agreement after the lock-up period described in Item 1.01 above, and assuming no sales or transfers of shares of Common Stock, then Mr. Postal would own or control a total of approximately 21,144,479 shares of Common Stock. While there is no agreement between Mr. Wallach and Mr. Postal to act as a "group" (as defined in Section 13(d)(3) of the Securities Exchange Act of 1934), and no voting agreement between them, as of the date of the filing of this Form 8-K, then the issuance of shares of B-1 Stock under the cancellations agreements and subsequent conversion of those shares in to shares of Company Common Stock by Jeffrey Postal, Stewart Wallach and Group Nexus, LLC, could possibly provide them, if acting jointly or in concert, with sufficient voting control to approve or disapprove corporate actions requiring a vote of Company Common Stock shareholders. The voting power of Mr. Wallach and affiliates and Mr. Postal would depend on the number of shares of Company Common Stock issued upon conversion of shares of B-1 Stock by other parties under the cancellation agreements and issuance of additional shares of Company Common Stock by the Company in transactions other than a conversion of shares of B-1 Stock under the cancellation agreements, which additional issuances are not readily ascertainable as of the date of the filing of this Form 8-K and may ot occur. Since the Company is seeking to fund the internal development of a new business line or acquire a new business line or third-party operating company by merger or acquisition, the issuance of additional shares of Company Common Stock or shares of another class of Company capital stock could possibly occur in any such corporate action. As of the date of the filing of this Form 8-K, the Company has no legally binding agreement or commitment to fund the internal development of, or to acquire or merge with, a new business line or third party, or to issue any securities in an transaction to provide working capital beyond funding under the MTA and Note. No assurances are or can be given as to the likelihood of the funding of, or acquisition by merger or otherwise of, a new business line or third party operating company. The MTA referenced in Item 1.01 of this Form 8-K (and previously reported in the Current Report on Form 8-K, dated November 5, 2024, filed by the Company with the Commission) is an effort by the Company to fund essential corporate compliance costs through March 31, 2025, and sustain corporate operations, as well as recruit new one or more directors and a senior officer to lead ongoing management efforts to establish a new business line and revenue generating operations. About Capstone Companies Inc. Deerfield Beach, Fla.-based Capstone Companies, Inc. is a public holding company organized under the laws of the State of Florida. The Company is a designer, manufacturer and marketer of consumer products that are designed to simplify daily living through technology. Margate, Fla.-based Assurance Dimensions, 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 operating losses, has incurred negative cash flows from operations and has an accumulated deficit. These and other factors raise substantial doubt about the Company's ability to continue as a going concern. As of September 30, 2024, Capstone Companies had $1,378,848 in total assets, $4,102,475 in total liabilities, and $2,723,627 in total stockholders' deficit. CBDMD INC: CEO Ronan Kennedy Joins Board of Directors ----------------------------------------------------- cbdMD, Inc. disclosed in a Form 8-K Report filed with the U.S. Securities and Exchange Commission that it expanded the size of its Board of Directors from four to five members and appointed T. Ronan Kennedy as a director to fill the vacancy, effective December 19, 2024. Mr. Kennedy currently serves as the Company's Chief Executive Officer and Chief Financial Officer. Mr. Kennedy will serve as a director with a term expiring at the Company's annual meeting of shareholders in 2025. Mr. Kennedy will not serve on any committees. The Company's Board of Directors has determined that Mr. Kennedy does not meet the requirements for independence under applicable Securities and Exchange Commission and NYSE American rules and standards. Currently three of the five members of the Company's Board of Directors meet the requirements for independence. There are no arrangements or understandings pursuant to which Mr. Kennedy was appointed as a director, and there are no related party transactions between the Company and Mr. Kennedy reportable under Item 404(a) of Regulation S-K, except as otherwise disclosed in the Company's Annual Report on Form 10-K/A for the year ended September 30, 2023 filed with the Securities and Exchange Commission on January 29, 2024 for compensation payable to Mr. Kennedy for serving as the Company's Chief Executive Officer and Chief Financial Officer. In connection with his service as a director, Mr. Kennedy will not be entitled to compensation payable to the Company's non-employee directors. Scott Stephen, Chairman of cbdMD's Board of Directors said, "Over the past two years, Ronan has demonstrated exceptional leadership in stabilizing the business and reshaping cbdMD into a leaner, more efficient organization. Under his stewardship, the Company has made tremendous progress in optimizing its cost structure, improving operational fundamentals, and positioning itself for long-term success. As we head into 2025 with a stronger cash position and exciting growth opportunities, we are thrilled to welcome Ronan to the Board, where we believe his strategic insight and deep understanding of the business will further enhance our ability to deliver value to shareholders." Ronan Kennedy brings a wealth of expertise in financial management and operational transformation. Since assuming his leadership role, he has been instrumental in driving cbdMD's turnaround strategy, achieving substantial cost savings, improving profitability metrics, and laying the groundwork for future growth across its core and emerging product categories. About cbdMD, Inc. Headquartered in Charlotte, NC, cbdMD, Inc. -- www.cbdmd.com -- owns and operates the nationally recognized CBD (cannabidiol) brands cbdMD, Paw CBD, and cbdMD Botanicals. Its mission is to enhance its customers' overall quality of life while bringing CBD education, awareness, and accessibility of high-quality and effective products to all. The Company sources cannabinoids, including CBD, which are extracted from non-GMO hemp grown on farms in the United States. Charlotte, North Carolina-based Cherry Bekaert LLP, the Company's auditor since 2016, issued a "going concern" qualification in its report dated Dec. 18, 2024, citing that the Company has historically incurred losses, including a net loss of approximately $3.7 million in the current year, resulting in an accumulated deficit of approximately $182 million as of September 30, 2024. These conditions raise substantial doubt about the Company's ability to continue as a going concern. cbdMD reported $3,700,126 in net loss for the fiscal year ended September 30, 2024, compared to a net loss of $22,938,209 for the fiscal year ended September 30, 2023. The Company also reported $10,581,457 in total assets, $8,618,040 in total liabilities, and $1,963,417 in total shareholders' equity at September 30, 2024. CEL-SCI CORP: Delays Filing of Annual Report on Form 10-K --------------------------------------------------------- CEL-SCI Corporation filed a Form 12b-25 with the Securities and Exchange Commission to notify a delay in the submission of its Annual Report on Form 10-K for the year ended Sept. 30, 2024. The Company stated it was unable to complete its financial statements in sufficient time to allow the filing of the 10-K report by Dec. 30, 2024 deadline. About CEL-SCI CEL-SCI Corporation CEL-SCI Corporation is a clinical-stage biotechnology company dedicated to research and development directed at improving the treatment of cancer and other diseases by using the immune system, the body's natural defense system. CEL-SCI is currently focused on the development of the following product candidates and technologies: 1) Multikine, an investigational immunotherapy under development for the potential treatment of certain head and neck cancers; and 2) L.E.A.P.S. (Ligand Epitope Antigen Presentation System) technology, or LEAPS, with several product candidates under development for the potential treatment of rheumatoid arthritis. Potomac, Maryland-based BDO USA, P.C., the Company's auditor since 2005, issued a "going concern" qualification in its report dated Dec. 31, 2023, citing that the Company has suffered recurring losses from operations and has future liquidity needs that raise substantial doubt about its ability to continue as a going concern. "Due to recurring losses from operations and future liquidity needs, there is substantial doubt about the Company's ability to continue as a going concern. The financial statements do not include any adjustments that might result from the outcome of this uncertainty," CEL-SCI stated in its Quarterly Report on Form 10-Q for the period ended June 30, 2024. CENTURY MINING: Committee Hires Barth & Thompson as Local Counsel ----------------------------------------------------------------- The official committee of unsecured creditors of Century Mining, LLC seeks approval from the U.S. Bankruptcy Court for the Northern District of West Virginia to employ Barth & Thompson as local counsel. The firm will provide legal services to the Committee as its local bankruptcy counsel in conjunction with those provided by Raines Feldman Littrell LLP, its primary counsel in the Debtor's bankruptcy case. The firm will be paid at these rates: Stephen L. Thompson, Partner $500 per hour J. Nicholas Barth, Partner $500 per hour Christine Allen, Paralegal $200 per hour Debra Hutcheson, Paralegal $200 per hour The firm will also be reimbursed for reasonable out-of-pocket expenses incurred. Stephen L. Thompson, Esq., a partner at Barth & Thompson, 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: Stephen L. Thompson, Esq. Barth & Thompson P. O. Box 129 Charleston, WV 25321 Tel: (304) 342-7111 Fax: (304) 342-6215 Email: sthompson@barth-thompson.com About Century Mining, LLC Century Mining LLC, doing as Allegheny Metallurgical, produces metallurgical coal that is used by steel manufacturers around the globe. Century Mining LLC sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. W. Va. Case No. 24-00598) on November 22, 2024. In the petition filed by Keith Hainer, president, the Debtor disclosed between $50 million and $100 million in both assets and liabilities. Judge David L. Bissett oversees the case. The Debtor tapped Campbell & Levine, LLC as bankruptcy counsel; Supple Law Office, PLLC as local counsel; and MorrisAnderson & Associates, Ltd. as restructuring advisor. CLOUTER CREEK: Case Summary & Three Unsecured Creditors ------------------------------------------------------- Debtor: Clouter Creek Reserve LLC f/k/a Ivo Sands, LLC 100 Sands Preserve Drive Charleston, SC 29492 Business Description: Clouter Creek is a single-asset real estate debtor, as defined in 11 U.S.C. Section 101(51B). Chapter 11 Petition Date: January 6, 2025 Court: United States Bankruptcy Court District of South Carolina Case No.: 25-00034 Judge: Hon. Elisabetta Gm Gasparini Debtor's Counsel: W. Harrison Penn, Esq. PENN LAW FIRM LLC 1517 Laurel Street Columbia, SC 29201 Tel: (803) 771-8836 E-mail: hpenn@pennlawsc.com Estimated Assets: $10 million to $50 million Estimated Liabilities: $1 million to $10 million The petition was signed by Shane G. Sandusky in his capacity as member/manager. A full-text copy of the petition is available for free on PacerMonitor at: https://www.pacermonitor.com/view/5P2UFKA/Clouter_Creek_Reserve_LLC__scbke-25-00034__0001.0.pdf?mcid=tGE4TAMA List of Debtor's Three Unsecured Creditors: Entity Nature of Claim Claim Amount 1. Adam Chapman Loans to Business $75,000 83 America Street Charleston, SC 29403 2. Michael Colucci Loans to Business $1,450,000 903 Osceola Street Edisto Island, SC 29438 3. Shawn M. French, Sr. Legal Services $50,000 1476 Ben Sawyer Blvd, Ste. 3 Mount Pleasant, SC 29464 CLOUTER CREEK: Seeks Chapter 11 Bankruptcy Protection ----------------------------------------------------- On January 6, 2025, Clouter Creek Reserve LLC sought Chapter 11 protection in the U.S. Bankruptcy Court for the District of South Carolina. 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 Clouter Creek Reserve LLC Clouter Creek Reserve LLC formerly known as IVO SANDS, LLC, is a single asset real estate entity based in Charleston, South Carolina. Clouter Creek Reserve LLC sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D.S.C. Case No. 25-00034) on January 6, 2025. In its petition, the Debtor reports estimated assets between $10 million and $50 million and liabilities between $1 million and $10 million. Penn Law Firm LLC represents the Debtor as counsel. COGENT BAY INC: Voluntary Chapter 11 Case Summary ------------------------------------------------- Debtor: Cogent Bay Inc. 2401 - A Waterman Blvd., PMB 143 Fairfield CA 94534 Chapter 11 Petition Date: January 6, 2025 Court: United States Bankruptcy Court Northern District of California Case No.: 25-40011 Debtor's Counsel: Noel Christopher Knight, Esq. THE KNIGHT LAW GROUP 800 J Street, #441 Sacramento CA 95814 Tel: 510-435-9210 Email: lawknight@theknightlawgroup.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $500,000 to $1 million The petition was signed by David C. Sowels in his capacity as president. The Debtor filed a list of its 20 largest unsecured creditors, but marked it as 'N/A.' A full-text copy of the petition is available for free at on PacerMonitor at: https://www.pacermonitor.com/view/JR5ZDHA/Cogent_Bay_Inc__canbke-25-40011__0001.0.pdf?mcid=tGE4TAMA COGENT BAY: Commences Subchapter V Bankruptcy Protection -------------------------------------------------------- On January 6, 2025, Cogent Bay Inc. sought Chapter 11 protection in the U.S. Bankruptcy Court for the Northern District of California. According to court filing, the Debtor reports between $1 million and $10 million in debt owed to 1 and 49 creditors. The petition states funds will be available to unsecured creditors. About Cogent Bay Inc. Cogent Bay Inc. is a real estate company based in Fairfield, California with assets in Oakland. Cogent Bay Inc. sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Cal. Case No. 25-40010) on January 6, 2025. In its petition, the Debtor reports estimated assets between $500,000 and $1 million and estimated liabilities between $1 million and $10 million. Noel Knight of Law Offices of Noel Knight represents the Debtor as counsel. COGENT BAY: Voluntary Chapter 11 Case Summary --------------------------------------------- Debtor: Cogent Bay Inc. 2401 - A Waterman Blvd., PMB 143 Fairfield CA 94534 Chapter 11 Petition Date: January 6, 2025 Court: United States Bankruptcy Court Northern District of California Case No.: 25-40010 Debtor's Counsel: Noel Christopher Knight, Esq. THE KNIGHT LAW GROUP 800 J Street, #441 Sacramento CA 95814 Tel: 510 435 9210 Email: lawknight@theknightlawgroup.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $500,000 to $1 million The petition was signed by David C. Sowels as president. The Debtor filed a list of its 20 largest unsecured creditors, but marked it as 'N/A.' A full-text copy of the petition, which includes a list of the Debtor's 20 largest unsecured creditors, is available for free on PacerMonitor at: https://www.pacermonitor.com/view/JPECJRI/Michael_Cogent_Bay_Inc__canbke-25-40010__0001.0.pdf?mcid=tGE4TAMA COMPAC USA: Seeks to Hire Ordinary Course Professionals ------------------------------------------------------- Compac USA Inc. seeks approval from the U.S. Bankruptcy Court for the Southern District of Florida to retain professionals utilized in the ordinary course of business. These OCPs have provided legal, technical, accounting, consulting, and/or other related services to the Debtors, upon which they rely on to manage their day-to-day operations. The Debtors seek to pay OCPs 100 percent of the fees and expenses incurred. The Debtors do not believe that any of the OCPs have an interest materially adverse to them, their estates, creditors, or other parties in interest in connection with the matter upon which they are to be engaged. The OCPs include: Paucar, Sistachs & Company PA 5825 Sunset Drive, Suite 302, South Miami, FL 33143 -- Accountant services related to the maintenance of the Debtor's books and records, the Debtor's day-to-day operations, and tax compliance. Guillermo Roca PLLC 3500 Coral Way, Apt 808, Miami, FL 33145 -- Legal services associated with the Debtor's day-to-day operations. About Compac USA Inc. Compac USA Inc. is a Florida entity incorporated in 2002 to market and sell Compac stone products. The Debtor specializes in obsidian, terrazzo, and quartz surfaces for architecture and design. The Debtor maintains showrooms in Miami, Florida and New York, New York. Compac USA sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Fla. Case No. 24-23372) on December 21, 2024. Francisco A. Sanchis-Brines, president of Compac USA, signed the petition. As of November 24, 2024, Compac USA reported total assets of $5,342,926 and total liabilities of $739,872. Judge Corali Lopez-Castro handles the case. The Debtor is represented by Joseph A. Pack, Esq. at Pack Law. CONTAINER STORE: Taps Kurtzman Carson as Claims and Noticing Agent ------------------------------------------------------------------ The Container Store Group, Inc. and affiliates seek approval from the U.S. Bankruptcy Court for the Southern District of Texas to hire Kurtzman Carson Consultants, LLC dba Verita Global as claims and noticing agent. The firm will oversee the distribution of notices and will assist in the maintenance, processing and docketing of proofs of claim filed in the Debtors' Chapter 11 cases. Prior to the petition date, the Debtor provided the firm a retainer in the amount of $50,000. In addition, the firm will seek reimbursement for its out-of-pocket expenses. Evan Gershbein, executive vice president of Kurtzman's Corporate Restructuring Services, disclosed in a court filing that his firm is a "disinterested person" as that term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: Evan Gershbein Kurtzman Carson Consultants, LLC 222 N. Pacific Coast Highway, 3rd Floor El Segundo, CA 90245 Tel: (310) 823-9000 Fax: (310) 823-9133 Email: egershbein@kccllc.com About The Container Store Group The Container Store Group, Inc. is retailer with a solution-oriented business and provides customers with custom spaces, organizing solutions, and in-home services. The Company conducts business in physical stores (with product offerings tailored based on store location and size) and online. Products are sourced both domestically and internationally and shipped to stores or customers from domestic distribution centers using contract carriers. The Debtors sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Tex. Lead Case No. 24-90627) on Dec. 22, 2024, with $969,204,000 in total assets as of Sept. 28, 2024 and $836,372,000 in total debts as of Sept. 28, 2024. Chad Coben, chief restructuring officer, signed the petitions. Judge Alfredo R. Perez presides over the case. The Debtors tapped HUNTON ANDREWS KURTH LLP and LATHAM & WATKINS LLP as legal counsel; HOULIHAN LOKEY CAPITAL, INC. as investment banker; and Verita Global (previously Kutzman Carson Consultants LLC) as claims, noticing & solicitation agent. CORSA COAL: Enters Chapter 11 With $15M DIP Financing by KIA II --------------------------------------------------------------- xCorsa Coal Corp., a premium quality metallurgical coal producer, announced on January 6, 2025, that it and each of its subsidiaries, have filed for voluntary Chapter 11 relief in the U.S. Bankruptcy Court for the Western District of Pennsylvania and intend to conduct a sale of assets pursuant to Section 363 of the U.S. Bankruptcy Code. The Corsa Group entered Chapter 11 with a commitment for US$15 million in debtor-in-possession financing, provided by KIA II, LLC, to support operations during the bankruptcy and sale process. Following court approval, this new financing, combined with cash generated from the Corsa Group's ongoing operations, is expected to support the business during the court-supervised Chapter 11 process. The Corsa Group has also filed various "first day" motions with the U.S. Bankruptcy Court, seeking customary relief that will enable them to continue operating without meaningfully disrupting their normal course of operations, and expect to file with the Ontario Superior Court (Commercial List) under the Companies' Creditors Arrangement Act (Canada) for recognition of the Chapter 11 proceedings. Due to, among other things, the Corsa Group's performance, cash position, forecasted revenue and expenses, as well as the resulting liquidity issues resulting from obligations owing to creditors, and after careful consideration of all available alternatives to seeking creditor protection, including extensive refinancing and sale efforts that commenced in the first quarter of 2024, Corsa's Board of Directors determined, after consultation with external financial and legal advisors, that it is in the best interests of Corsa for the Corsa Group to pursue Chapter 11 proceedings at this time. As previously disclosed, Wilson Creek Holdings, Inc., Corsa's primary U.S. subsidiary, had made an application to the United States Department of Agriculture Rural Development Business and Industry loan guarantee program, which, if approved, would have resulted in a US$25.0 million term loan subject to an 80% USDA guarantee. The proceeds of the new term loan would have been used to refinance the Company's existing term loan under its Main Street Facility, which had an outstanding principal balance at December 31, 2024 of US$16.3 million, however such application was not approved on a timely basis. Kevin M. Harrigan, President and Chief Executive Officer of the Company commented, "This difficult decision to seek bankruptcy protection is one that has weighed heavy on Corsa's Board of Directors and its management, but we believe it is the best course of action to preserve and maximize value for stakeholders and to preserve the jobs of Corsa Group employees. Customary motions have been filed with the U.S. Bankruptcy Court to support the continuation of our daily operations for customers, employees and vendors and we expect to continue to deliver the metallurgical coal that our customers depend on". The Corsa Group is being advised in this matter by Raines Feldman Littrell LLP and Stikeman Elliott LLP as legal counsel and BDO USA as financial advisor. Additional information regarding the Corsa Group's Chapter 11 process is available at https://omniagentsolutions.com/WilsonCreek. Stakeholders with questions may call the Corsa Group's claims and noticing agent, Omni Agent Solutions at 888-482-0174 (US and Canada toll free) or 747-293-0085 (International), or email WilsonCreekInquiries@omniagnt.com. The Company expects its common shares to be transferred to the NEX Board of TSX Venture Exchange where trading will be suspended. The Company also expects to seek approval in the Chapter 11 proceedings to establish certain restrictions and procedures for trading, including in the U.S. on the OTCQX Best Markets platform, with a view to preserving certain net operating loss carryforwards for United States federal income tax purposes. The Company cautions that trading in the Company's common shares during the pendency of the Chapter 11 process is highly speculative and poses substantial risks. Trading prices for the Company's common shares may bear little or no relationship to the actual value realized, if any, by holders of the Company's common shares. Accordingly, the Company urges extreme caution with respect to existing and future investments in its common shares. In connection with the recognition of the Chapter 11 proceedings under the Companies' Creditors Arrangement Act (Canada), the Company in considering whether to apply to the court to incur no further expenses in relation to filing of continuous disclosure documents under applicable Canadian securities laws. About Corsa Corsa (TSXV: CSO; OTCQX: CRSXF) is a coal mining company focused on the production and sales of metallurgical coal, an essential ingredient in the production of steel. Its core business is producing and selling metallurgical coal to domestic and international steel and coke producers in the Atlantic and Pacific basin markets. CRUCIBLE INDUSTRIES: U.S. Trustee Appoints Creditors' Committee --------------------------------------------------------------- The U.S. Trustee for Region 2 appointed an official committee to represent unsecured creditors in the Chapter 11 case of Crucible Industries, LLC. The committee members are: 1. Butler Brothers Supply Divisions LLC 200 Lisbon Street Lewiston, ME 04240 2. G.O. Carlson, Inc. d/b/a Electralloy 175 Main Street Oil City, PA 16301 3. Profound Alloys, LLC 6000 Waterdam Plaza Drive Suite 240 Canonsburg, PA 15317 4. Thompson & Johnson Equipment Co. Inc. 6926 Fly Road East Syracuse, NY 13057 5. United Steel Workers Attn: Nathan Kilbert 60 Boulevard of the Allies, Room 807 Pittsburgh, PA 15222 Official creditors' committees serve as fiduciaries to the general population of creditors they represent. They may investigate the debtor's business and financial affairs. Committees have the right to employ legal counsel, accountants and financial advisors at a debtor's expense. About Crucible Industries Crucible Industries, LLC is a New York-based company that manufactures and exports steel products. Crucible Industries filed Chapter 11 petition (Bankr. N.D.N.Y. Case No. 24-31059) on December 12, 2024. In its petition, the Debtor reported $10 million to $50 million in both assets and Liabilities. Judge Wendy A. Kinsella oversees the case. Charles J. Sullivan, Esq., at of Bond, Schoeneck & King, PLLC is the Debtor's legal counsel. CUMULUS MEDIA: $311.8MM Bank Debt Trades at 58% Discount -------------------------------------------------------- Participations in a syndicated loan under which Cumulus Media New Holdings Inc is a borrower were trading in the secondary market around 42.1 cents-on-the-dollar during the week ended Friday, January 3, 2025, according to Bloomberg's Evaluated Pricing service data. The $311.8 million Term loan facility is scheduled to mature on May 2, 2029. The amount is fully drawn and outstanding. Headquartered in Atlanta, Ga., Cumulus Media New Holdings Inc. is the third largest radio broadcaster in the U.S. with 405 stations in 86 markets, a nationwide network serving more than 9,500 broadcast affiliates, and numerous digital channels. In addition, Cumulus has several digital businesses (including podcasting, streaming, and marketing services), and live events. Cumulus emerged from Chapter 11 bankruptcy protection in June 2018. CURIS INC: Registers 2.4MM Shares for Possible Resale via Warrants ------------------------------------------------------------------ Curis, Inc. filed a preliminary prospectus on Form S-3 with the U.S. Securities and Exchange Commission relating to the resale from time to time of up to 2,398,414 shares of common stock of the Company by the selling stockholders -- Entities affiliated with Bleichroeder LP, Entities affiliated with Thomas A. Satterfield, Jr., Armistice Capital, LLC, Entities affiliated with Maverick Capital, Ltd., Entities affiliated with M28 Master Fund LP, Samsara BioCapital, LP, Alyeska Master Fund, L.P. Entities affiliated with Michael Bigger, Lytton-Kambara Foundation, Alumni Capital LP, Alto Opportunity Master Fund, SPC – Segregated Portfolio B, 3i, LP, Mossrock Capital, LLC, and Entities affiliated with Empery Asset Management, LP -- including their donees, pledgees, transferees or other successors-in-interest, consisting of shares of common stock of Curis, Inc. issuable upon the exercise of outstanding warrants held by the selling stockholders to purchase shares of the Company's common stock, or the Warrants. Curis will not receive any proceeds from the sale of the shares offered by this prospectus. The Company have agreed, pursuant to a registration rights agreement that it have entered into with the selling stockholders, to bear all of the expenses incurred in connection with the registration of these shares. The selling stockholders will pay or assume discounts, commissions and fees of underwriters, selling brokers, dealer managers or similar securities industry professionals, if any, incurred for the sale of these shares of the Company's common stock. The selling stockholders identified in this prospectus, or their donees, pledgees, transferees or other successors-in-interest, may offer the shares from time to time on terms to be determined at the time of sale through ordinary brokerage transactions or through any other means. The shares may be sold at fixed prices, at prevailing market prices at the time of sale, at prices related to the prevailing market price, at varying prices determined at the time of sale, or at negotiated prices. Curis may amend or supplement this prospectus from time to time by filing amendments or supplements as required. The Company's common stock is listed on The Nasdaq Capital Market, or Nasdaq, under the symbol "CRIS." On December 20, 2024, the last reported closing sale price of the common stock on Nasdaq was $3.08 per share. A full-text copy of the preliminary prospectus is available at: https://tinyurl.com/yc2avn9e About Curis Lexington, Mass.-based Curis, Inc. is a biotechnology company focused on the development of emavusertib (CA-4948), an orally available, small molecule inhibitor of Interleukin-1 receptor associated kinase, or IRAK4. IRAK4 plays an essential role in the toll-like receptor, or TLR, and interleukin-1 receptor, or IL-1R, signaling pathways, which are frequently dysregulated in patients with Cancer. As of March 31, 2024, the Company had $62 million in total assets, $52.6 million in total liabilities, and $9.5 million in total stockholders' equity. Boston, Mass.-based PricewaterhouseCoopers, the Company's auditor since 2002, issued a "going concern" qualification in its report dated February 8, 2024, citing that the Company has incurred losses and cash outflows from operations that raise substantial doubt about its ability to continue as a going concern." CYTOSORBENTS CORP: Launches Rights Offering With Units at $1 Each ----------------------------------------------------------------- CytoSorbents Corporation announced the commencement of its Rights Offering previously detailed in its December 9, 2024 announcement press release. Stockholders and certain Warrantholders of record on December 16, 2024, are now being distributed a dividend of one non-transferable Subscription Right Warrant for each share of common stock owned on the record date. * Each Subscription Right, when exercised before the expiration date of 5:00PM EST on January 10, 2025, enables one Unit purchase at a subscription price of $1.00 per Unit. Each Unit consists of one share of common stock and two transferable short-term Right Warrants to purchase up to two additional shares of common stock, if available, at discounted prices. * D.F. King & Co., Inc., the information agent for the offering, has mailed Subscription Right certificates and a copy of the prospectus and prospectus supplement for the offering to certain Subscription Right holders. Stockholders who hold their shares in "street name" through a brokerage account, bank or other nominee will not receive physical Subscription Right certificates, but will generally be notified in the "Messages" or "Corporate Action" section of their online brokerage or bank account where their CTSO shares are held, and must instruct their broker, bank or nominee whether to exercise the Subscription Rights on their behalf. * Investors can exercise all, some, or none of their Subscription Rights by completing the associated online or hard copy documentation or speaking to their broker or banking representative, and arranging payment. * Investors who exercise all of their basic subscription rights will also have the opportunity to participate in an oversubscription of unsubscribed Subscription Rights, if available. If desired, they must elect this option at the time of their subscription rights exercise. * Upon completion of the subscription period on January 10, 2025, participating stockholders who purchased Units will then receive the associated shares of common stock and Right Warrants to their brokerage account, subject to pro-rata adjustment if the Rights Offering is oversubscribed. * Brokers may require earlier action to process orders. Exercise instructions received after the expiration date and time will not be honored, so investors who wish to participate may need to exercise ahead of the deadline. * Any payment received from either the exercise of the basic right or oversubscription privilege and not applied will be refunded to the stockholder without interest or penalty. For any questions or further information about this Rights Offering, please call D.F. King & Co., Inc., the information agent for the offering, at (800) 549-6864 (toll-free) or (212) 269-5550 (broker-dealers and nominees), or email to: CTSO@dfking.com. A short presentation on this Rights Offering has been filed with the SEC as a free writing prospectus and can be found in the presentation section on our investor relations website at https://ir.cytosorbents.com/events-presentations. Additional information about the Company can be found at www.cytosorbents.com and https://ir.cytosorbents.com/. Moody Capital Solutions, Inc. is the dealer manager for the offering. Any interested broker dealers may contact Moody at info@moodycapital.com The Rights Offering is being made pursuant to CytoSorbents' effective shelf registration statement on Form S-3 (File No. 333-281062), and a related prospectus supplement containing the detailed terms of the rights offering filed with the SEC. The information in this press release is not complete and is subject to change. This press release shall not constitute an offer to sell or a solicitation of an offer to buy any securities, nor shall there be any offer, solicitation or sale of the securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful under the securities laws of such state or jurisdiction. The Rights Offering is being made only by means of a prospectus and a related prospectus supplement. The prospectus incorporates all the Company's SEC filings by reference. Copies of the prospectus and related prospectus supplement, are being distributed to all Subscription Right recipients and may also be obtained free of charge at the website maintained by the SEC at www.sec.gov or by contacting the information agent for the offering. About CytoSorbents Based in Monmouth Junction, N.J., CytoSorbents Corporation is engaged in critical care immunotherapy, specializing in blood purification. Its flagship product, CytoSorb, is approved in the European Union with distribution in more than 75 countries around the world as an extracorporeal cytokine adsorber designed to reduce the "cytokine storm" or "cytokine release syndrome" seen in common critical illnesses that may result in massive inflammation, organ failure, and patient death. East Brunswick, New Jersey-based WithumSmith+Brown, PC, the Company's auditor since 2004, issued a "going concern" qualification in its report dated March 14, 2024, citing that the Company has suffered recurring losses from operations, has experienced cash used from operations, and has an accumulated deficit, which raises substantial doubt about its ability to continue as a going concern. CytoSorbents reported a net loss of $28.51 million attributable to common stockholders for the year ended Dec. 31, 2023, compared to a net loss of $32.81 million attributable to common stockholders for the year ended Dec. 31, 2022. DALRADA FINANCIAL: Restates Q1 2024 Result Over $2.3M Revenue Error ------------------------------------------------------------------- Dalrada Financial Corporation disclosed in a Form 8-K Report filed with the U.S. Securities and Exchange Commission that in connection with the preparation of its financial statements as of June 30, 2024, the Company's management identified an error made in the previously issued financial statements for the period ended March 31, 2024. Management recommended that the Form 10-Q for the period ended March 31, 2024, should no longer be relied upon due to a revenue overstatement error in the amount of $2,318,329. The error identified in the Affected Period was primarily due to a control deficiency over revenue accruals. The Company anticipates filing restated financial statements for the Affected Period on Form 10-Q/A as soon a reasonably practical. Because of this restatement, the previously-issued financial statements for the Affected Period, as well as the relevant portion of any communication which describes or are based on such financial statements, should no longer be relied upon. Again, the Company anticipates an amended filing for the Affected Period will be filed shortly. The Audit Committee, along with management, discussed the matters disclosed in this filing pursuant to this Item 4.02 with Assurance Dimensions as its independent registered public accounting firm, for the period from January 1, 2023 to March 31, 2023, and also with the Company's current independent registered accounting firm, CM3 Advisory. About Dalrada Dalrada Financial Corporation has five business divisions: Genefic, Dalrada Climate Technology, Dalrada Precision Manufacturing, Dalrada Technologies, and Dalrada Corporate. Within each of these divisions, the Company drives transformative innovation while creating solutions that are sustainable, accessible, and affordable. Dalrada's global solutions directly address climate change, gaps in the health care industry, and technology needs that facilitate a new era of human behavior and interaction and ensure a bright future for the world around us. Going Concern In its Quarterly Report for the three months ended March 31, 2024, Dalrada disclosed that the continuation of the Company as a going concern is dependent upon the continued financial support from related parties, its ability to identify future investment opportunities, obtain the necessary debt or equity financing, and generate profitable operations. The Company had net losses of approximately $13.1 million, accumulated deficit of $154.8 million, and net cash used in operations of $5.7 million for the nine months ended March 31, 2024. These factors raise substantial doubt regarding the Company's ability to continue as a going concern for a period of 12 months from the issue date of the report. As of March 31, 2024, Dalrada had $30.17 million in total assets, $21.35 million in total liabilities, and $8.82 million in total stockholders' equity. DEL VALLE IMPORT: Seeks Chapter 11 Bankruptcy Protection in Florida ------------------------------------------------------------------- On January 6, 2025, Del Valle Import LLC filed Chapter 11 protection in the U.S. Bankruptcy Court for the Southern District of Florida. According to court filing, the Debtor reports between $500,000 and $ million in debt owed to 1 and 49 creditors. The petition states funds will be available to unsecured creditors. About Del Valle Import LLC Del Valle Import LLC is a limited liability company based in Hollywood, Florida. Del Valle Import LLC sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Fla. Case No. 25-10078) on January 6, 2025. In its petition, the Debtor reports estimated assets up to $50,000 and estimated liabilities between $500,000 and $1 million. Honorable Bankruptcy Judge Peter D. Russin handles the case. DIGITAL ALLY: Receives a New Notice of Deficiency From Nasdaq ------------------------------------------------------------- Digital Ally, Inc., reported in a Form 8-K filed with the Securities and Exchange Commission that on Jan. 2, 2025, the Company received a notice from the staff of the Listing Qualifications department of Nasdaq Stock Market LLC, which indicated that the Company was not in compliance with Nasdaq Listing Rule 5550(b)(1), as the Company's stockholders' equity of ($2,448,310), as reported in the Company's Quarterly Report on Form 10-Q for the quarterly period ended Sept. 30, 2024, was below the required minimum of $2.5 million, and the Company did not meet either the alternative compliance standards relating to market value of listed securities of at least $35 million or net income from continuing operations of at least $500,000 in the most recently completed fiscal year or in two of the last three most recently completed fiscal years. Under Nasdaq listing rules and as specified in the Notice, the Company has 45 calendar days from the date of the Notice to submit to the Staff a plan to regain compliance with the Stockholders' Equity Requirement. If the Company's plan to regain compliance is accepted, Nasdaq may grant an extension of up to 180 calendar days from the date of the Notice for the Company to evidence compliance. The Company is presently evaluating various courses of action to regain compliance and intends to timely submit a plan to Nasdaq to regain compliance with the Stockholders' Equity Requirement. There can be no assurance that the Company's plan will be accepted or that if it is, that the Company will be able to regain compliance with the Stockholders Equity Requirement. 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. These notices have no immediate effect on the listing or trading of the Company's common stock on The Nasdaq Capital Market, which will continue to trade under the symbol "DGLY". Achieves Compliance With Nasdaq Requirement As previously disclosed, on Nov. 27, 2024, Digital Ally received a notice from Nasdaq which indicated that, as a result of the Company's delay in filing its Quarterly Report on Form 10-Q for the period ended Sept. 30, 2024, the Company was not in compliance with Nasdaq Listing Rule 5250(c)(1), which requires Nasdaq-listed companies to timely file all required periodic financial reports with the U.S. Securities and Exchange Commission. On Dec. 30, 2024, the Company filed the Quarterly Report. On Jan. 2, 2025, Nasdaq delivered a written notification notifying the Company that it had regained compliance with the Quarterly Report Requirement. 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 SAN DIEGO: Parents Rally to Keep Saint Katherine Open ---------------------------------------------------------------- Elizabeth Sanchez of KFMB-CBS 8 reports that a private Catholic school in San Diego is in danger of closing, and parents are coming together to try to keep it open. According to the report, Saint Katharine Drexel Academy, a private Catholic school, may shut its doors at the end of the school year unless it can raise $500,000 and increase enrollment by 30 students by January 21, 2025. On October 18, 2024, the Catholic Diocese of San Diego informed parents that the school could no longer cover its budget deficit, leaving the SKDA community scrambling to save the school, the report said. Founded six years ago with 150 students, the school has experienced a significant drop in enrollment, now down to just 95 students as of Christmas break, according to KFMB-CBS 8. "We have less financial flexibility, but the real issue is the decline in enrollment," said Kevin Eckery, spokesperson for the diocese. In addition to declining enrollment, the diocese's bankruptcy -- resulting from over 450 legal claims related to sexual abuse -- has added to the financial pressure. However, SKDA still benefits from free use of facilities at Sacred Heart parish and an annual subsidy of $100,000 from the diocese, the report states. "The goal is to create success, and to do everything possible to promote it," Eckery explained. Parents like Steve Carter, who has two children at SKDA, said they were blindsided by the news. "It was a complete shock," Carter said. Now, Carter and other parents are working together to save the school, emphasizing its small class sizes and tight-knit community as key reasons for their dedication. Despite their efforts, fundraising has so far raised just over $12,000. However, Carter remains optimistic. "We've never been more passionate about a school," he said. "Perhaps this challenge is meant to show our children the importance of fighting for what's right, no matter the outcome." With the January 31 deadline approaching, the SKDA community faces an uphill battle to meet the financial and enrollment goals set by the diocese. The school's future hangs in the balance as parents and supporters work to ensure its survival for future generations of students, according to report. About The Roman Catholic Bishop of San Diego The Roman Catholic Bishop of San Diego sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D.P.R. Case No. 24-02202) on June 17, 2024. In the petition signed by Rodrigo Valdivia, vice moderator of the Curia, the Debtor disclosed up to $500 million in both assets and liabilities. Judge Christopher B. Latham oversees the case. The Debtor tapped Gordon Rees Scully Mansukhani, LLP as counsel and GlassRatner Advisory & Capital Group, LLC, doing business as B. Riley Advisory Services, as financial advisor. Donlin, Recano & Company, Inc., as administrative advisor. DMD FLORIDA: Case Summary & Largest Unsecured Creditors ------------------------------------------------------- Three affiliated entities that concurrently filed voluntary petitions for relief under Chapter 11 of the Bankruptcy Code: Debtor Case No. ------ -------- DMD Florida Development 2, LLC 25-10088 15951 SW 41st St. Suite 800 Davie, FL 33331 DMD Florida Restaurant Group C, LLC 25-10089 15951 SW 41st St. Suite 800 Davie, FL 33331 DMD Florida Restaurant Group D LLC 25-10091 15951 SW 41st St. Suite 800 Fort Lauderdale, FL 33331 Chapter 11 Petition Date: January 6, 2025 Court: United States Bankruptcy Court Southern District of Florida Judge: Hon. Scott M Grossman (25-10088 and 25-10089) Hon. Peter D Russin (25-10091) Debtors' Counsel: Aaron A. Wernick, Esq. WERNICK LAW, PLLC 2255 Glades Rd Suite 324A Boca Raton, FL 33431 Tel: 561-961-0922 Email: awernick@wernicklaw.com Each Debtor's Estimated Assets: $500,000 to $1 million Each Debtor's Estimated Liabilities: $10 million to $50 million The petitions were signed by Jack Flechner in his capacity as manager and co-CEO. Full-text copies of the petitions, including, among other items, lists of the Debtors' largest unsecured creditors, are available for free at www.PacerMonitor.com at: https://www.pacermonitor.com/view/QHV2OHY/DMD_Florida_Development_2_LLC__flsbke-25-10088__0001.0.pdf?mcid=tGE4TAMA https://www.pacermonitor.com/view/QDY57CY/DMD_Florida_Restaurant_Group_C__flsbke-25-10089__0001.0.pdf?mcid=tGE4TAMA https://www.pacermonitor.com/view/5PV6E5Y/DMD_Florida_Restaurant_Group_D__flsbke-25-10091__0001.0.pdf?mcid=tGE4TAMA DMD FLORIDA: Files Chapter 11 Bankruptcy in Florida --------------------------------------------------- On January 6, 2025, DMD Florida Restaurant Group D LLC filed Chapter 11 protection in the U.S. Bankruptcy Court for the Southern District of Florida. 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 DMD Florida Restaurant Group D LLC DMD Florida Restaurant Group D LLC operates a Twin Peaks restaurant location in West Palm Beach, Florida, with corporate offices in Fort Lauderdale. DMD Florida Restaurant Group D LLC sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Fla. Case No. 25-10091) on January 6, 2025. In its petition, the Debtor reports estimated assets between $500,000 and $1 million and estimated liabilities between $10 million and $50 million. Honorable Bankruptcy Judge Peter D. Russin handles the case. Aaron A. Wernick, Esq., at Wernick Law, PLLC represents the Debtor as counsel. DODGE CONSTRUCTION: $455MM Bank Debt Trades at 20% Discount ----------------------------------------------------------- Participations in a syndicated loan under which Dodge Construction Network LLC is a borrower were trading in the secondary market around 79.6 cents-on-the-dollar during the week ended Friday, January 3, 2025, according to Bloomberg's Evaluated Pricing service data. The $455 million Term loan facility is scheduled to mature on February 22, 2029. The amount is fully drawn and outstanding. Dodge Construction Network LLC provides software solutions. The Company offers analytics and software-based workflow integration solutions for the construction industry. Dodge Construction Network serves customers in the United States. EEJ HOSPITALITY: Hires Tittle Law Group PLLC as Counsel ------------------------------------------------------- EEJ Hospitality, Inc. seeks approval from the U.S. Bankruptcy Court for the Northern District of Texas to employ Tittle Law Group, PLLC as counsel. The firm will provide these services: a. provide legal advice with respect to the Debtor's powers and duties as debtor-in-possession in the continued operation of its business and the management of its property; b. take all necessary action to protect and preserve the Debtor's estate, including the prosecution of actions on behalf of the Debtor, the defense of any actions commenced against the Debtor, negotiations concerning litigation in which the Debtor is involved, and objections to claims filed against the Debtor's estate; c. prepare on behalf of the Debtor necessary motions, answers, orders, reports, and other legal papers in connection with the administration of its estate; d. assist the Debtor in preparing for and filing a plan of reorganization at the earliest possible date; e. perform any and all other legal services for the Debtor in connection with the Debtor's Chapter 11 Case; and f. perform such legal services as the Debtor may request with respect to any matter, including, but not limited to, corporate finance and governance, contracts, antitrust, labor, and tax. The firm will charge the Debtor for its legal services on flat fee basis in accordance with its ordinary and customary rates. The firm received a retainer in the amount of $12,000. The firm will also be reimbursed for reasonable out-of-pocket expenses incurred. Brandon J. Tittle, Esq., a partner at Tittle Law Group, PLLC, disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached at: Brandon J. Tittle, Esq. Tittle Law Group, PLLC 1125 Legacy Dr., Ste. 230 Frisco, TX 75034 Tel: (972) 213-2316 Email: btittle@tittlelawgroup.com About EEJ Hospitality, Inc. EEJ Hospitality, Inc., filed a Chapter 11 bankruptcy petition (Bankr. N.D. Tex. Case No. 24-44405) on Nov. 27, 2024. The Debtor hires Tittle Law Group, PLLC as counsel. ELECTRONICS FOR IMAGING: $895MM Bank Debt Trades at 21% Discount ---------------------------------------------------------------- Participations in a syndicated loan under which Electronics For Imaging Inc is a borrower were trading in the secondary market around 78.9 cents-on-the-dollar during the week ended Friday, January 3, 2025, according to Bloomberg's Evaluated Pricing service data. The $895 million Term loan facility is scheduled to mature on July 23, 2026. About $848.9 million of the loan has been drawn and outstanding. Electronics for Imaging is a worldwide provider of products, technology and services leading the transformation of analog to digital imaging. ELETSON HOLDINGS: Former Owners, Reed Smith Face Sanction Risks --------------------------------------------------------------- Rick Archer of Law360 Bankruptcy Authority reports that on January 6, 2025, the new owners of the reorganized Greek shipping company Eletson Holdings filed an updated request, asking a New York bankruptcy judge to threaten sanctions against the former owners and their attorneys at Reed Smith for not updating the company's ownership records. About Eletson Holdings Eletson Holdings Inc. is a family-owned international shipping company, which touts itself as having a global presence with headquarters in Piraeus, Greece as well as offices in Stamford, Connecticut, and London. At one time, Eletson claimed to own and operate one of the world's largest fleets of medium and long-range product tankers and boasted a fleet consisting of 17 double hull tankers with a combined capacity of 1,366,497 dwt, 5 LPG/NH3 carriers with a combined capacity of 174,730 cbm and 9 LEG carriers with capacity of 108,000 cbm. Eletson Holdings, a Liberian company, is Eletson's ultimate parent company and is the direct parent and owner of 100% of the equity interests in the two other debtors, Eletson Finance (US) LLC, and Agathonissos Finance LLC. Eletson and its two affiliates were subject to involuntary Chapter 7 bankruptcy petitions (Bankr. S.D.N.Y. Case No. 23-10322) filed on March 7, 2023 by creditors Pach Shemen LLC, VR Global Partners, L.P. and Alpine Partners (BVI), L.P. The petitioning creditors are represented by Kyle J. Ortiz, Esq., at Togut, Segal & Segal, LLP. On Sept. 25, 2023, the Chapter 7 cases were converted to Chapter 11 cases. The Honorable John P. Mastando, III is the case judge. Derek J. Baker, Esq., represents the Debtors as bankruptcy counsel. The U.S. Trustee for Region 2 appointed an official committee of unsecured creditors. The committee tapped Dechert, LLP as its legal counsel. EMS WAREHOUSING: Hires Madoff & Khoury LLP as Legal Counsel ----------------------------------------------------------- EMS Warehousing And Distribution, Inc. seeks approval from the U.S. Bankruptcy Court for the District of Massachusetts to employ Madoff & Khoury LLP as counsel to handle its Chapter 11 case. The firm will be paid at these rates: Partner $450 per hour Associate $350 per hour Paralegals $160 per hour The firm received a retainer in the amount of $26,738. The firm will also be reimbursed for reasonable out-of-pocket expenses incurred. David B. Madoff, Esq., a partner at Madoff & Khoury LLP, disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached at: David B. Madoff, Esq. Steffani M. Pelton, Esq. Madoff & Khoury LLP 124 Washington Street Foxboro, MA 02035 Telephone: (508) 543-0040 Email: madoff@mandkllp.com About EMS Warehousing and Distribution EMS Warehousing and Distribution, Inc. sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Mass. Case No. 24-41297) on December 19, 2024, with $100,001 to $500,000 in assets and $1 million to $10 million in liabilities. Judge Elizabeth D. Katz presides over the case. Steffani M. Pelton, Esq. at Madoff & Khoury LLP represents the Debtor as legal counsel. ESES LLC: Case Summary & 20 Largest Unsecured Creditors ------------------------------------------------------- Debtor: ESES, LLC f/k/a EcoStream Energy Services, LLC 2140 E. Southlake Blvd. Suite L-203 Southlake TX 76092 Business Description: ESES, LLC (fka EcoStream) is a Dallas, Texas-based company that offers comprehensive fluids management services for upstream energy producers. EcoStream provides reliable solutions for the sourcing, collection, transportation, treatment, recovery, reuse, and disposal of flowback and produced water. The company also operates a fleet of trucks to transport water and crude oil, ensuring prompt and uninterrupted service for its E&P customers. Chapter 11 Petition Date: January 6, 2025 Court: United States Bankruptcy Court Northern District of Texas Case No.: 25-40038 Judge: Hon. Edward L Morris Debtor's Counsel: Joyce W. Lindauer, Esq. JOYCE W. LINDAUER ATTORNEY, PLLC 1412 Main Street, Suite 500 Dallas TX 75202 Tel: (972) 503-4033 Email: joyce@joycelindauer.com Estimated Assets: $0 to $50,000 Estimated Liabilities: $10 million to $50 million The petition was signed by Lori Mathews as controller. A full-text copy of the Debtor's list of the 20 largest unsecured creditors is available for free on PacerMonitor at: https://www.pacermonitor.com/view/IUXAASQ/ESES_LLC__txnbke-25-40038__0002.0.pdf?mcid=tGE4TAMA A full-text copy of the petition is available for free at www.PacerMonitor.com at: https://www.pacermonitor.com/view/ILSVKOY/ESES_LLC__txnbke-25-40038__0001.0.pdf?mcid=tGE4TAMA ESES LLC: Seeks Chapter 11 Bankruptcy Protection in Texas --------------------------------------------------------- On January 6, 2025, ESES LLC filed Chapter 11 protection in the U.S. Bankruptcy Court for the Northern District of Texas. 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 ESES LLC ESES LLC formerly known as EcoStream Energy Services) is a Southlake, Texas-based provider of integrated fluid management services for the oil and gas industry. ESES LLC sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Tex. Case No. 25-40038 on January 6, 2025. In its petition, the Debtor reports estimated assets up to $50,000 and estimated liabilities between $10 million and $50 million. Honorable Bankruptcy Judge Edward L. Morris presides over the case. Joyce W. Lindauer, Esq. of Joyce W. Lindauer Attorney, PLLC represents the Debtor as counsel. EVOFEM BIOSCIENCES: Cancels Special Meeting, Withdraws Proposals ---------------------------------------------------------------- Evofem Biosciences, Inc. disclosed in a Form 8-K Report filed with the U.S. Securities and Exchange Commission its decision to cancel its special meeting and the withdrawal from consideration by the stockholders of the Company the proposals set forth in the Company's preliminary proxy statement filed with the U.S. Security and Exchange Commission on September 23, 2024. About Evofem Evofem Biosciences, Inc., is a San Diego-based commercial-stage biopharmaceutical company with a strong focus on innovation in women's sexual and reproductive health. The Company's first commercial product, Phexxi, was approved by the FDA on May 22, 2020. Phexxi is the first and only FDA-approved, hormone-free prescription contraceptive vaginal gel. Walnut Creek, Calif.-based BPM, LLP, the Company's auditor since 2023, issued a "going concern" qualification in its report dated March 26, 2024, citing that the Company has suffered recurring losses from operations; negative cash flows from operations since inception; has received a notice of default for its convertible notes, and does not have sufficient capital to repay such obligations (which are now currently due); and has a net capital deficiency that raises substantial doubt about its ability to continue as a going concern. As of Sept. 30, 2024, the Company had $23.94 million in total assets, $90.07 million in total liabilities, $4.76 million in convertible and redeemable preferred stock, and a total stockholders' deficit of $70.89 million. EXACTECH INC: Has Court OK for March 3, 2025 Auction for All Assets ------------------------------------------------------------------- The U.S. Bankruptcy Court for the District of Delaware approved the bidding procedures for the sale of substantially all assets of Exactech Inc. and its debtor-affiliates, which will be free and clear of liens, claims, and encumbrances, to the maximum extent permissible under the applicable law, including as set forth in that certain asset purchase agreement dated Oct. 29, 2024, with El Bidco LLC ("stalking horse"). The Debtors said the sale will be approved pursuant to a Chapter 11 plan. The deadline to submit a bid for any asset is Feb. 24, 2025, at 4:00 p.m. (ET). An auction for the assets will take place on March 3, 2025, at 4:00 p.m. (ET) at the offices of Ropes & Gray LLP, 1211 6th Avenue, New York, New York 10036 or via virtually telephone and/or video conference. The Court will hold a hearing to consider the sale on March 27, 2025, at 10:00 p.m. (ET). Objection to the sale, if any, is on March 18, 2025, at 4:00 p.m. (ET). Copies of the bidding procedures motion, bidding procedures order, bidding procedures, and stalking horse APA are available for free at https://restructuring.ra.kroll.com/Exactech or from the Debtors' claim and noticing agent, Kroll Restructuring Administration, LLC, via telephone by calling (833) 918-0986 (toll free), (646) 781-8728 (international), and +61(2) 72-094-837 (Australia) or via email at Exactechinfo@ra.kroll.com. Any interested bidding should contact Karn S. Chopra (212-429-2321); kchopra@centerview.com, and Bob Beasly (212-429-2356); bbeasley@centerview.com) of Centerview LLC, the Debtors' investment banking advisor. About Exactech, Inc. Exactech Inc. -- https://www.exac.com/ -- is a joint-replacement implant manufacturer owned by TPG Capital. Exactech Inc. sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Del. Case No. 24-12441) on Oct. 29, 2024. In the petition filed by Donna H. Edwards, as general counsel and senior vice president, the Debtor estimated assets and liabilities between $100 million and $500 million each. Ropes & Gray LLP is the Debtor's general bankruptcy counsel, and Young Conaway Stargatt & Taylor, LLP, is the co-counsel. Riveron Management Services, LLC, is the CRO. Centerview Partners LLC is the investment banker. Kroll Restructuring Administration LLC is the claims agent and administrative advisor. F&G ANNUITIES: S&P Rates New Junior Subordinated Notes 'BB' ----------------------------------------------------------- S&P Global Ratings assigned its 'BB' issue rating to the proposed fixed-rate, reset, junior subordinated notes due in 2065 to be issued by F&G Annuities & Life Inc. (F&G). The issue rating is two notches below S&P's 'BBB-' long-term issuer credit rating on F&G based on the subordination of the issue and the optional interest deferability. The notes will rank junior to all F&G's existing and future senior debt. The interest on these notes is cumulative, if deferred. Barring a tax event, rating agency event, or regulatory capital event (as defined in the offering memorandum), F&G has the option to redeem the notes at par after Jan. 15, 2030. S&P will likely view the notes as having intermediate equity content for the purpose of capital adequacy calculations and include them in F&G's total adjusted capitalization. F&G intends to use the net proceeds from the junior subordinated notes for general corporate purposes. Following this issuance, S&P expects the company's adjusted financial leverage (excluding accumulated other comprehensive income) to be about 25%, while fixed-charge coverage is expected to remain above 8x over the next two years. FINGERMOTION INC: Gets Net Proceeds of $4.44MM From Direct Offering ------------------------------------------------------------------- FingerMotion Inc. disclosed in a Form 8-K Report filed with the U.S. Securities and Exchange Commission that it entered into a securities purchase agreement with certain institutional investors, which provides for the issuance and sale, in a registered direct offering by the Company of: (i) 3,333,336 shares of its common stock, par value $0.0001 per share (ii) warrants to purchase up to an aggregate of 5,000,004 shares of its common stock at a combined purchase price of $1.50 per share and one and one-half Common Warrants. Each share of Common Stock was offered together with one and one-half Common Warrants, with each whole Common Warrant to purchase one share of Common Stock. The Common Warrants have an exercise price of $1.50 per share of Common Stock. The Common Warrants are exercisable upon issuance and expire five years from the date of issuance. The exercise price of the Common Warrants is subject to adjustment for share dividend, share splits, share combinations and similar capital transactions, as further described in the Common Warrants. In addition, the exercise price of the Common Warrants is subject to reduction in the event of certain Common Stock and Common Stock equivalent issuances, other than certain agreed exempt issuances, at a price lower than the exercise price of the Common Warrants then in effect. Furthermore, if at any time on or after the date of issuance there occurs any share split, share dividend, share combination recapitalization or other similar transaction involving our common stock and the lowest daily volume weighted average price during the period commencing five consecutive trading days immediately preceding and ending immediately after the five consecutive trading days beginning on the date of such Share Combination Event, is less than the exercise price of the common warrants then in effect, then the exercise price of the common warrants will be reduced to the lowest daily volume weighted average price during such period. The Purchase Agreement contains customary representations and warranties and agreements of the Company and the Purchasers, and customary indemnification rights and obligations of the parties. In addition, the Purchase Agreement includes a participation right in favor of the Purchasers under which the Purchasers will be entitled, for a period of one year following closing, to participate in future equity financings of the Company up to a participation rate of a maximum of 40% of such offering. The Company has agreed not to enter into or complete certain equity financings, subject to certain agreed exemptions, for a 60-day period from the date of closing of the Offering. In addition, the Company has agreed not to enter into any "Variable Rate Transactions", as defined in the Purchase Agreement, for a period of six months following closing of the Offering, provided that the Company is entitled to proceed with an "at-the-market offering" after the expiry of the initial 60-day period following closing. Certain directors, officers and 10% stockholders of the Company also entered into lock-up agreements in connection with the Offering under which they have agreed not to sell or transfer any of their equity securities in the Company for a period of 60 days, subject to certain customary exceptions. In connection with the Offering, the Company entered into a Placement Agency Agreement on December 20, 2024 with Roth Capital Partners, LLC, as the exclusive placement agent in connection with the Offering. As compensation to the Placement Agent, the Company paid the Placement Agent a cash fee of 7.0% of the aggregate gross proceeds raised in the Offering and issued to the Placement Agent a placement agent warrants to purchase up to 250,000 shares of Common Stock at an exercise price of $1.88 per share for a term of five years from the date of commencement of sales in the Offering. The Placement Agent Warrant includes adjustment provisions equivalent to the adjustment provisions provided to the Purchasers under the Common Warrants. In addition, the Company has agreed to pay the Placement Agent up to $110,000 for its expenses. The shares of Common Stock, the Common Warrants and the Placement Agent Warrants described above and the shares of Common Stock underlying each of the Common Warrants and the Placement Agent Warrant were offered and sold pursuant to the Registration Statement on Form S-3 (File No. 333-274456), which was declared effective by the Securities and Exchange Commission on September 29, 2023. The Company filed a prospectus supplement to the base prospectus incorporated in the Registration Statement with the SEC on December 23, 2024 in connection with the Offering. The Company received net proceeds of approximately $4.44 million from the Offering, after deducting the estimated offering expenses payable by the Company, including the fees and expenses of the Placement Agent. The Company intends to use the net proceeds from the Offering for general corporate and working capital purposes. About FingerMotion Inc. FingerMotion Inc. is an evolving technology Company with a core competency in mobile payment and recharge platform solutions in China. Hong Kong-based Centurion ZD CPA & Co., the Company's former auditor, issued a "going concern" qualification in its report dated May 29, 2024, citing that the Company has suffered recurring losses from operations that raise substantial doubt about its ability to continue as a going concern. FingerMotion had a net loss of $3,812,017 and $7,538,837 for the years ended February 29, 2024 and February 28, 2023, respectively. As of August 31, 2024, FingerMotion had $30,188,875 in total assets, $20,310,503 in total liabilities, and $9,878,372 in total shareholders' equity. FIREPAK INC: Hires David L. Swimmer as Special Litigation Counsel ----------------------------------------------------------------- Firepak Inc. seeks approval from the U.S. Bankruptcy Court for the Southern District of Florida to employ David L. Swimmer, PA as special litigation counsel. The firm's services include: 1) providing subcontract review; 2) filing and conducting any necessary litigation to collect sums due the Debtor; 3) taking defense, to the extent not stayed, against miscellaneous claims embodied in litigation pending prepetition related to alleged defects and deficiencies in fire sprinkler system work, and litigating counterclaims, if any; and 4) providing general legal work related to subcontracting, as outlined in the attached engagement letter. The firm will be paid at $400 per hour. The firm will also be reimbursed for reasonable out-of-pocket expenses incurred. David L. Swimmer, Esq., a partner at David L. Swimmer, P.A., disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached at: David L. Swimmer, Esq. David L. Swimmer, P.A. 10260 SW 128 Street Miami, FL 33176 Telephone: (305) 274-1222 About Firepak Inc. Firepak Inc. specializes in the design and layout of fire sprinkler systems, modifications to existing fire sprinkler systems, new installations, tenant build outs, retrofit of existing buildings, and inspections and repairs of all types of fire sprinkler systems. Firepak sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Fla. Case No. 24-21725) on November 7, 2024, with total assets of $1,454,421 and total liabilities of $2,424,737. Linda Leali, Esq., serves as Subchapter V trustee. Judge Robert A. Mark handles the case. The Debtor is represented by Carlos de Zayas, Esq., at Lydecker, LLP. FLEXSYS HOLDINGS: $475MM Bank Debt Trades at 23% Discount --------------------------------------------------------- Participations in a syndicated loan under which Flexsys Holdings Inc is a borrower were trading in the secondary market around 76.8 cents-on-the-dollar during the week ended Friday, January 3, 2025, according to Bloomberg's Evaluated Pricing service data. The $475 million Term loan facility is scheduled to mature on November 1, 2028. The amount is fully drawn and outstanding. Flexsys, Inc. was founded in 2000. The company’s line of business includes developing or modifying computer software and packaging. FRANCHISE GROUP: Hires Willkie Farr & Gallagher LLP as Co-Counsel ----------------------------------------------------------------- Franchise Group, Inc. and its affiliate seeks approval from the U.S. Bankruptcy Court for the District of Delaware to employ Willkie Farr & Gallagher LLP as co-counsel. The firm will provide these services: a. prepare, on behalf of the Debtors, all necessary motions, applications, answers, orders, reports, and papers in connection with the administration of these Chapter 11 Cases; b. counsel the Debtors with regard to their rights and obligations as debtors in possession in the continued operation of their businesses and the management of their estates; c. represent and advise the Debtors in connection with conducting going out of business sales for the American Freight business segment and conducting a marketing and sale process; d. provide the Debtors with advice, represent the Debtors and prepare all necessary documents on behalf of the Debtors in the areas of corporate finance, employee benefits, real estate, tax, and bankruptcy law, and commercial litigation, debt restructuring, and asset dispositions in connection with these Chapter 11 Cases; e. advise the Debtors with respect to actions to protect and preserve the Debtors' estates during the pendency of these Chapter 11 Cases; and f. perform all other necessary or requested legal services in connection with these Chapter 11 Cases. The firm will be paid at these rates: Partners and Senior counsel $1,650 to $2,500 per hour Associates/Law Clerks $625 to $1,575 per hour Paraprofessionals $380 to $650 per hour The firm will be paid an initial retainer of $250,000. The firm will also be reimbursed for reasonable out-of-pocket expenses incurred. The following is provided in response to the request for additional information set forth in paragraph D.1 of the Appendix B Guidelines: Question: Did you agree to any variations from, or alternatives to, your standard or customer billing arrangements for this engagement? Response: No. Question: Do any of the professionals included in this engagement vary their rate based on the geographic location of the bankruptcy case? Response: No. Question: If you represented the client in the 12 months prepetition, disclose your billing rates and material financial terms for the prepetition engagement, including any adjustments during the 12 months prepetition period. If your billing rates and material financial terms have changed post petition, explain the difference and the reasons for the difference. Response: The Debtors and Willkie agree that Willkie will receive compensation at its standard full rates for these Chapter 11 Cases in accordance with the terms of the Engagement Letter. Question: Has your client approved your prospective budget and staffing plan and, if so, for what budget period? Response: Yes. The Debtors have approved a budget and staffing plan for the period of November 3, 2024 through February 28, 2025. In accordance with the Appendix B Guidelines, the budget may be amended as necessary to reflect changed or unanticipated developments. Matthew A. Feldman, Esq., a partner at Franchise Group, Inc., 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: Debra M. Sinclair, Esq. Matthew A. Feldman, Esq. Betsy L. Feldman, Esq. Joseph R. Brandt, Esq. Willkie Farr & Gallagher LLP 787 Seventh Avenue New York, NY 10019 Tel: (212) 728-8000 Fax: (212) 728-8111 Email: dsinclair@willkie.com mfeldman@willkie.com bfeldman@willkie.com jbrandt@willkie.com About Franchise Group Inc. 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. Franchise Group, Inc. and its affiliates filed their voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. D. Del. Lead Case No. 24-12480) on Nov. 3, 2024, listing $1,000,000,001 to $10 billion in both assets and liabilities. The petitions were signed by David Orlofsky as chief restructuring officer. Willkie Farr & Gallagher LLP and Young Conaway Stargatt & Taylor, LLP are serving as legal counsel, AlixPartners is serving as financial advisor and Chief Restructuring Officer, and Ducera Partners is serving as investment banker to the Company. Paul Hastings LLP is serving as legal counsel and Lazard is serving as investment banker to the first lien ad hoc group. FRANCHISE GROUP: Hires Young Conaway Stargatt as Co-Counsel ----------------------------------------------------------- Franchise Group, Inc. and its affiliates seek approval from the U.S. Bankruptcy Court for the District of Delaware to employ Young Conaway Stargatt & Taylor, LLP as co-counsel. The firm will provide these services: a. providing legal advice with respect to the Debtors' powers and duties as debtors in possession in the continued operation of their business, management of their properties, and the potential sale of their assets; b. preparing documents in connection with and pursuing confirmation of a plan and approval of a disclosure statement; c. preparing, on behalf of the Debtors, necessary applications, motions, answers, orders, reports, and other legal papers; d. appearing in Court and protecting the interests of the Debtors before the Court; and e. performing all other legal services for the Debtors that may be necessary and proper in these Chapter 11 Cases. The firm will be paid at these rates: Edmon L. Morton, Partner $1,200 per hour Matthew B. Lunn, Partner $1,110 per hour Allison S. Mielke, Associate $780 per hour Shella Borovinskaya, Associate $565 per hour Mariam Khoudari, Associate $565 per hour Kristin L. McElroy, Associate $530 per hour Brynna M. Gaffney, Law Clerk $440 per hour Beth Olivere, Paralegal $375 per hour The firm received retainer payments in the amounts of (i) $150,000 on September 4, 2024, and (ii) $317,114 on October 24, 2024. The firm will also be reimbursed for reasonable out-of-pocket expenses incurred. Edmon L. Morton, a partner at Young Conaway Stargatt & Taylor, LLP, disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached at: Edmon L. Morton, Esq. Matthew B. Lunn, Esq. Allison S. Mielke, Esq. Shella Borovinskaya, Esq. Young Conaway Stargatt & Taylor, LLP Rodney Square 1000 North King Street Wilmington, DE 19801 Tel: (302) 571-6600 Fax: (302) 571-1253 Email: emorton@ycst.com mlunn@ycst.com amielke@ycst.com sborovinskaya@ycst.com About Franchise Group Inc. 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. Franchise Group, Inc. and its affiliates filed their voluntary petition for relief under Chapter 11 of the Bankrutpcy Code (Bankr. D. Del. Lead Case No. 24-12480) on Nov. 3, 2024, listing $1,000,000,001 to $10 billion in both assets and liabilities. The petitions were signed by David Orlofsky as chief restructuring officer. The Debtors tapped Willkie Farr & Gallagher LLP and Young Conaway Stargatt & Taylor, LLP as legal counsel; AlixPartners as financial advisor and chief restructuring officer; Ducera Partners as investment banker; Ernst & Young LLP as tax, accounting and valuation services provider; and Deloitte & Touche LLP as independent auditor. Paul Hastings LLP and Lazard serve as legal counsel and investment banker, respectively, to the first lien ad hoc group. FREE SPEECH: Jones' Parents to Receive Ch.11 Trustee Deal Payment ----------------------------------------------------------------- Randi Love of Bloomberg Law reports that a bankruptcy trustee overseeing the liquidation of Alex Jones' assets has filed for approval to pay $375,000 to Jones' parents as part of a settlement tied to dietary supplements promoted on his Infowars show. According to Bloomberg Law, the settlement aims to resolve a $68 million claim in Jones' bankruptcy case by PQPR Holdings Ltd., a dietary supplement vendor primarily owned by Jones' estate and managed by his father, David Jones. The details were outlined in the Chapter 7 trustee's January 3 filing with the US Bankruptcy Court for the Southern District of Texas. To simplify the process, the proposed arrangement includes a direct payment to Jones' parents, who hold a minority stake in the company, the report states. About Free Speech Systems Free Speech Systems LLC is a broadcast media production and distribution company that provides broadcasting aural programs by radio to the public. Free Speech Systems is a family-run business founded by Alex Jones. FSS is presently engaged in the business of producing and syndicating Jones' radio and video talk shows and selling products targeted to Jones' loyal fan base via the Internet. Today, FSS produces Alex Jones' syndicated news/talk show (The Alex Jones Show) from Austin, Texas, which airs via the Genesis Communications Network on over 100 radio stations across the United States and via the internet through websites including Infowars.com. Due to the content of Alex Jones' shows, Jones and FSS have faced an all-out ban of Infowars from mainstream online spaces. Shunning from financial institutions and banning Jones and FSS from major tech companies began in 2018. Conspiracy theorist Alex Jones has been sued by victims' family members over Jones' lies that the 2012 Sandy Hook Elementary School shooting was a hoax. Jones' InfoW LLC and affiliates, IWHealth, LLC and Prison Planet TV, LLC, filed petitions under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. S.D. Texas Lead Case No. 22-60020) on April 18, 2022. FRONTIER COMMUNICATIONS: Moody's Raises CFR to 'B2' --------------------------------------------------- Moody's Ratings upgraded Frontier Communications Holdings, LLC's Corporate Family Rating to B2 from B3, Probability of Default Rating to B2-PD from B3-PD, the rating on the senior secured first lien notes and bank credit facilities to B2 from B3, and the rating on the senior secured second lien notes to Caa1 from Caa2. Concurrently, Moody's also assigned B2 rating to the $1,025 million senior secured first lien term loan B and Moody's also placed this under review for upgrade. Moody's also maintained the ratings under review for further upgrade. The company's SGL-2 Speculative Grade Liquidity Rating remains unchanged. The upgrade reflects the company's improved operating performance, successful fiber footprint expansion, operating scale, and financial flexibility including the recent addition of a $1.5 billion asset-backed delayed draw term loan due 2029 (unrated). At September 30, 2024, Frontier had surpassed 7.6 million in fiber passings (-50% of 15.4 million total passings), captured around 2.3 million fiber broadband subscribers, and achieved three consecutive quarters of revenue growth reversing years of declining revenue trends. In addition, Frontier ended the third quarter of 2024, with $1.3 billion in cash and cash equivalents, and had no debt maturities until 2027. The B2 rating assigned to the term loan B facility is at the same level as the CFR, reflecting the benefits from a first lien pledge of stock of certain subsidiaries of Frontier. The term loan will have the same terms and conditions as the existing term loan B facility. Moody's maintain Moody's ratings under review for upgrade as Moody's expect Frontier's credit quality to further improve upon closing of its sale to Verizon Communications Inc. (Baa1 stable). RATINGS RATIONALE Frontier Communications Holdings, LLC (Frontier)'s B2 Corporate Family Rating (CFR) reflects the company's continued operating momentum, successful fiber footprint expansion, scale, and disciplined approach towards balance sheet management and liquidity. Over the past few years, Frontier has expanded its fiber footprint at an average rate of 1.2 to 1.3 million passings per annum, improved its value proposition by offering faster broadband speeds, and consistently recaptured market share while maintaining a strong liquidity profile. At the same time, Moody's credit view considers the company's high leverage, sizable capex program and elevated execution risks associated with the company's on-going plans to modernize and transform its legacy network to fiber. By 2027, Frontier aims to increase its expected fiber passings to more than 10 million premises. In addition, Moody's opinion considers the competitive intensity in the telecommunications services industry. Across most of the company's footprint, Frontier competes against well entrenched cable operators, wireless competitors, and to a lesser degree overbuilders who offer similar services to enterprise and consumers. The SGL-2 speculative grade liquidity rating reflects Moody's expectations that Frontier will maintain good liquidity over the next 12 to 18 months. Frontier's liquidity position is supported by around $1.3 billion in cash, and a $925 million revolving credit facility, under which (at September 30, 2024) $660 million remained available due to $265 million in outstanding letters of credit. The $925 million Revolving Facility will be available on a revolving basis until the earliest of (a) April 30, 2028, (b) 91 days prior to the maturity date of the term loan facility (due July 2031), (c) unless such notes have been repaid and/or redeemed in full, the date that is 91 days prior to the stated maturity date of the 5.875% first lien notes due October 15, 2027, and (d) unless such notes have been repaid and/or redeemed in full, the date that is 91 days prior to the stated maturity date of the 5.000% first lien notes due May 1, 2028. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS The review for upgrade reflects Moody's expectation that Frontier's credit quality will improve upon closing of the acquisition given Verizon's balance sheet strength, scale and market position. Frontier will benefit from Verizon's greater corporate resources, and access to capital markets. The review will also focus on the likelihood and timing of the transaction, the final capital structure, as well as Verizon's plans for the existing debt at Frontier, including whether Frontier's debt will be repaid, guaranteed or legally assumed by Verizon. Lastly, as the ratings are on review for upgrade, a downgrade is unlikely over the near term. However, in the event the Verizon transaction does not close, should total debt-to-EBITDA (inclusive of Moody's adjustments) be above 6.0x could lead to a downgrade. Headquartered in Dallas, TX, Frontier Communications Parent, Inc. is an Incumbent Local Exchange Carrier (ILEC), and is considered the fourth largest wireline telecommunications company in the US covering 25 states. The principal methodology used in these ratings was Telecommunications Service Providers published in November 2023. FTX TRADING: Ex-Employees Buy Failed European Unit for $32.7-Mil. ----------------------------------------------------------------- Muyao Shen of Bloomberg News reports that Backpack Exchange, a cryptocurrency trading platform founded by former employees of Sam Bankman-Fried's FTX and Alameda Research, has acquired FTX's European unit for $32.7 million. According to the report, the acquisition is part of Backpack's strategy to expand its derivatives offerings in Europe. FTX EU was one of the divisions included in the bankruptcy after the collapse of Bankman-Fried's firm in 2022. Under the terms of the deal, Backpack, based in Dubai, will take on the responsibility of distributing court-approved bankruptcy claims, amounting to approximately EUR53 million ($55 million), to FTX EU customers. About FTX Trading Ltd. FTX is the world's second-largest cryptocurrency firm. FTX is a cryptocurrency exchange built by traders, for traders. FTX offers innovative products including industry-first derivatives, options, volatility products and leveraged tokens. Then CEO and co-founder Sam Bankman-Fried said Nov. 10, 2022, that FTX paused customer withdrawals after it was hit with roughly $5 billion worth of withdrawal requests. Faced with liquidity issues, FTX on Nov. 9 struck a deal to sell itself to its giant rival Binance, but Binance walked away from the deal amid reports on FTX regarding mishandled customer funds and alleged US agency investigations. At 4:30 a.m. on Nov. 11, Bankman-Fried ultimately agreed to step aside, and restructuring vet John J. Ray III was quickly named new CEO. FTX Trading Ltd (d/b/a FTX.com), West Realm Shires Services Inc. (d/b/a FTX US), Alameda Research Ltd. and certain affiliated companies then commenced Chapter 11 proceedings (Bankr. D. Del. Lead Case No. 22-11068) on an emergency basis on Nov. 11, 2022. Additional entities sought Chapter 11 protection on Nov. 14, 2022. FTX Trading and its affiliates each listed $10 billion to $50 million in assets and liabilities, making FTX the biggest bankruptcy filer in the US this year. According to Reuters, SBF shared a document with investors on Nov. 10 showing FTX had $13.86 billion in liabilities and $14.6 billion in assets. However, only $900 million of those assets were liquid, leading to the cash crunch that ended with the company filing for bankruptcy. The Hon. John T. Dorsey is the case judge. The Debtors tapped Sullivan & Cromwell, LLP as bankruptcy counsel; Landis Rath & Cobb, LLP as local counsel; and Alvarez & Marsal North America, LLC as financial advisor. Kroll is the claims agent, maintaining the page https://cases.ra.kroll.com/FTX/Home-Index The official committee of unsecured creditors tapped Paul Hastings as bankruptcy counsel; Young Conaway Stargatt & Taylor, LLP as Delaware and conflicts counsel; FTI Consulting, Inc. as financial advisor; and Jefferies, LLC as investment banker. Montgomery McCracken Walker & Rhoads LLP, led by partners Gregory T. Donilon, Edward L. Schnitzer, and David M. Banker, is representing Sam Bankman-Fried in the Chapter 11 cases. White-collar crime specialist Mark S. Cohen has reportedly been hired to represent SBF in litigation. Lawyers at Paul Weiss previously represented SBF but later renounced representing the entrepreneur due to a conflict of interest. FTX TRADING: Starts Repayment to Convenience Class Creditors ------------------------------------------------------------ Julie J of The Currency Analytics reports that FTX Trading, the defunct cryptocurrency exchange, has begun a new phase in its customer repayment efforts, focusing initially on the convenience class of creditors. This move is part of a broader plan to address claims arising from its bankruptcy filing in November 2022, the report says. According to The Currency Analytics, the reorganization plan was officially announced on January 3, marking a significant step forward in FTX's efforts to restore value to its creditors. On January 3, 2025, the estate launched the first round of distributions for claims from the convenience class. This development represents a key turning point in the bankruptcy proceedings, which have been plagued by legal and procedural delays. The convenience class consists of creditors with claims valued under $50,000. To participate in the distribution, these creditors must fulfill specific pre-distribution requirements, such as completing Know Your Customer (KYC) verification, submitting tax documentation, and choosing a distribution provider. These steps must be completed by January 20, 2025. Claimants who fail to meet the requirements by the deadline will be moved to later repayment phases. Those who complete the necessary steps will be eligible for repayment within a 60-day window, during which they will collectively receive about $1.2 billion. Creditors in the convenience class will receive full repayment of their claims, plus an added incentive. Court orders stipulate they will be reimbursed 119% of their claim value as of FTX's bankruptcy filing date, the report states. Kraken and BitGo have been chosen as service providers to manage the distribution, offering creditors the option to receive their funds in US dollars or convert them into cryptocurrency. This strategy prioritizes smaller creditors, who may find the complexities of bankruptcy proceedings challenging, ensuring they receive appropriate compensation, according to report. Ongoing Progress and Challenges While the convenience class is seeing progress, there is still uncertainty regarding repayment timelines for larger claims and other creditor groups. However, experts suggest that additional repayment phases could begin shortly after the convenience class distribution is completed, supporting FTX’s aim to resolve claims efficiently, The Currency Analytics reports. In December 2024, the FTX estate reported raising more than $14 billion, a key milestone that underpins its efforts to compensate users fully. This funding is vital for continuing the repayment process, bringing hope to creditors awaiting resolution since FTX's collapse. About FTX Trading Ltd. FTX is the world's second-largest cryptocurrency firm. FTX is a cryptocurrency exchange built by traders, for traders. FTX offers innovative products including industry-first derivatives, options, volatility products and leveraged tokens. Then CEO and co-founder Sam Bankman-Fried said Nov. 10, 2022, that FTX paused customer withdrawals after it was hit with roughly $5 billion worth of withdrawal requests. Faced with liquidity issues, FTX on Nov. 9 struck a deal to sell itself to its giant rival Binance, but Binance walked away from the deal amid reports on FTX regarding mishandled customer funds and alleged US agency investigations. At 4:30 a.m. on Nov. 11, Bankman-Fried ultimately agreed to step aside, and restructuring vet John J. Ray III was quickly named new CEO. FTX Trading Ltd (d/b/a FTX.com), West Realm Shires Services Inc. (d/b/a FTX US), Alameda Research Ltd. and certain affiliated companies then commenced Chapter 11 proceedings (Bankr. D. Del. Lead Case No. 22-11068) on an emergency basis on Nov. 11, 2022. Additional entities sought Chapter 11 protection on Nov. 14, 2022. FTX Trading and its affiliates each listed $10 billion to $50 million in assets and liabilities, making FTX the biggest bankruptcy filer in the US this year. According to Reuters, SBF shared a document with investors on Nov. 10 showing FTX had $13.86 billion in liabilities and $14.6 billion in assets. However, only $900 million of those assets were liquid, leading to the cash crunch that ended with the company filing for bankruptcy. The Hon. John T. Dorsey is the case judge. The Debtors tapped Sullivan & Cromwell, LLP as bankruptcy counsel; Landis Rath & Cobb, LLP as local counsel; and Alvarez & Marsal North America, LLC as financial advisor. Kroll is the claims agent, maintaining the page https://cases.ra.kroll.com/FTX/Home-Index The official committee of unsecured creditors tapped Paul Hastings as bankruptcy counsel; Young Conaway Stargatt & Taylor, LLP as Delaware and conflicts counsel; FTI Consulting, Inc. as financial advisor; and Jefferies, LLC as investment banker. Montgomery McCracken Walker & Rhoads LLP, led by partners Gregory T. Donilon, Edward L. Schnitzer, and David M. Banker, is representing Sam Bankman-Fried in the Chapter 11 cases. White-collar crime specialist Mark S. Cohen has reportedly been hired to represent SBF in litigation. Lawyers at Paul Weiss previously represented SBF but later renounced representing the entrepreneur due to a conflict of interest. FULCRUM BIOENERGY: Jan. 23, 2025 Claims Filing Deadline Set ----------------------------------------------------------- The U.S. Bankruptcy Court for the District of Delaware set Jan. 23, 2025, at 5:00 p.m. (Prevailing Eastern Time) as the last date and time for creditors to file their proofs of claim against Fulcrum BioEnergy Inc. and its debtor-affiliates. The Court set March 10, 2025, at 5:00 p.m. (Prevailing Eastern Time) as the deadline for all governmental units to file their claims against the Debtors. All completed proofs of claim must be submitted to: Fulcrum Claims Processing Center c/o KCC dba Verita Global 222 N. Pacific Coast Hwy., Ste. 300 El Segundo, CA 90245 Alternatively, your claim can be filed electronically on Verita's website at https://www.veritaglobal.net/Fulcrum To receive confirmation that the claim has been filed, either enclose a stamped self addressed envelope and a copy of this form or you may view a list of filed claims in this case by visiting the Claims and Noticing and Agent's website at https://www.veritaglobal.net/Fulcrum. About Fulcrum Bioenergy Fulcrum Bioenergy Inc. operates as a clean energy company described as a pioneer in sustainable aviation fuel (SAF) production. Fulcrum Bioenergy Inc. and its affiliates sought relief under Chapter 11 of the Bankruptcy Code (Bankr. D. Del. Lead Case No. 24-12008) on Sept. 9, 2024. In the petition filed by Mark J. Smith, as chief restructuring officer, the Debtor reports estimated assets up to $50,000 and estimated liabilities between $100 million and $500 million. The Honorable Bankruptcy Judge Thomas M. Horan handles the case. The Debtors tapped Morris, Nichols, Arsht & Tunnell LLP as counsel; and Development Specialists, Inc., as investment banker. Kurtzman Carson Consultants, LLC, d/b/a Verita Global, is the claims agent. GENERATIONS ON 1ST: Case Summary & One Unsecured Creditor --------------------------------------------------------- Debtor: Generations on 1st LLC 1405 1st Avenue N Fargo, ND 58102 Business Description: The Debtor is the fee simple owner of the real property with an address at 26 1st Avenue SW Watertown, South Dakota 57201, which has an appraised value of $13.18 million. Chapter 11 Petition Date: January 6, 2025 Court: United States Bankruptcy Court District of North Dakota Case No.: 25-30002 Judge: Hon. Shon Hastings Debtor's Counsel: Maurice VerStandig, Esq. THE DAKOTA BANKRUPTCY FIRM 1630 1st Avenue N Suite B PMB 24 Fargo, North Dakota 58102-4246 Tel: 701-394-3215 E-mail: mac@dakotabankruptcy.com Total Assets: $13,567,037 Total Liabilities: $12,137,102 The petition was signed by Jesse Craig as managing member. The Debtor listed Blacktail Investments, LLC with an address at PO Box 628, Fargo, ND 58107, as its sole unsecured creditor, holding a claim of $15,000. A full-text copy of the petition is available for free on PacerMonitor at: https://www.pacermonitor.com/view/KIGCRDA/Generations_on_1st_LLC__ndbke-25-30002__0001.0.pdf?mcid=tGE4TAMA GLOVES BUYER: Moody's Rates New $1.9BB First Lien Loan 'B3' ----------------------------------------------------------- Moody's Ratings assigned a B3 rating to Gloves Buyer, Inc.'s proposed $1.925 billion backed senior secured first lien term loan. At the same time, Moody's affirmed Gloves Buyer's existing ratings, including its B3 corporate family rating, B3-PD probability of default rating and B3 ratings on its existing bank credit facilities including its $90 million senior secured first lien revolving credit facility and approximately $1.0 billion senior secured first lien term loans. The rating outlook was changed to positive from stable. Proceeds from the new term loan along with approximately $515 million new preferred and common equity will be used to fund the proposed acquisition of Honeywell Corporation's Personal Protective Equipment division ("Honeywell PPE") in an all cash transaction valued at $1.325 billion. The company will also refinance Gloves Buyer's outstanding term loan and preferred equity, add cash to the balance sheet and pay related fees and expenses. Gloves Buyer plans to replace its existing $90 million senior secured first lien revolving credit facility with a new unrated asset based revolving credit facility of up to $300 million. All ratings are subject to the transaction closing as proposed and review of final documentation. The ratings on Gloves Buyer's existing bank credit facilities will be withdrawn upon completion of their refinancing. The outlook change to positive reflects governance considerations including the use of common and preferred equity to fund approximately 40% of the transaction, which will lead to a material improvement in Moody's adjusted proforma leverage to 5.4x from 6.0x LTM October 2024. The acquisition also provides increased scale, product breadth, geographic diversity and meaningful synergy opportunities, which enable further opportunity for deleveraging. Gloves Buyer's CIS score was raised to CIS-4 from CIS-5 as a result of its governance score being increased to G-4 from G-5, reflecting Moody's view of improved financial strategy and risk management given the use of equity for the acquisition and increased scale that supports deleveraging. The B3 CFR affirmation reflects that while the company has a proven acquisition and integration track record, having made eight prior acquisitions since being acquired in 2021, the Honeywell PPE transaction brings significant execution and integration risks given its relative size, which more than doubles the company's revenue, and requires returning the acquired business to profitable growth. RATINGS RATIONALE Gloves Buyer, Inc.'s B3 CFR reflects its small revenue scale, despite more than doubling its size with the proposed Honeywell PPE transaction, the competitive and fragmented nature of the PPE industry, and private equity ownership with an acquisitive growth strategy and high leverage profile. Future consolidation in the industry is likely given its fragmented nature. While the rating is constrained by a narrow product focus in personal protective equipment and exposure to cyclicality in some of its end markets, this is somewhat mitigated by the consumable and essential nature of workplace safety products, benefiting from a focus on workplace safety, good end market diversification, and leading position as a provider of hand and arm protection in North America. The acquisition provides complementary product categories creating a global head-to-toe supplier of consumable PPE, across both high and general risk categories. Moody's expect liquidity to remain good, supported by balance sheet cash, free cash flow and excess revolver availability. The proposed ABL will include a springing fixed charge coverage covenant set at 1.0x, triggered if excess availability is less than the greater of 10% of the line cap and $22.5 million. Moody's do not expect the company to have to meet this test over the next twelve months following closing of the transaction. The proposed term loan will not contain financial maintenance covenants. The positive outlook reflects Moody's expectation that Gloves Buyer will successfully integrate Honeywell PPE over time while driving steady revenue and earnings growth and deleveraging while maintaining good liquidity. Marketing terms for the new credit facility (final terms may differ materially) include the following: Incremental debt capacity up to the greater of $400 million and 100% of consolidated adjusted EBITDA, plus unlimited amounts subject to 5.25x first lien net leverage test for pari passu debt, and for second lien debt, a 5.5x first lien net leverage test and a 2.0x interest coverage ratio. There is an inside maturity sublimit up to the greater of $200 million and 50% of EBITDA. A "blocker" provision restricts the transfer of material intellectual property to unrestricted subsidiaries. The credit agreement provides some limitations on up-tiering transactions, requiring affected lender consent for amendments that subordinate the debt and liens unless such lenders can ratably participate in such priming debt. The B3 rating on the proposed senior secured first lien term loan reflects the first lien priority with respect to all assets except for the ABL collateral, on which it will have a second lien. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS The ratings could be upgraded if the company successfully integrates acquired businesses and maintains financial policies that support deleveraging and improved credit metrics. Specifically, a higher rating would require Moody's adjusted debt/EBITDA sustained below 5.75x and good liquidity. The ratings could be downgraded if there is a deterioration of the company's overall performance, including operational or integration challenges, or if its liquidity position were to deteriorate. The ratings could also be downgraded if the company's financial strategy becomes more aggressive, such as through debt-financed acquisitions or shareholder returns, that led to a higher leverage profile. Quantitatively, the ratings could be downgraded if Moody's adjusted debt/EBITDA is maintained above 6.75x or EBITA/interest expense declines below 1.25x. Headquartered in Latham, New York, Gloves Buyer, Inc. is a provider of hand and arm protection as well as other personal protective equipment. When including the proposed Honeywell PPE transaction, pro forma revenue for the twelve months ended October 2024 is around $2.1 billion. The company is majority owned by Odyssey Investment Partners. The principal methodology used in these ratings was Retail and Apparel published in November 2023. GLOVES BUYER: S&P Alters Outlook to Positive, Affirms 'B-' ICR -------------------------------------------------------------- S&P Global Ratings affirmed its 'B-' issuer credit rating on Gloves Buyer Inc. (dba Protective Industrial Products; PIP) and revised its outlook to positive from stable. S&P also assigned its 'B-' issue-level rating to the proposed first-lien senior secured term loan due in 2032. The recovery rating of '3' indicates its expectation for a rounded estimated recovery of 55% (50%-70%). S&P said, "The positive outlook indicates the possibility of an upgrade over the next 12 months if PIP appears on track to integrate the HW PPE acquisition such that we expect revenue growth and higher profitability because of cost synergies, roll-off of one-time transaction costs, and if credit metrics and free operating cash flow (FOCF) strengthen." PIP, a Latham, N.Y.-based distributor and supplier of consumable industrial personal protective equipment (PPE) including hand-and-arm, clothing, eye and hearing, and head protection, has proposed to issue a $1.925 billion term loan B to repay debt and finance the acquisition of Honeywell's Personal Protective Equipment (HW PPE) division. S&P said, "The addition of HW PPE strengthens our view of PIP's business risk profile. We believe PIP benefits from a good position in the niche hand-and-arm protection market, which it continues to bolster using strategic acquisitions to primarily gain access to new markets while expanding scale and diversifying its offerings. The acquisition of Honeywell's PPE business will effectively double the size of the business, which we believe will strengthen PIP's negotiating power with buyers, suppliers, and freight providers. HW PPE also brings complementary product breadth, with offerings more heavily focused on electrical safety, respiratory, fall protection, and first responder products (and far less weight on hand-and-arm protection). We believe stringent safety regulations and the high costs associated with safety failures make many of these products mission critical." Moreover, customers procure many of these products under longer-dated commitments, creating elements of an order backlog that improve revenue visibility and reduce earnings volatility. Furthermore, the consolidation of PIP's and HW PPE's offerings will simplify the customer purchasing experience as unified and more cost effective, with a single delivery and combined invoice for hand-and-arm and broader PPE needs. S&P said, "Credit metrics will weaken with the incremental debt, however we expect deleveraging. In advance of closing the Honeywell transaction, which we expect in the first half of calendar 2025, the company is proposing to issue a $1.925 billion first-lien term loan, $400 million in new preferred equity (treated as 100% debt), and $300 million asset-based lending (ABL) revolver (expected to remain undrawn at closing). The proceeds will help fund the acquisition of the HW PPE business, refinance all obligations in the capital structure, and general corporate purposes, including fees and expenses. "We project PIP will increase adjusted debt to $2.3 billion from $1.17 billion, equating to pro forma leverage of about 8x, an increase of approximately 1.5x. However, leverage remains within our rating expectations, given our improved view of the business with the addition of HW PPE and expected deleveraging from a successful integration. We believe deleveraging will be driven by EBITDA enhancements from cost synergies, cross-selling, improved operating leverage, and the benefits of Honeywell's initiatives prior to the transaction to address inefficiencies. Cross-selling opportunities come from the complimentary nature of PIP's and Honeywell's product lines, which could boost sales beyond our base-case assumptions. "We expect PIP to integrate HW PPE, although execution risks are initially a constraint to a higher rating. PIP has used acquisitions to scale and reduce reliance on hand-and-arm protection. But its previous deals were smaller, tuck-in transactions. With a transaction of this scale and scope, and HW PPE needing to be decoupled from Honeywell International Inc., we see greater execution risk. PIP must also reverse HW PPE's ongoing revenue declines in recent years, which stem from demand headwinds and operational issues such as inventory gaps and pricing strategies that weakened market competitiveness and increased customer attrition. While this could bring added complexity to integration efforts, we believe PIP can address them by investing in inventory management, realigning pricing, and targeting underserved customer segments to restore revenue growth. "Thus, our rating remains constrained until PIP has shown enough progress on integration, turnaround of HW PPE, and deleveraging. That said, opportunities to streamline operations and boost efficiency as well as the opportunities for cross-selling product lines, could drive upside beyond our base-case expectations. "The positive outlook on the rating indicates the possibility of an upgrade over the next 12 months if PIP appears on track to integrate the HW PPE acquisition such that we expect revenue growth on higher profitability from cost synergies, roll-off of one-time transaction costs, and strengthened credit metrics and FOCF." S&P could revise its outlook to stable if: -- S&P observes significant missteps in the acquisition transition, including unexpected costs or delays; or -- PIP's operations significantly underperform amid an economic slowdown and S&P believes leverage will remain above 7x. S&P could raise its rating on PIP if progress on the acquisition integration and operating performance indicate it can: -- Reduce leverage below 7x; and -- Generate FOCF as a percent of debt approaching 5%. S&P said, "Governance is a moderately negative consideration in our credit rating analysis of PIP, as it is for most rated entities owned by private-equity sponsors. We believe the company's highly leveraged financial risk profile points to corporate decision-making that prioritizes the interests of its controlling owners." This also reflects private-equity sponsors' generally finite holding periods and focus on maximizing shareholder returns. Environmental and social factors have a negligible overall influence on S&P's ratings on PIP. GOLDEN WEST: $290MM Bank Debt Trades at 17% Discount ---------------------------------------------------- Participations in a syndicated loan under which Golden West Packaging Group LLC is a borrower were trading in the secondary market around 83.1 cents-on-the-dollar during the week ended Friday, January 3, 2025, according to Bloomberg's Evaluated Pricing service data. The $290 million Term loan facility is scheduled to mature on December 1, 2027. About $253.8 million of the loan has been drawn and outstanding. City of Industry, California,- based Golden West Packaging Group LLC is an independent converter of corrugated packaging, serving various end-markets. The company has been formed by private equity firm Lindsay Goldberg in 2017 through the combination of four packaging companies and their captive sheet feeder. GREAT LAKES: S&P Cuts Senior Living Revenue Bonds Rating to 'D' --------------------------------------------------------------- S&P Global Ratings lowered its rating on the Arizona Industrial Development Authority's series 2019A senior living revenue bonds (Great Lakes Senior Living Communities LLC, Ill. project [GLSLC LLC]) to 'D (sf)' from 'CC (sf)'. In addition, S&P removed the rating from CreditWatch, where it was placed with negative implications on Dec. 23, 2024. The series 2019B and 2019C bonds are rated 'D (sf)'. The outlook is not meaningful. "The 'D' rating on the series 2019A bonds follows the nonpayment of full and timely debt service on the Jan. 1, 2025, payment date, in which we understand that series A interest was paid but the principal was not," said S&P Global Ratings credit analyst Daniel Pulter. H-FOOD HOLDINGS: $415MM Bank Debt Trades at 34% Discount -------------------------------------------------------- Participations in a syndicated loan under which H-Food Holdings LLC is a borrower were trading in the secondary market around 66.5 cents-on-the-dollar during the week ended Friday, January 3, 2025, 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. H-FOOD HOLDINGS: Seeks to Hire Porter Hedges LLP as Co-Counsel -------------------------------------------------------------- H-Food Holdings, LLC, and its affiliates seek approval from the U.S. Bankruptcy Court for the Southern District of Texas to hire Porter Hedges LLP as co-counsel. The firm will render these services: a. provide legal advice and services regarding local rules, practices, and procedures; b. provide certain services in connection with administration of these chapter 11 cases, including, without limitation, preparing agendas, hearing notices, and hearing binders of documents and pleadings; c. prepare, review, and comment on proposed drafts of pleadings to be filed with the Court as bankruptcy co-counsel to the Debtors; d. provide legal advice with respect to the Debtors' rights and duties as debtors in possession and continued business operations; e. assist, advise, and represent the Debtors in analyzing the Debtors' capital structure, investigating the extent and validity of liens, cash collateral stipulations, or contested matters; f. assist, advise, and represent the Debtors in any cash collateral and/or postpetition financing transactions; g. assist, advise, and represent the Debtors in any manner relevant to preserving and protecting the Debtors' estates; h. prepare on behalf of the Debtors all necessary applications, motions, answers, orders, reports, and other legal papers; i. appear in Court and to protect the Debtors' interests before the Court; j. at the request of the Debtors, appear in Court and at any meeting with the U.S. Trustee and any meeting of creditors at any given time on behalf of the Debtors as their bankruptcy co-counsel; and k. provide other legal advice and services, as requested by the Debtors, from time to time. The firm's current 2024 standard hourly rates range from $520 to $1,100 for Partners $520 to $1,100 Counsel $400 to $1,100 Associates/Staff $420 to $805 Paraprofessionals $310 to $470 On Nov. 7, 2024, PH received an initial retainer in the amount of $100,000. On Nov. 19, 2024, the firm received an additional retainer of $150,000 for its prepetition and post-petition services rendered and expenses incurred on behalf of the Debtors. The following is provided in response to the request for additional information set forth in Paragraph D.1 of the Fee Guidelines: Question: Did you agree to any variations from, or alternatives to, your standardor customary billing arrangements for this engagement? Response: No. Question: Do any of the professionals included in this engagement vary their rate based on the geographic location of the bankruptcy case? Response: No. Question: If you represented the client in the 12 months prepetition, disclose your billing rates and material financial terms for the prepetition engagement, including any adjustments or discounts offered during the 12 months prepetition. If your billing rates and material financial terms have changed postpetition, explain the difference and the reasons for the difference. Response: PH was retained in October 2024 and its standard rates have remained unchanged from that time through the Petition Date. John Higgins, Esq., a partner at Porter Hedges, disclosed in a court filing that the firm is a "disinterested person" as defined in section 101(14) of the Bankruptcy Code. The firm can be reached through: John F. Higgins, Esq. PORTER HEDGES LLP 1000 Main Street, 36th Floor Houston TX 77002 Tel: (713) 226-6648 Email: jhiggins@porterhedges.com About H-Food Holdings H-Food Holdings, LLC, formerly known as Matterhorn Merger Sub, LLC, was founded in 2009 in Grand Rapids, Mich. The company and its affiliated debtors are a contract manufacturer of food products, producing and supplying, among other things, nutrition bars, frozen packaged foods, meal kits, snacks, sauces, refrigerated trays, overwrap, custom packaging solutions, and more to customers. As the largest food co-manufacturer in North America, the Debtors manufacture some of the most valued and recognizable brands, and the Debtors' key customers include many of the leading consumer packaged goods customers in North America. The Debtors filed Chapter 11 petitions (Bankr. S.D. Texas Lead Case No. 24-90586) on Nov. 22, 2024, listing $1 billion to $10 billion in both assets and liabilities. Robert M. Caruso, chief restructuring officer, signed the petitions. Judge Alfredo R. Perez presides over the cases. The Debtors tapped Ropes & Gray, LLP as general bankruptcy counsel; Porter Hedges, LLP as co-bankruptcy counsel; Evercore Group, LLC as investment banker; and Alvarez & Marsal North America, LLC as financial advisor. HARBORVIEW REHABILITATION: Seeks to Use Cash Collateral ------------------------------------------------------- Harborview Rehabilitation and Care Center at Doylestown, LLC asked the U.S. Bankruptcy Court for the Eastern District of Pennsylvania for authority to use cash collateral. The company has additional cash needs for the payment of utilities, insurance, payroll and other operating expenses. It is instituting various overhead cuts and has made operational changes so that it can continue to operate. GHP Doylestown, LP is believed to be the landlord of the property where Harborview operates its business. As part of the lease, the lender has been granted a security interest in certain assets of the company, which may constitute cash collateral. As adequate protection, Harborview proposed to provide the lender with replacement liens on post-petition cash collateral and all other assets in which it may have a pre-bankruptcy security interest and lien only to the extent that the lender is secured in pre-bankruptcy cash collateral. The replacement liens will only be effective to the extent there is a diminution in the amount of cash collateral post-petition. To the extent it is secured in cash collateral, GHP will be granted an administrative claim superior in priority to all other administrative claims except for claims of professionals in the case and fees owed to the Office of the U.S. Trustee. Such replacement liens will be effective without further recordation and will have the same priority as exists pre-petition. About Harborview Rehabilitation and Care Center Harborview Rehabilitation and Care Center at Doylestown, LLC sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. E.D. Pa. Case No. 25-10021-pmm) on January 3, 2025. In the petition signed by Leibel Gutman, manager of sole member, the Debtor disclosed up to $10 million in both assets and liabilities. Judge Patricia M. Mayer oversees the case. Robert E. Chernicoff, Esq., at Cunningham, Chernicoff and Warshawsky PC, represents the Debtor as legal counsel. HELIUS MEDICAL: Sells First PoNS System to VA Healthcare System --------------------------------------------------------------- Helius Medical Technologies, Inc. announced the first PoNS System sale to the VA Healthcare System. The PoNS System sale through Helius' distributor, Lovell Government Services, was at the contracted price of $23,844, comprised of $16,499 for the PoNS Controller and $7,345 for the PoNS Mouthpiece. "We are excited to announce the first PoNS System sale to the VA and are proud to support advancing the treatment of gait deficit for Veterans with MS," said Dane Andreeff, Helius President and Chief Executive Officer. "Since the approval of PoNS for inclusion on the Federal Supply Schedule contract, we have worked hard to integrate with the VA as an approved vendor to streamline future operations. This sale to one of the larger VA Centers of Excellence in MS, serves as a launching point for further penetration into this patient population of up to 70,000 veterans with MS as we continue to expand our sales coverage which currently extends across many of the VAs on the east coast and southeast. Additionally, this order provides valuable market pricing evidence that supports our efforts to advance discussions for broader Medicare reimbursement with CMS." PoNS is indicated in the U.S. for use as a short-term treatment of gait deficit in adults with mild-to-moderate symptoms from MS when used in conjunction with physical therapy. The VA estimates that between 55,000 and 70,000 veterans in the U.S. are living with MS. The Company is committed to supporting this community as demonstrated in a recent spotlight on KATU that featured veteran and PoNS user Kevin Byrne, whose inspiring journey underscores the potential of PoNS Therapy®. The Company now has a team of independent sales professionals covering many VA locations along the east coast and in the southeast and is working to further expand coverage to all VA MS Centers of Excellence network facilities across the U.S. The PoNS device was approved for inclusion on Lovell's Veterans Affairs (VA) Federal Supply Schedule (FSS) and General Services Administration (GSA) Advantage contracts earlier in 2024. The contract award number #V797D- 50450 enables the VA and other federal entities to purchase PoNS at pre- approved pricing via the VA's FSS Medical Equipment and Surgical (Med/Surg) Contract at VA National Acquisition Center MedSurg Catalog and via the GSA Advantage online catalog at GSA Advantage. The PoNS system, Item # S1-001-02, is priced at $23,843.72 and the PoNS mouthpiece, Item # M1-001 is priced at $7,344.97. About Lovell Government Services Lovell Government Services has been a trusted SDVOSB vendor since 2013 with a proven track record of successfully introducing suppliers to the government market. Lovell is a two-time Inc. 5,000 honoree and leader in the federal space. They partner with medical and pharmaceutical companies looking to better serve Veteran and military patient populations, increase their federal revenue stream, and win government contracts. Learn more at www.lovellgov.com. About the PoNS Device and PoNS Therapy The Portable Neuromodulation Stimulator is an innovative, non-implantable, orally applied therapy that delivers neurostimulation through a mouthpiece connected to a controller and it's used, primarily at home, with physical rehabilitation exercise, to improve balance and gait. The PoNS device, which delivers mild electrical impulses to the tongue, is indicated for use in the United States as a short-term treatment of gait deficit due to mild-to-moderate symptoms from multiple sclerosis and is to be used as an adjunct to a supervised therapeutic exercise program in patients 22 years of age and over by prescription only. PoNS has shown effectiveness in treating gait or balance and a significant reduction in the risk of falling in stroke patients in Canada, where it received authorization for sale in three indications: (i) for use as a short-term treatment (14 weeks) of gait deficit due to mild and moderate symptoms from stroke and is to be used in conjunction with physical therapy; (ii) for use as a short-term treatment (14 weeks) of chronic balance deficit due to mild-to-moderate traumatic brain injury and is to be used in conjunction with physical therapy; and (iii) for use as a short-term treatment (14 weeks) of gait deficit due to mild and moderate symptoms from MS and is to be used in conjunction with physical therapy. PoNS is also authorized for sale in Australia for short term use by healthcare professionals as an adjunct to a therapeutic exercise program to improve balance and gait. For more information visit www.ponstherapy.com. About Helius Medical Helius Medical Technologies, Inc. -- http://www.heliusmedical.com/ -- is a neurotechnology Company focused on neurological wellness. Its purpose is to develop, license or acquire non-implantable technologies targeted at reducing symptoms of neurological disease or trauma. Helius Medical Technologies reported a net loss of $8.85 million for the year ended Dec. 31, 2023, compared to a net loss of $14.07 million for the year ended Dec. 31, 2022. As of September 30, 2024, Helius Medical Technologies had cash and cash equivalents of $3.5 million. For the nine months ended September 30, 2024, the Company had an operating loss of $10.8 million, and as of September 30, 2024, its accumulated deficit was $167.8 million. For the nine months ended September 30, 2024, the Company had $0.3 million of net revenue from the commercial sale of products. The Company expects to continue to incur operating losses and net cash outflows until such time as it generates a level of revenue to support its cost structure. There is no assurance that the Company will achieve profitable operations, and, if achieved, whether it will be sustained on a continued basis. These factors indicate substantial doubt about the Company's ability to continue as a going concern within one year after the date the consolidated financial statements were filed. HORIZON INTERNATIONAL: Files Chapter 11 Bankruptcy in Georgia ------------------------------------------------------------- On January 6, 2025, Horizon International LLC filed Chapter 11 protection in the U.S. Bankruptcy Court for the Northern District of Georgia. 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 Horizon International LLC Horizon International LLC an Atlanta-based limited liability corporation operating from Fulton County. Horizon International LLC sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Ga. Case No. 25-50155) on January 6, 2025. In its petition, the Debtor reports estimated assets and liabilities between $500,000 and $1 million each. Honorable Bankruptcy Judge Sage M. Sigler handles the case. HUMPER EQUIPMENT: Hires Carmody Macdonald P.C. as Counsel --------------------------------------------------------- Humper Equipment LLC seeks approval from the U.S. Bankruptcy Court for the Western District of Missouri to employ Carmody Macdonald P.C. as counsel. The firm's services include: a. advising Debtors with respect to their rights, power, and duties in this Chapter 11 Case; b. assisting and advising Debtors in consultations with any appointed committee related to the administration of this Chapter 11 Case; c. assisting Debtors in analyzing the claims of creditors and negotiating with such creditors; d. assisting Debtors with investigation of the assets, liabilities, and financial condition of Debtors and reorganizing Debtors' business in order to maximize the value of Debtors' assets for the benefit of all creditors; e. advising Debtors in connection with the sale of assets or business; f. assisting Debtors in the analysis of and negotiation with any appointed committee or any third-party concerning matters related to, among other things, the terms of a plan of reorganization; g. assisting and advising Debtors with respect to any communications with the general creditor body regarding significant matters in this Chapter 11 Case; h. commencing and prosecuting necessary and appropriate actions and/or proceedings on behalf of Debtors; i. reviewing, analyzing, or preparing on behalf of Debtors all necessary applications, motions, answers, orders, reports, schedules, pleadings, and other documents; j. representing Debtors at all hearings and other proceedings; k. conferring with other professional advisors retained by Debtors in providing advice to Debtors; l. performing all other necessary legal services in this Chapter 11 Case as may be requested by Debtors; and m. assisting and advising Debtors regarding pending arbitration and litigation matters in which Debtors may be involved, including continued prosecution or defense of actions and/or negotiations on Debtors' behalf. The firm will be paid at these rates: Partners $365 to $650 per hour Associates $285 to $375 per hour Paralegals/law clerks $165 to $220 per hour The firm is currently holding the amount of $50,000 as a retainer. The firm will also be reimbursed for reasonable out-of-pocket expenses incurred. Robert E. Eggmann, Esq., a partner at Carmody Macdonald P.C., disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached at: Robert E. Eggmann, Esq. 120 S. Central Avenue, Suite 1800 St. Louis, MO 63105 Telephone: (314) 854-8600 Facsimile: (314) 854-8660 Email: ree@carmodymacdonald.com About Humper Equipment LLC Humper Equipment LLC is a limited liability company. Humper Equipment LLC sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. W.D. Miss. Case No. 24-60818) on December 12, 2024. In the petition filed by James A. Keltner, as sole member, the Debtor reports estimated assets up to $50,000 and estimated liabilities between $10 million and $50 million. The case is overseen by Honorable Bankruptcy Judge Brian T. Fenimore. The Debtor is represented by Sharon L. Stolte, Esq. at Sandberg Phoenix & Von Gontard, PC. HYPERSCALE DATA: Secures $25M in Financing From Ault & Co. ---------------------------------------------------------- Hyperscale Data, Inc., has entered into a Securities Purchase Agreement providing for up to $25 million of financing from Ault & Company, Inc., a related party. Pursuant to the Agreement, Hyperscale Data has agreed to issue and sell to A&C up to $25 million in shares of Series G Convertible Preferred Stock. The Preferred Shares will be senior to all other classes of preferred stock the Company has outstanding except with respect to the Series C Convertible Preferred Stock, with which it ranks in parity, as well as senior to the Company's Class A common stock. Each Preferred Share shall have a stated value of $1,000.00 per share and, upon stockholder approval, shall be convertible at the holder's option into shares of Common Stock at a conversion price equal to the greater of: (i) $0.10 per share, which Floor Price shall not, except for voting rights purposes, be adjusted for stock dividends, stock splits, stock combinations and other similar transactions and (ii) the lesser of (A) $6.74, or (B) a 5% premium to the closing sale price of the Common stock on the day immediately prior to the date of conversion. The Conversion Price will be subject to standard anti-dilution provisions in connection with any stock split, stock dividend, subdivision or similar reclassification of the Common Stock. The Preferred Stock also has "full ratchet" price protection in the event the Company should issue securities at a lower price than the Conversion Price. The Preferred Stock shall pay a dividend at an annual rate of 9.5%, which the Company may, during the first two years, pay in shares of Common Stock. Further, A&C will receive warrants to purchase up to approximately 4.25 million shares of Common Stock, presuming that the full amount of the Preferred Shares is sold, exercisable for five years at $5.92 per share, subject to adjustment. The proceeds from the Financing will be used for expansion of the MI data center to support infrastructure upgrades necessary to support the growing demands of high-performance computing services powering Artificial Intelligence solutions, repayment of outstanding indebtedness and general working capital purposes. "The conversion price of the Preferred Shares is nearly a 25% premium over the current market price. That A&C is willing to invest an additional up to $25 million, beyond the $75 million in shares of a virtually identical series of preferred stock, the Series C Preferred Stock of which it has already purchased approximately $50 million, on those terms should be a clear indicator of our belief that the market has been undervaluing the Company, which I've been highlighting for years. This transaction is more than a number--it's a declaration of my steadfast confidence in our data centers, the crane company, the lending firm, and the exceptional portfolio companies we've nurtured over the past seven years. Each is a vital component of our collective success," said Milton "Todd" Ault III, Executive Chairman of Hyperscale Data and Chairman & CEO of A&C. The Agreement provides for several closings through December 31, 2025, though such dates may be extended by A&C as set forth in the Agreement. The consummation of the transactions contemplated by the Agreement, specifically the conversion of the Preferred Shares and the exercise of the Warrants in an aggregate number in excess of 19.99% on the execution date of the Agreement, are subject to various customary closing conditions as well as regulatory and stockholder approval. In addition to customary closing conditions, the closing of the Financing is also conditioned upon the receipt by A&C of financing to consummate the transaction. Additional information regarding the securities described and the terms of the Financing is available at: https://tinyurl.com/36y4mm68 About Hyperscale Data Hyperscale Data, Inc., formerly known as Ault Alliance, Inc., is a diversified holding company pursuing growth by acquiring undervalued businesses and disruptive technologies with a global impact. Through the Company's wholly and majority-owned subsidiaries and strategic investments, the Company owns and/or operates data centers at which it mines Bitcoin and offers colocation and hosting services for the emerging artificial intelligence ecosystems and other industries, and provides mission-critical products that support a diverse range of industries, including a metaverse platform, oil exploration, crane services, defense/aerospace, industrial, automotive, medical/biopharma, consumer electronics, and textiles. New York, New York-based Marcum LLP, the Company's auditor since 2016, issued a "going concern" qualification in its report dated April 16, 2024, citing that the Company has a working capital deficiency, has incurred net losses, and needs to raise additional funds to meet its obligations and sustain its operations. These conditions raise substantial doubt about the Company's ability to continue as a going concern. IDEAL HEALTH: Seeks to Hire Michael Jay Berger as Legal Counsel --------------------------------------------------------------- Ideal Health and Fitness Corp. seeks approval from the U.S. Bankruptcy Court for the Eastern District of California to employ the Law Offices of Michael Jay Berger as its legal counsel. The firm will render these services: (a) communicate with creditors of the Debtor; (b) review the Debtor's Chapter 11 bankruptcy petition and all supporting schedules; (c) advise the Debtor of its legal rights and obligations in a bankruptcy proceeding; (d) work to bring the Debtor into full compliance with reporting requirements of the Office of the U.S. Trustee; (e) prepare status reports as required by the Court; (f) respond to any motions filed in the Debtor's bankruptcy proceeding; (g) respond to creditor inquiries; (h) review proofs of claim filed in the Debtor's bankruptcy; (i) object to inappropriate claims; (j) prepare Notices of Automatic Stay in all state court proceedings in which the Debtor is sued during the pendency of its bankruptcy proceedings; and (k) prepare a Chapter 11 Plan of Reorganization for the Debtor. The firm will be paid at these hourly rates: Michael Jay Berger, Attorney $645 Sofya Davtyan, Partner $595 Robert Poteete, Associate Attorney $275 Senior Paralegals/Law Clerks $200 On Sept. 18, 2024, the Debtor paid the firm a retainer of $25,000 and a filing fee of $1,738. ` Mr. Berger disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: Michael Jay Berger, Esq. Law Offices of Michael Jay Berger 9454 Wilshire Blvd., 6th Floor Beverly Hills, CA 90212 Telephone: (310) 271-6223 Facsimile: (310) 271-9805 Email: Michael.Berger@bankruptcypower.com About Ideal Health and Fitness Corp. Ideal Health and Fitness Corp. sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. E.D. Calif. Case No. 24-25682) on December 18, 2024, with up to $500,000 in assets and up to $1 million in liabilities. Ben Ragsac, Jr., president and chief executive officer of Ideal Health and Fitness, signed the petition. Judge Frederick E. Clement oversees the case. Michael Jay Berger, Esq., at the Law Offices of Michael Jay Berger, represents the Debtor as bankruptcy counsel. IDEANOMICS INC: Morgan Stanley Seeks Payment of $10-Mil. Deal Fee ----------------------------------------------------------------- Jonathan Randles of Bloomberg News reports that Morgan Stanley claims it remains unpaid for most of a $12 million fee for advising Ideanomics Inc., a now-bankrupt electric vehicle technology company, on its acquisition of VIA Motors. In a filing submitted the day after Christmas in Ideanomics' Chapter 11 bankruptcy case, Morgan Stanley stated it is still owed more than $10 million for its work on the VIA Motors acquisition, which was finalized in January 2023, according to Bloomberg News. Morgan Stanley served as the exclusive financial adviser to Ideanomics for the transaction, which, at the time of its announcement in 2021, the report states. About Ideanomics Inc. New York, N.Y.-based Ideanomics, Inc. is a global electric vehicle company that is focused on driving the adoption of electric commercial vehicles and associated sustainable energy consumption. It is made up of 5 subsidiaries including: VIA Motors, Solectrac, Treeletrik, Wave, and US Hybrid. Ideanomics Inc. and seven of its affiliates sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Del. Lead Case No. 24-12728) on December 4, 2024. In its petition, the Debtor reports assets between $50 million and $100 million and liabilities ranging from $100 million to $500 million. Foley & Lardner LLP serves as the Debtors' general bankruptcy counsel and Ashby & Geddes, P.A. acts as the Debtors' Delaware co-counsel. The Debtors tapped Epiq Corporate Restructuring as noticing and claims agent. Riveron Management Services, LLC is the Debtors' CRO and financial advisor, and SSG Advisors, LLC is the Debtors' investment banker and financial adviser. IHEARTMEDIA INC: Completes $4.8-Bil. Debt Exchange, Cuts $440-Mil. ------------------------------------------------------------------ iHeartMedia, Inc. successfully completed its previously announced comprehensive exchange transactions of iHeartCommunications, Inc.'s outstanding 6.375% Senior Secured Notes due 2026, 5.25% Senior Secured Notes due 2027, 4.75% Senior Secured Notes due 2028, 8.375% Senior Notes due 2027 and senior secured term loans due 2026 for new 9.125% Senior Secured First Lien Notes due 2029, 7.750% Senior Secured First Lien Notes due 2030, 7.000% Senior Secured First Lien Notes due 2031, 10.875% Senior Secured Second Lien Notes due 2030 and senior secured first lien term loans due 2029, respectively, in each case issued by iHeartCommunications. Approximately $4.8 billion (or 92.2%) of the aggregate principal amount of the Existing Debt participated in the Exchange Offers, which expired at 9:00 a.m., New York City time, on December 18, 2024. As a result of the transactions, iHeartMedia has extended the vast majority of its debt maturities by three years; its consolidated annual net cash interest payments are expected to remain relatively flat; and the Company has reduced its total debt by over $440 million. The completion of the Exchange Offers results in a strengthened capital structure that provides iHeartMedia with extended maturities which increases its flexibility to execute on its strategy and business initiatives. As of the Expiration Time, approximately $755.4 million (or 94.4%) of the aggregate principal amount of the 2026 Secured Notes, approximately $743.0 million (or 99.1%) of the aggregate principal amount of the 2027 Secured Notes, approximately $223.1 million (or 44.6%) of the aggregate principal amount of the 2028 Secured Notes, approximately $844.0 million (or 92.1%) of the aggregate principal amount of the Unsecured Notes, in each case, were tendered in the Exchange Offers and approximately $2,258.7 million (or 99.7%) of the aggregate principal amount of the Existing Term Loans participated in the Exchange Offers. Simpson Thacher & Bartlett LLP served as counsel and PJT Partners served as financial advisor to the Company. Davis Polk & Wardwell LLP served as counsel and Perella Weinberg Partners served as financial advisor to an ad hoc group of certain of the holders of the Existing Debt. Additional details on the completion of the comprehensive exchange transactions are included in a Form 8-K available at: https://tinyurl.com/ypnu5474 About iHeartMedia iHeartmedia Inc. develops, owns, and operates the iHeart.com Website, which includes a broad selection of video content posted along with their stories. * * * As reported by the Troubled Company Reporter on March 5, 2024, S&P Global Ratings lowered its issuer credit rating on iHeartMedia Inc. to 'CCC+' from 'B' because it believes the company is dependent on favorable business, financial, and economic conditions to meet its financial obligations. IMPERIAL GROUP: U.S. Trustee Unable to Appoint Committee -------------------------------------------------------- The U.S. Trustee for Region 18 disclosed in a court filing that no official committee of unsecured creditors has been appointed in the Chapter 11 case of Imperial Group Holdings, LLC. About Imperial Group Holdings Imperial Group Holdings, LLC owns Cambridge Manor, a 58-unit luxury townhome located at 12855 Coal Creek Parkway SE, Bellevue, Wash. Imperial Group Holdings filed Chapter 11 petition (Bankr. E.D. Wash. Case No. 24-02040) on December 17, 2024, with total assets of $44,569,440 and total liabilities of $41,470,237. Wai Yi Lin, manager of Imperial Group Holdings, signed the petition. Judge Whitman L. Holt oversees the case. The Debtor is represented by Armand J. Kornfeld, Esq., at Bush Kornfeld, LLP. INDEPENDENT PHYSICIAN: Hires Thompson Law Group P.C. as Counsel --------------------------------------------------------------- Independent Physician Services, LLC seeks approval from the U.S. Bankruptcy Court for the Western District of Pennsylvania to employ Thompson Law Group, P.C. as counsel. The firm will provide these services: a. give legal advice with respect to the Debtor's powers and duties as debtor-in-possession; b. take all necessary action to protect and preserve the Debtor's estate, including the prosecution of actions on behalf of the Debtor, the defense of any actions commenced against the Debtor, negotiations concerning all litigation in which the Debtor is involved and object to claims filed against the Debtor's estate; c. prepare all necessary motions, answers, reports, orders, and other legal papers in connection with the administration of the Debtor's estate; d. perform any and all other legal services for the Debtor in connection with its Chapter 11 case; and e. perform such legal services as the Debtor may request with respect to any matter appropriate in assisting the Debtor's effort to reorganize. The firm will be paid at these rates: Attorneys $350 per hour Paralegals $90 per hour The firm received a retainer in the amount of $10,000. The firm will also be reimbursed for reasonable out-of-pocket expenses incurred. Brian C. Thompson, Esq., a partner at Thompson Law Group, P.C., disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached at: Brian C. Thompson, Esq. Thompson Law Group, P.C. 301 Smith Drive, Suite 6 Cranberry Township, PA 16066 Tel: (724) 799-8404 Fax: (724) 799-8409 Email: bthompson@thompsonattorney.com About Independent Physician Services, LLC Independent Physician Services, LLC, filed a Chapter 11 bankruptcy petition (Bankr. W.D. Pa. Case No. 24-23025) on Dec. 13, 2024. The Debtor hires Thompson Law Group, P.C. as counsel. INTRUSION INC: Announces Stock Exchange Deals with Streeterville ---------------------------------------------------------------- Intrusion Inc. reported in a Form 8-K filed with the Securities and Exchange Commission that it entered into a series of privately-negotiated agreements involving the exchange of Series A Preferred Shares for the Company's common stock. The Exchange Agreements with Streeterville Capital, LLC, a Utah limited liability company, were executed on Dec. 30, 2024, Dec. 31, 2024, Jan. 2, 2025, and Jan. 3, 2025, as detailed below: * December 30, 2024 Exchange: The Company agreed to exchange 1,230 shares of Series A Preferred for 626,388 shares of common stock, representing a fair value of $1,353,000. * December 30, 2024 Exchange: The Company agreed to exchange 2000 shares of Preferred Shares for 614,525 shares of common stock, representing a fair value of $2,200,000. * December 31, 2024 Exchange: The Company agreed to exchange 2,050 shares of Preferred Shares for 629,888 shares of common stock, representing a fair value of $2,255,000. * January 2, 2025 Exchange: The Company agreed to exchange 1,750 shares of Preferred Shares for 626,016 shares of common stock, representing a fair value of $1,925,000. * January 3, 2025 Exchange: The Company agreed to exchange 1,837 shares of Preferred Shares for 667,117 shares of common stock, representing a fair value of $2,020,700. The issuance of the shares in each exchange was being conducted pursuant to the exemption from registration requirements under Section 3(a)(9) of the Securities Act of 1933, as amended. Total common shares outstanding following the exchange of Series A Preferreed and the sale of shares pursuant to the ATM program as of the Jan. 3, 2025 is 16,885,394. ATM Program Update The Company also provided an update on its ATM program, under which B. Riley Securities, Inc. serves as the sales agent. The program allows Intrusion to sell up to $50.0 million in common stock using a shelf registration statement on Form S-3 filed on Aug. 5, 2021. However, as of March 31, 2023, the Company became subject to the offering limits outlined in General Instruction I.B.6 of Form S-3, reducing the amount available for sale to an aggregate of $15 million. For the twelve months ended Dec. 31, 2024, the Company received approximately $9.8 million in net proceeds from the sale of common stock under the ATM program. Since the inception of the program, the Company has raised approximately $22.0 million, net of fees, from the sale of 7.5 million shares of common stock. About Intrusion Headquartered in Plano, Texas, Intrusion Inc. offers businesses of all sizes and industries products and services that leverage the Company's exclusive threat intelligence database of over 8.5 billion IP addresses and domain names. After many years of gathering intelligence and providing its INTRUSION TraceCop and Savant solutions exclusively to government entities, the Company released its first commercial product in 2021, the INTRUSION Shield. INTRUSION Shield was designed to allow businesses to incorporate a Zero Trust, reputation-based security solution into their existing infrastructure to observe traffic flow and instantly block known malicious or unknown connections from both entering or exiting a network, making it an ideal solution for protecting from Zero-Day and ransomware attacks. Dallas, Texas-based Whitley Penn LLP, the Company's auditor since 2009, issued a "going concern" qualification in its report dated April 1, 2024, citing that the Company has suffered recurring losses from operations, negative cash flows from operations, and has a net working capital deficiency that raise substantial doubt about its ability to continue as a going concern. ISPECIMEN INC: Expands CEO's Role to Include Treasurer & Secretary ------------------------------------------------------------------ iSpecimen Inc. filed a Form 8-K with the Securities and Exchange Commission, reporting that on Dec. 27, 2024, the Board of Directors of the Company, by written consent, appointed Mr. Robert Bradley Lim, the Company's chief executive officer, to the additional roles of treasurer and secretary of the Company in accordance with the Company's Second Amended and Restated Bylaws. The appointment does not involve any changes to Mr. Lim's compensation or other terms of employment. About iSpecimen Headquartered in Lexington, Massachusetts, iSpecimen -- http://www.ispecimen.com/-- offers an innovative marketplace platform that connects life science researchers with healthcare providers to access high-quality biospecimens. Through its proprietary technology and extensive network, iSpecimen streamlines the procurement process, accelerating medical discoveries and advancing global healthcare. For more information, visit www.ispecimen.com. Boston, Massachusetts-based Wolf & Company, P.C., the Company's auditor since 2014, issued a "going concern" qualification in its report dated March 13, 2024, citing that the Company has suffered recurring losses and negative cash flows from operations and has a significant accumulated deficit. These conditions raise substantial doubt about the Company's ability to continue as a going concern. IVANKOVICH FAMILY: Affiliates Seek to Use Cash Collateral --------------------------------------------------------- A&O Family LLC and A&O Family LLC, affiliates of Ivankovich Family, LLC, asked the U.S. Bankruptcy Court for the Southern District of Florida, Miami Division, for authority to, among other things, use the cash collateral of Wedbush Securities, Inc. and Celadon Financial Group. The companies will use the cash collateral to fund up to a maximum of $3 million of the secured loan of $5 million authorized by the court in its previous order authorizing use of cash collateral. Prior to the bankruptcy filing, A&O Florida held securities and certificates of deposit with Wedbush, as clearing agent, in an account ending in 1444, introduced by Celadon, the broker responsible for executing all transactions in the accounts as instructed by A&O Florida and also ultimately responsible for payment of any margin loan balance in the event A&O Florida defaults to Wedbush. As of the November 2024 statement, A&O Florida had $11.813 million in equities, bonds, and certificates of deposit, which was subject to a $4.4 million negative cash balance that reflected the margin loan on the account. Prepetition, A&O Illinois held securities with Wedbush, as clearing agent, in an account ending in 1441, introduced by Celadon. As of the November 2024 statement, A&O Illinois had $1.781 million in equities and bonds, which was subject to a $869,039 negative cash balance that reflected the margin loan on the account. Post-petition, using the pre-bankruptcy protocol that was previously in place between the parties, Celadon applied the proceeds from a matured investment and interest received from held investments in the 1441 and 1444 accounts, to the margin loans rather than segregating the amounts received in a separate cash account, without A&O Family and A&O Family's express consent or court approval. The application of amounts reduced interest paid on the margin loans by A&O Florida and A&O Illinois. Celadon, Wedbush, and the companies have agreed, and request court approval that, as adequate protection, (a) Celadon/Wedbush may retain post-petition transfers from the accounts through October 31, 2024 made in accordance with the terms of the pre-petition loan Documents, and (b) Celadon/Wedbush may retain payments for only the post-petition interest on the margin loan balances after October 31, 2024. In addition to the retention of the post-petition application of proceeds from investments and interest to reduce the balance on the margin loans for Accounts 1441 and 1444, the equity cushion that Wedbush/Celadon has in their pledged accounts will serve as the primary form of adequate protection. Wedbush/Celadon have agreed that, assuming the margin maintenance requirements are met, the resulting equity cushion under current market conditions is sufficient to protect Wedbush/Celadon's interest, especially given the nature of the collateral. The adequate protection to Wedbush/Celadon, and Jeanette Ivankovich will be exactly the same as the court previously approved, namely, replacement liens in the DIP loan documents and the proceeds thereof, to the same validity, priority, and extent, as such parties' respective liens and security interests in the cash collateral. About Ivankovich Family Ivankovich Family, LLC and its affiliates sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Fla. Lead Case No. 24-15755) on June 10, 2024. Steven Ivankovich and Anthony Ivankovich, managers, signed the petitions. At the time of the filing, Ivankovich Family reported $50,001 to $100,000 in both assets and liabilities. Judge Laurel M. Isicoff oversees the cases. The Debtors tapped Eyal Berger, Esq., at Akerman, LLP as bankruptcy counsel; Christenson Law Firm, LLP and Schoenberg Finkel Beederman Bell Glazer, LLC as special counsel; Mandell Hahm Advisory Group, Ltd. as accountant; and CohnReznick, LLP as financial advisor. JAMES JOSEPH: Hires Forshey & Prostok LLP as Legal Counsel ---------------------------------------------------------- James Joseph Sanctified Spirits, LLC, d/b/a Oak and Eden, seeks approval from the U.S. Bankruptcy Court for the Northern District of Texas to employ Forshey & Prostok, LLP as counsel. The firm's services include: a. advising the Debtor of its rights, powers and duties as debtor and debtor-in-possession continuing to operate and manage its business and assets; b. advising the Debtor concerning, and assisting in the negotiation and documentation of, agreements, debt restructurings, and related transactions; c. reviewing the nature and validity of liens asserted against the property of the Debtor and advising the Debtor concerning the enforceability of such liens; d. advising the Debtor concerning the actions that they might take to collect and to recover property for the benefit of the Debtor's estate; e. preparing on behalf of the Debtor all necessary and appropriate applications, motions, pleadings, proposed orders, notices, and other documents, and reviewing all financial and other reports to be filed in this chapter 11 case; f. advising the Debtor concerning, and preparing responses to, applications, motions, pleadings, notices and other papers that may be filed and served in this chapter 11 case; g. counseling the Debtor in connection with the formulation, negotiation and promulgation of plan of reorganization and related documents; h. performing all other legal services for and on behalf of the Debtor that may be necessary or appropriate in the administration of this chapter 11 case or in the conduct of this bankruptcy case and the Debtor's business, including advising and assisting the Debtor with respect to debt restructurings, asset dispositions, and general business, tax, finance, real estate and litigation matters; and i. provall such other legal services as may be necessary or appropriate in connection with this bankruptcy case. The firm will be paid at these rates: J. Robert Forshey $725 per hour Emily S. Chou $600 per hour Other Firm Attorneys $395 to $825 per hour Paralegal/Legal Assistant $175 to $255 per hour The firm was paid a retainer in the amount of $30,000. The firm will also be reimbursed for reasonable out-of-pocket expenses incurred. J. Robert Forshey, a partner at Forshey & Prostok, LLP, disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached at: J. Robert Forshey Emily S. Chou FORSHEY & PROSTOK LLP 777 Main St., Suite 1550 Fort Worth, TX 76102 Telephone: (817) 877-8855 Facsimile: (817) 877-4151 Email: bforshey@forsheyprostok.com echou@forsheyprostock.com About James Joseph Sanctified Spirits, LLC d/b/a Oak and Eden James Joseph Sanctified Spirits, LLC is in the business of whiskey manufacturing in Southlake, Texas. James Joseph sought relief under Subchapter V of Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Texas Case No. 24-44468) on December 2, 2024. Amir Giryes, manager of James Joseph, signed the petition. As of November 27, 2024, James Joseph reported total assets of $3,942,406 and total liabilities of $3,575,009. Judge Mark X. Mullin oversees the case. The Debtor is represented by J. Robert Forshey, Esq., at Forshey Prostok, LLP. JOP3 DEVELOPMENT: To Sell Arlington Property for $3.7-Mil. ---------------------------------------------------------- JOP3 Development, LLC, seeks approval from the U.S. Bankruptcy Court for the Northern District of Texas, Dallas Division, to sell its property located at 615 Six Flags Drive, Arlington, Tarrant County, Texas, free and clear of liens and interests. The Property is comprised of an office building in Arlington, Texas, on approximately 1.4 acres and consisting of approximately 14,000 square feet and the Debtor wants to sell it to PIVO Realty, LLC or its assigns with the purchase price of $3,700,000. The proposed sale is to be made free and clear of all liens, claims, encumbrances, and interests, with any such liens, claims, encumbrances, and interests to attach to the net sale proceeds received at the closing of the transaction The Debtor is aware of the liens, claims, and interests against the Property securing or claiming the following approximate amounts: Morris Capital Corporation with $1,600,000.00, 2024 Real Property Taxes - Tarrant County and Arlington Taxing Authorities with $24,948.77, and Gruma Corporation with Lis Pendens that is disputed. The Debtor believes that the offer is the highest and best offer that will be received for the Property. The party has been exposed to the market for nine months. The contract is the result of extensive negotiations with the Buyer through an experienced and reputable real estate broker, and the price is comparable to the Debtor’s appraised value of $3,000,000.00 and the $1,300,000.00 assessed value for ad valorem tax purposes. About JOP3 Development, LLC JOP3 Development is a Single Asset Real Estate debtor (as defined in 11 U.S.C. Section 101(51B)). JOP3 Development, LLC sought relief under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Tex. Case No. 24-33644) on Nov. 10, 2024, listing as much as $1 million to $10 million in both assets and liabilities. Jon O. Pope, III, managing member, signed the petition. Judge Michelle V. Larson oversees the case. Hayward PLLC serves as the Debtor's legal counsel. JOSE FUENTES CONSTRUCTION: To Sell Spreckels Property ----------------------------------------------------- Jose Fuentes Construction, Inc. seeks approval from the U.S. Bankruptcy Court for the Northern District of California, to sell real property and improvements known as 35 First Street, Spreckels, California 93962 to Johnny Reyes Morales for the price of $780,000, free and clear of the interest of CLE Capital Partners, LLC, and to pay any property tax, costs of sale, and other related expenses. The Buyer is the step-son of Jose Fuentes, the CEO and owner of Debtor. However, the sale price exceeds the Broker's Price Opinion (BPO) of $595,000 submitted by claimant, CLE, in connection with a Motion for Relief From Stay filed on November 7, 2024. The Debtor's Buy-Sell Agreement provides for the Purchase Price to be paid by way of a new FHA loan in the amount of $752,700, for which Buyer appears to be qualified for, and a cash down payment of $27,300. The proceeds of sale are proposed to be disbursed to pay, in the following order: -- normal and customary escrow and title costs, -- real property taxes owed of approximately $1,200 to the County of Monterey, and -- approximately $507,807 owed to CLE on its note, identified as Loan Number 2098, and deed trust secured by Spreckels, but excluding amounts attributed to any other Loan Number between Debtor and CLE. The balance of Proceeds, estimated to be approximately $271,000 will be held in trust pending further order of court. Spreckels is encumbered by a note, identified as Loan 2098, secured by a deed of trust in favor of CLE. CLE claims that Loan 2098 is owed approximately $507,807, along with other charges. However, Jose does not recall receiving any consideration in exchange for the loan amendment and modification pertaining to the property he signed, and there appears to be no recorded notice of the Amendment. The Debtor proposes to sell the Property free and clear of CLE's interest. About Jose Fuentes Construction Inc. Jose Fuentes Construction Inc. has been in the business of constructing and selling real property residences. The Debtor sought relief under Subchapter V of Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Cal. Case No. 24-51400) on Sept. 13, 2024. In the petition filed by Jose Fuentes, as CFO/CEO, the Debtor estimated assets and liabilities between $1 million and $10 million. The Honorable Bankruptcy Judge Stephen L. Johnson handles the case. The Debtor is represented by Stanley A. Zlotoff, Esq. at STANLEY A. ZLOTOFF. KAL FREIGHT: Cokinos Young Advises Ferreline & Pioneer Properties ----------------------------------------------------------------- The law firm of Cokinos Young, P.C. filed a verified statement pursuant to Rule 2019 of the Federal Rules of Bankruptcy Procedure to disclose that in the Chapter 11 cases of Kal Freight Inc. and affiliates, the firm represents: 1. Ferreline A Wetzel, LLC, a commercial lease counterparty to, and creditor of, debtor Kal Freight, Inc., which is owed a prepetition rental balance as of October 31, 2024 totaling $146,370.00; and 2. Pioneer Properties, a commercial lease counterparty to, and creditor of, debtor Kal Freight, Inc., which is owed a prepetition rental balance as of October 31, 2024 totaling $146,370.00. Each of the parties listed has consented to multiple representation by Cokinos in the matter. Cokinos represents each of these clients individually and they do not constitute a committee of any kind. The law firm can be reached at: COKINOS | YOUNG Reagan H. "Tres" Gibbs, III, Esq. Craig E. Power Emma P. Myles, Esq. 1221 Lamar Street, 16th Floor Houston, Texas 77010-3039 Tel.: (713) 535-5500 Fax: (713) 535-5533 About Kal Freight Inc. Established in 2014, Kal Freight Inc. is a trucking company that offers a complete range of transportation and logistics services to diverse industries across the United States. It has strategic locations across the United States with extended distribution warehouses and terminals in Fontana, Calif., Texas, New Jersey, Indiana, Tennessee, Georgia, Arizona and Arkansas. Kal Freight filed Chapter 11 petition (Bankr. S.D. Texas Case No. 24-90614) on December 5, 2024, with $100 million to $500 million in both assets and liabilities. Judge Christopher M. Lopez oversees the case. The Debtor tapped Pachulski Stang Ziehl & Jones, LLP as legal counsel; Development Specialists, Inc. as interim management services provider; and Stretto, Inc. as claims and noticing agent. KIMMERIDGE TEXAS: S&P Assigns 'B-' ICR, Outlook Stable ------------------------------------------------------ S&P Global Ratings assigned its 'B-' issuer credit rating to Kimmeridge Texas Gas LLC (KTG), a private oil and gas exploration and production (E&P) company focused on the dry gas window of the Southern Eagle Ford shale. S&P said, "We also assigned our 'B-' issue-level rating and '4' recovery rating to the proposed senior unsecured notes. The '4' recovery rating indicates our expectation for average recovery (30%-50%; rounded estimate: 30%) of principal in the event of payment default. "The stable outlook reflects our expectation that KTG's credit measures will be in line with the rating as it executes its production growth strategy and capitalizes on improving natural gas prices. We expect average funds from operations (FFO) to debt of just over 45% and debt to EBITDA of about 1.8x through 2026. "The 'B-' rating reflects KTG's modest operating scale, gas-focused product mix, and high proportion of undeveloped reserves. We anticipate KTG's production to average about 360 million cubic feet equivalent per day (MMcfe/d) in 2024 (85% gas). The company's net proved reserves base as of Sept. 30, 2024, was about 2.9 trillion cfe. Relative to the rated gas-focused E&P peer group, KTG is materially smaller. For example, for full-year 2024 we expect Encino Acquisition Partners LLC (B-/Stable) to produce about 1 billion cfe/d and Aethon United BR L.P. (B/Stable) to produce about 900 MMcfe/d. Both companies also had meaningfully higher net proved reserve bases as of year-end 2023." KTG has limited geographic diversification with its operations consolidated in the dry gas window of the Southern Eagle Ford shale in South Texas. Its small scale and high gas concentration contributes to weaker profitability both from an absolute and volatility perspective compared to peers with larger operating scales and higher exposure to more profitable oil and natural gas liquids production. S&P Said, "About 80% of KTG's reserves are classified as undeveloped, which we view as high. While its undeveloped acreage in its core area should enable KTG to sustain and increase production as it develops these assets, we believe this strategy introduces development risk and capital cost versus peers with larger proved developed reserve bases. "We expect meaningful near-term production growth. Although KTG's operating scale is among the smallest of the rating peer group, we anticipate the company will meaningfully increase production over the next five years. From our expected 2024 daily average production of about 360 MMcfe/d, we anticipate about 55% production growth in 2025 to about 560 MMcfe/d and another 25% in 2026 to just over 700 MMcfe/d. We expect the proportion of natural gas in the product mix to increase each year (90% gas in 2025 and 94% in 2026). The company ultimately aims to increase production to more than 1 Bcfe/d (almost 100% gas) over the next 4-5 years. "We believe KTG's proximity to the U.S. Gulf Coast and firm transportation agreements facilitate market access over our forecast period. This allows KTG to sell its gas into more premium markets (Houston Ship Channel or liquefied natural gas exports) versus peers producing in basins with egress concerns such as the Marcellus. In October 2023, the company signed a multiyear transportation agreement with Kinder Morgan Texas Pipeline LLC for a firm commitment of 300 MMcfe/d of production through the end of 2025 and up to 400 MMcfe/d after 2025. KTG also has longer-term visibility to international pricing via its signed 20-year off-take agreement with Glencore for 2 million metric tons annually of liquefied natural gas from Commonwealth LNG (another Kimmeridge Energy Management investment) along with equivalent natural gas supply from KTG. Commonwealth is currently in pre-final investment decision. "We view KTG's cost position as competitive with the peer group. While the company has a limited operating track record (it was formed in 2022), our estimate of cash operating costs is among the lowest of KTG's gas-focused rated peers, resulting in a lower EBIT break-even than most of the group. The company's recent buildout of in-field gathering systems to reach Kinder Morgan's interconnect is a contributing factor as it reduces gathering, processing, and transportation costs through vertical integration. "We expect KTG's capital spending to outpace its cash flow over the next two years, constraining its liquidity position. We expect average annual capital spending of about $550 million for 2024-2026, most of it dedicated to increasing daily average production. This is meaningfully higher than our internal cash flow expectations of about $240 million in 2024, about $320 million in 2025, and just under $500 million in 2026. As a result, we anticipate KTG will continue to make incremental drawings on its $450 million reserve-based lending (RBL) facility, which matures in October 2028, to fund these initiatives. "In tandem with the proposed senior unsecured note issuance, KTG reduced the elected commitment of its RBL to $450 million from $550 million. We view KTG's liquidity as less than adequate given the meaningful anticipated draw on its facility (about 65% expected drawn at year-end 2025), which limits downside cushion and operational flexibility should commodity prices decline. "Nevertheless, our expectation of increasing production and rising natural gas prices over the next few years supports credit metrics. Despite incremental RBL borrowings, higher daily average production and our expectation of stronger natural gas prices in 2025 and 2026 more than offset the impact. Specifically, we forecast KTG's S&P Global Ratings-adjusted FFO to debt improving to about 60% in 2026 from just under 40% in 2024, even with a more than 50% increase in our adjusted debt figure. We also expect S&P Global Ratings-adjusted debt to EBITDA to improve to 1.4x in 2026 from about 2x in 2024. "We base our assessment of KTG's financial risk on its financial sponsor ownership. Our view incorporates its ownership by Kimmeridge Energy Management, a private equity firm. We believe companies owned by financial sponsors tend to follow a more aggressive financial policy to achieve sponsors' desired returns over a typically finite holding period. While we expect no distributions to the sponsor over our forecast period, KTG's meaningful cash flow outspending through 2026, supplemented by incremental RBL drawings demonstrate a moderately aggressive financial policy and increase the risk of potential releveraging above our expectations. This is especially apparent compared to most of the E&P peer group that has focused on repaying debt and spending within internal cash flow generation in recent years. "The stable outlook reflects our expectation that KTG will generate credit measures commensurate with the rating over the next two years, supported by increasing natural gas prices and our expectation that it will achieve its targeted production. Specifically, we project the company will generate S&P Global Ratings-adjusted FFO to debt of just over 45% and debt to EBITDA of 1.8x through 2026. We also forecast free operating cash flow (FOCF) will remain negative through 2026. "We could lower our rating on KTG over the next 12 months if we come to view its capital structure as unsustainable, such that FFO to debt approaches 20% on a sustained basis or liquidity meaningfully weakens." This could occur if: -- KTG cannot increase production as anticipated; -- Commodity prices weaken significantly below our expectations and the company doesn't implement a corresponding reduction in capital spending; or -- The company pursues a more aggressive financial policy that prioritizes shareholder rewards or it executes a large debt-financed acquisition. Although unlikely over the next 12 months, S&P could raise its rating on the company if: -- It increases production as anticipated and maintains consistent operational performance; -- S&P has more visibility toward positive free cash flow; and -- Credit metrics remain consistent with S&P's expectations and liquidity improves. LA CASTILLEJA: EUR26MM Bank Debt Trades at 19% Discount ------------------------------------------------------- Participations in a syndicated loan under which La Castilleja Energia SL is a borrower were trading in the secondary market around 80.8 cents-on-the-dollar during the week ended Friday, January 3, 2025, according to Bloomberg's Evaluated Pricing service data. The EUR26 million Term loan facility is scheduled to mature on December 31, 2034. The amount is fully drawn and outstanding. La Castilleja Energia SL provides utility services. The Company offers electricity generation, transmission, and distribution services. LASERSHIP INC: $455MM Bank Debt Trades at 85% Discount ------------------------------------------------------ Participations in a syndicated loan under which Lasership Inc is a borrower were trading in the secondary market around 15.1 cents-on-the-dollar during the week ended Friday, January 3, 2025, according to Bloomberg's Evaluated Pricing service data. The $455 million Term loan facility is scheduled to mature on May 7, 2029. 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. LEROUX CREEK: Court OKs Red Hat Property Sale to Western Slope -------------------------------------------------------------- The U.S. Bankruptcy Court for the District of Colorado has granted Leroux Creek Food Corporation LLC authority to sell Red Hat Property to Western Slope Local Holdings, LLC, for the sum of $350,000. The Debtor is authorized to sell the Red Hat Property with the street address: 22079 Main Street; Austin, CO 81410. The Court ordered that the sale of the Red Hat Property shall be free and clear of any and all encumbrances of any nature whatsoever, whether known or unknown. The Court authorized the Property's owner, Edward Stuart Tuft, to convey to Buyer all of the bankruptcy estate's right, title, and interest in and to all of the Red Hat Property free and clear of any liens, claims or encumbrances, subject to the provisions of the Contract. All encumbrances with respect to the Red Hat Property shall attach solely to the proceeds of the sale under Section 363 of the Bankruptcy Code, unless paid at closing. At closing, Mr. Tuft is authorized to pay all ordinary and customary closing costs, and fees and expenses agreed upon under the Contract, including brokers' commissions. About Leroux Creek Food Corporation LLC 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. represents the Debtor as counsel. LGGD PROPERTIES: Seeks Bankruptcy Protection in Texas ----------------------------------------------------- On January 6, 2025, LGGD Properties LLC sought Chapter 11 protection in the U.S. Bankruptcy Court for the Western District of Texas. 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 LGGD Properties LLC LGGD Properties LLC is a single asset real estate company based in Temple, Texas. LGGD Properties LLC sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. W.D. Tex. Case No. 25-60007) on January 6, 2025. In its petition, the Debtor reports estimated assets and liabilities between $500,000 and $1 million each. Honorable Bankruptcy Judge Michael M. Parker handles the case. David C. Alford, Esq. of Pakis, Giotes, Page & Burleson represents the Debtor as counsel. LOOP MEDIA: Secures $660K in Funding From Agile Capital ------------------------------------------------------- Loop Media, Inc., reported in a Form 8-K filed with the Securities and Exchange Commission that on Dec. 27, 2024, the Company and Retail Media TV, Inc., a wholly-owned subsidiary of the Company, entered into a Subordinated Business Loan and Security Agreement with Agile Capital Funding, LLC, a Virginia limited liability company (the "Agile Lender"), and Agile Capital Funding, LLC, as collateral agent. The Agile Agreement provides for the issuance by the Company of a Subordinated Secured Promissory Note in the principal amount of $660,000.00, representing, in part, a refinancing of existing indebtedness to the Agile Lender, which, as previously reported, was incurred by the Company on Aug. 27, 2024, at a lower factor rate and with a longer repayment period. Of the $660,000.00 proceeds from the Agile Loan, $297,175.00 was used to repay the outstanding balance of principal and interest on the August 2024 Agile Loan, with the balance, net an administration fee, of $329,825.00 being used for general operations. Principal and interest in the aggregate amount of $917,400.00 under the Agile Note shall be repaid in weekly payments of $30,580.00 commencing on Jan. 7, 2025, and shall be repaid on or before the maturity date, which is 30 weeks from the Agile Agreement Effective Date, or July 29, 2025. The Agile Note may be prepaid prior to the Agile Note Maturity Date, subject to a prepayment fee equal to the aggregate and actual amount of interest remaining to be paid through the Agile Note Maturity Date. The Agile Note provides for discounts on prepayment of the Agile Loan, including any partial prepayments, as follows: if paid within 30 days of the Agile Agreement Effective Date, the total aggregate principal and interest due on the New Agile Loan would be $759,000.00, and if paid within 60 days of the Agile Agreement Effective Date, the total principal and interest due would be $825,000.00. There can be no assurance that the Company will be able to make any prepayments, in part or in full, within these time frames or at all. Payment under the Agile Note will be subordinated to any future senior indebtedness incurred by the Company after the Agile Agreement Effective Date, as further provided in the Agile Agreement. The Company granted the Agile Collateral Agent a security interest, for the benefit of the Agile Lender, in certain properties, rights and assets of the Company, as set forth in the Agile Agreement. The Agile Collateral Agent will only be permitted to perfect its interest in and file a financing statement upon an Event of Default (as defined in the Agile Agreement). The Company agreed to certain covenants under the Agile Agreement, including but not limited to delivery of certain financial statements and providing the Agile Lender with prompt notice upon the occurrence of certain events as set forth in the Agile Agreement. The Company also agreed to certain negative covenants, including but not limited to the creation of additional liens with respect to the collateral and the sale of assets outside of the ordinary course of business, without the prior written consent of the Agile Lender. The Agile Agreement provides for certain standard events of defaults, including but not limited to the (i) failure to make any required payment under the Agile Note, (ii) occurrence of a material adverse change in the business, operations, or condition of the Company or the Company and its subsidiaries, as a whole, and (iii) the filing of any notice of a lien, levy, or assessment against the Company or its material subsidiaries by any government agency. In addition to the fixed per annum rate that is otherwise applicable under the Agile Note, a default interest rate of 5% will become effective upon the occurrence of an event of default under the Agile Note. A full-text copy of the Loan and Security Agreement is available for free at: https://www.sec.gov/Archives/edgar/data/1643988/000149315225000236/ex10-1.htm About Loop Media Headquartered in Burbank, CA, Loop Media, Inc., a Nevada corporation, is a multichannel digital video platform media company that uses marketing technology, or "MarTech," to generate its revenue and offer its services. The Company's technology and vast library of videos and licensed content enable it to curate and distribute short-form videos to connected televisions ("CTV") in out-of-home ("OOH") dining, hospitality and retail establishments, convenience stores and other locations and venues to enable the operators of those locations to inform, entertain and engage their customers. The Company's technology also provides businesses the ability to promote and advertise their products via digital signage and provides third-party advertisers with a targeted marketing and promotional tool for their products and services. Costa Mesa, California-based Marcum LLP, the Company's auditor since 2020, issued a "going concern" qualification in its report dated Dec. 12, 2024, citing that the Company has incurred recurring losses resulting in an accumulated deficit, had negative cash flows used in operations, and needs to raise additional funds to meet its obligations and sustain its operations. These conditions raise substantial doubt about the Company's ability to continue as a going concern. MARINUS PHARMACEUTICALS: Retention Plan for Senior Mgmt. Okayed --------------------------------------------------------------- Marinus Pharmaceuticals, Inc. disclosed in a Form 8-K Report filed with the U.S. Securities and Exchange Commission that the Compensation Committee of the Board of Directors, acting pursuant to authority delegated to it by the Board, approved a retention plan for the senior management of the Company pursuant to which the Company will provide a cash incentive designed to retain such employees. As previously disclosed, the Company has commenced a process to explore strategic alternatives with the goal of maximizing value for its stockholders. The Company believes the Retention Plan has the potential to enable a favorable strategic transaction. Pursuant to the Retention Plan, each member of the senior management of the Company will be awarded a cash payment equal to 40% of such person's annual bonus target for the 2024 fiscal year in the event the Company executes a definitive agreement for a strategic transaction, whether in the form of a business combination, merger, tender offer, stock sale, asset sale or similar transaction, subject to each person's respective continued employment in good standing through that time. Pursuant to the Retention Plan, if the cash bonus award becomes payable, the following named executive officers of the Company will receive the following: (i) the Company's Chief Executive Officer, Scott Braunstein, M.D., will receive $164,400; (ii) the Company's Chief Financial Officer and Chief Operating Officer, Steven Pfanstiel, will receive $89,676; and (iii) the Company's Chief Medical Officer, Joseph Hulihan, M.D., will receive $80,019. If the Retention Plan Trigger is not met, no payments pursuant to the Retention Plan will be made. On December 17, 2024, the Compensation Committee, acting pursuant to authority delegated to it by the Board, approved an amendment to and restatement of the Marinus Pharmaceuticals, Inc. Change in Control Severance Plan providing for severance payments payable to Company employees thereunder. The Amended and Restated Plan provides for certain payments and benefits to eligible employees whose employment with the Company ceases either during the (x) 24-month period following a change in control of the Company or (y) during the 90-day period ending on the date of a change in control, in ease case, due to (i) a termination without Cause (as defined in the Amended and Restated Plan) or (ii) a resignation for Good Reason (as defined in the Amended and Restated Plan). In such circumstances, the CEO, the CFO and COO and the CMO would receive: (i) a lump-sum payment equal to 18 months of each officer's respective base salary; (ii) a lump-sum payment equal to each officer's respective prorated bonus target plus their annual target bonus multiplied by 1.0; and (iii) a lump-sum payment equal to the aggregate dollar amount that the Company otherwise would have contributed toward each officer's respective group health insurance coverage for (18) months. The compensation and benefits provided under the Amended and Restated Plan shall be coordinated with similar compensation and benefits provided under other Company-sponsored plans and individual agreements with eligible employees to avoid the duplication of any such compensation and benefits. About Marinus Pharmaceuticals Marinus Pharmaceuticals, Inc. -- www.marinuspharma.com -- is a commercial-stage pharmaceutical company dedicated to the development of innovative therapeutics for seizure disorders. The Company first introduced FDA-approved prescription medication ZTALMY (ganaxolone) oral suspension CV in the U.S. in 2022 and continues to invest in the potential of ganaxolone in IV and oral formulations to maximize therapeutic reach for adult and pediatric patients in acute and chronic care settings. Philadelphia, Pennsylvania-based Ernst & Young LLP, the Company's auditor since 2020, issued a "going concern" qualification in its report dated March 5, 2024, citing that the Company has suffered recurring losses from operations and has stated that substantial doubt exists about the Company's ability to continue as a going concern. As of June 30, 2024, Marinus Pharmaceuticals had $87.1 million in total assets, $134.4 million in total liabilities, and $47.3 million in total stockholders' deficit. MEGA ENTERTAINMENT: Unsecureds Will Get 13% in Subchapter V Plan ---------------------------------------------------------------- Mega Entertainment Group II, LLC filed with the U.S. Bankruptcy Court for the Northern District of Illinois a Subchapter V Plan of Reorganization dated December 26, 2024. The Debtor is an Illinois limited liability company. The Debtor operates the Petergof Banquet Hall and Pavilion Restaurant & Lounge located in Northbrook, Illinois. As with many restaurant businesses, Debtor was severely impacted by the COVID-19 pandemic. As a result of mandated shut downs and a general need to avoid large gatherings in order to slow the virus, Debtor experienced a substantial downturn in its business. In addition, the majority of the Debtor's clientele is of Ukrainian and eastern-European descent. Due to the ongoing war in Ukraine, those clients have curtailed their dining and party expenditures due to an overall somber sentiment and need to send disposable income to relatives in Ukraine. The Debtor believes that it can maintain its operations at lesser capacity until the effects of the war in Ukraine are resolved. However, in order to do so, the Debtor determined that filing for bankruptcy relief was necessary. Debtor filed the above captioned Chapter 11 under Subchapter V on September 27,2024. This Plan proposes to pay creditors of Debtor from net cash flow from the operations of the Debtor. Class 3a consists of General Unsecured Claims of Non-Insiders. Allowed claims shall receive an approximate 13% distribution pro rata pursuant to the Payment Schedule. Payments shall begin on the Initial Distribution Date and shall be made on a pro rata basis pursuant during Years 1 through 5 of the Plan pursuant to the Payment Schedule set forth in Section 8.04. This Class is impaired. Class 3b consists of Convenience Claims. Holders of allowed claims of $1,000.00 or less shall receive payment in full on the Initial Distribution Date. This Class is impaired. The Plan will be funded with the Debtor's net income in the future. Marina Zarovsky shall serve as sole manager of the reorganized Debtor. A full-text copy of the Subchapter V Plan dated December 26, 2024 is available at https://urlcurt.com/u?l=zkKdRV from PacerMonitor.com at no charge. About Mega Entertainment Group II, LLC Mega Entertainment Group II LLC -https://www.petergofchicago.com/-- doing business as Petergof Banquet Hall and Pavilion Restaurant & Lounge, is a limited liability company. Mega Entertainment Group II LLC sought relief under Subchapter V of Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Ill. Case No. 24-14326) on Sept. 27, 2024. In the petition filed by Alex Field, as member, the Debtor estimated assets between $100,000 and $500,000 and estimated liabilities between $1 million and $10 million. The Debtor is represented by: Robert R. Benjamin, Esq. Golan Christie Taglia LLP 577 Waukegan Rd. Northbrook, IL 60062 MGPF INC: Seeks Cash Collateral Access -------------------------------------- MPGF, Inc. asked the U.S. Bankruptcy Court for the District of Minnesota for authority to use cash collateral in accordance with its agreement with landlord, HPJ, LLC. The parties agree that based on their security agreement, the landlord holds a secured interest in MPGF's cash collateral. HPJ also consents to MGPF's use of cash collateral for payment of the expenses set forth in the budget through Feb. 14. HPJ claims past-due rent of $68,902. Based on the landlord's cash collateral, MPGF's past-due rent obligation was fully secured as of the date of its bankruptcy filing. MPGF is obligated to pay the full amount of its past-due rent, as agreed upon by the parties or as determined by the court, upon assumption of the lease or such other payment schedule as may be agreed upon by HPJ. If MPGF does not assume the lease, the company will be required to pay the full amount of its past due rent as a fully secured claim, plus interest, pursuant to the plan of reorganization. To remain current on the rent under the lease as an administrative expense, MPGF is required to pay the landlord $8,392 per month. In addition to the rents, MGPF will pay $1,500 each month as adequate protection, which payment will be first applied to the landlord's post-petition attorneys' fees with any amount in excess of attorneys' fees applied to interest on the past due rents calculated at the rate of 1% per month from the date of the company's bankruptcy filing. HPJ will be granted replacement liens in MGPF's post-petition assets, with the same validity, priority, dignity, and effect as its pre-bankruptcy liens. The landlord will have the right to request that it be granted a superpriority administrative expense for any loss resulting from any inadequacy in the value of the replacement liens. However, any replacement lien or superpriority administrative expense of Landlord will not attach to the company's bankruptcy causes of action under Chapter 5 of the Bankruptcy Code. A hearing on the matter is set for Jan. 17. About MPGF Inc. MPGF, Inc. sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Minn. Case No. 24-42399) on September 5, 2024, with $50,001 to $100,000 in assets and $100,001 to $500,000 in liabilities. Judge William J. Fisher oversees the case. Ronald J. Walsh, Esq., at Walsh Law represents the Debtor as bankruptcy counsel. HPJ, LLC, as landlord, is represented by: Erik A. Ahlgren, Esq. Ahlgren Law Office, PLLC 220 West Washington Ave, Ste 105 Fergus Falls, MN 56537 Office: 218-998-2775 Fax: 218-998-6404 Email: erik@ahl gren1aw.net MIDWEST MOBILE: Files Emergency Bid to Use Cash Collateral ---------------------------------------------------------- Midwest Mobile Imaging, LLC asked the U.S. Bankruptcy Court for the Western District of Missouri, Southern Division, for authority to use cash collateral until May 31 or until a Chapter 11 plan of reorganization is confirmed. The company requires the use of cash collateral for payment of operating expenses. At the time of its bankruptcy filing, Midwest had approximately $2,000 in bank account balances, accounts receivable or approximately $5,000, and minimal inventory. The company's secured creditors are Ally Financial, Community First Bank, Corporation Service Company, Downtown West Plains, Inc./Ozark Small Business Incubator, Financial Agent Services, GE Healthcare, Nissan Motor Acceptance Corp., US Small Business Administration, and Tandem Finance. As adequate protection, Midwest proposed that each of the creditors is granted replacement security interests in, and liens on, all property of the company and its bankruptcy estate acquired post-petition that is the same type of property that the specific creditor holds a pre-bankruptcy interest, lien or security interest. Midwest does not propose paying the other various liens of Community First Bank, Financial Agent Services, New Lane Finance, and the U.S. Small Business Administration as there is no collateral that protects such liens. A copy of the motion is available at https://urlcurt.com/u?l=jq9Leq from PacerMonitor.com. About Midwest Mobile Imaging Midwest Mobile Imaging, LLC is a full-service mobile diagnostic x-ray services provider in Springfield, Mo. Midwest Mobile Imaging sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. W.D. Mo. Case No. 25-60002) on January 3, 2025, with up to $500,000 in assets and up to $10 million in liabilities. Dan Taylor, member of Midwest Mobile Imaging, signed the petition. Judge Brian T. Fenimore oversees the case. Colin N. Gotham, Esq., at Evans & Mullinix, PA, represents the Debtor as legal counsel. MOFONGO & STEAKHOUSE: Taps Lopez & Co. Accounting as Accountant --------------------------------------------------------------- Mofongo & Steakhouse, Inc. seeks approval from the U.S. Bankruptcy Court for the Eastern District of Virginia to hire Lopez & Co. Accounting & Payroll Solutions, LLC as accountants. Lopez currently maintains the bookkeeping for the Debtor, along with preparing their annual tax returns. Compensation of Lopez shall be based on the flat monthly fee of $1,075 per month. As disclosed in the court filings, Lopez has no connection with the Debtor, the U.S. Trustee, or with any party in interest in connection with this case, or their respective attorneys or accountants, and represents no interest adverse to the Debtor. The firm can be reached through: Roberto S. Lopez Bonilla Lopez & Co. Accounting & Payroll Solutions 8628 Centreville Road, Suite 102 Manassas, VA 20110 Tel: (703) 783-6162 About Mofongo & Steakhouse Mofongo & Steakhouse, Inc. sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. E.D. Va. Case No. 24-11988) on October 25, 2024, with $50,001 to $100,000 in assets and $500,001 to $1 million in liabilities. Jeffery T. Martin, Jr., Esq. at Martin Law Group, P.C. represents the Debtor as bankruptcy counsel. NEW YORK'S PREMIER: Hires Boyle Legal LLC as Legal Counsel ---------------------------------------------------------- New York's Premier Group LLC seeks approval from the U.S. Bankruptcy Court for the Northern District of New York to employ Boyle Legal, LLC as counsel. The firm will provide these services: a. give the Debtor legal advice with respect to its powers and duties as Debtor-in-Possession in the continued operation of its business and in its management of its property; b. take necessary actions to avoid liens against Debtor's property, remove restraints against Debtor's property and such other actions to remove any encumbrances and liens which are avoidable, which were placed against the property of the Debtor prior to the filing of the Petition instituting this proceeding and at a time when the Debtor was insolvent; c. take necessary action to enjoin and stay until final decree herein any attempts by secured creditors to enforce liens upon property of the Debtor in which property of the Debtor has substantial equity; d. represent Debtor, as Debtor-in-Possession, in any proceedings which may be instituted in this Court by Debtor, Creditors, or other Parties-in-Interest during the course of this proceeding. e. prepare necessary pleadings, answers, orders, reports, and other legal papers; and f. perform all other Bankruptcy legal services for Debtor-in-Possession or to employ attorneys, or other Professionals, for such other non-Bankruptcy legal services during the pendency of this case. The firm will be paid at these rates: Michael Boyle (Partner) $375 per hour Paralegal Assistants $100 to $150 per hour The firm will be paid a retainer in the amount of $15,000. The firm will also be reimbursed for reasonable out-of-pocket expenses incurred. Michael L. Boyle Esq., a partner at Boyle Legal, LLC, disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached at: Michael L. Boyle, Esq. Boyle Legal, LLC 64 2nd Street Troy NY 12180 Telephone: 518-407-3121 Email:mike@boylebankruptcy.com About New York's Premier Group New York's Premier Group, LLC is a local contractor in Clifton Park, offering roofing, siding, and window services. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. N.Y. Case No. 24-11304) on November 25, 2024, with $991,455 in assets and $1,986,430 in liabilities. Johnathan Vincent, managing member, signed the petition. Michael Boyle, Esq., at Boyle Legal, LLC, represents the Debtor as bankruptcy counsel. NORTHVOLT AB: Seeks Investors' Okay to Continue Making Battery -------------------------------------------------------------- Rafaela Lindeberg of Bloomberg News reports that Northvolt AB is seeking shareholder approval to continue producing battery cells while the bankrupt electric vehicle supplier works on securing the funding necessary to exit Chapter 11 protection. According to Bloomberg News, the extraordinary general meeting, scheduled for Wednesday at Northvolt's Stockholm headquarters, is viewed by the company as a "procedural step." Announced in December 2024, the meeting is required when the company's equity falls below half of its registered share capital, according to spokesperson Martin Hofelmann. "The board's proposal is for continuity, and we expect this outcome," Hofelmann said. About Northvolt AB Northvolt AB was established in 2016 in Stockholm, Sweden. Pioneering a sustainable model for battery manufacturing, the company has received orders from several leading automotive companies. The company is currently delivering batteries from its first gigafactory, Northvolt Ett, in Skelleftea, Sweden and from its R&D and industrialization campus, Northvolt Labs, in Vasteras, Sweden. On Nov. 21, 2024, Northvolt AB and eight affiliated debtors filed voluntary petitions for relief under Chapter 11 of the United States Bankruptcy Code (Bankr. S.D. Tex. Case No. 24-90577). The cases are before the Honorable Alfredo R. Perez. Northvolt is being advised by Teneo as its restructuring and communications advisor. Kirkland & Ellis LLP, A&O Shearman and Mannheimer Swartling Advokatbyrå AB are serving as legal counsel. The company has also engaged Rothschild & Co to run its marketing process. Stretto is the claims agent. OCUGEN INC: Receives Nasdaq Deficiency Notice Over Low Stock Price ------------------------------------------------------------------ Ocugen, Inc. disclosed in a Form 8-K filed with the Securities and Exchange Commission that on Dec. 31, 2024, it received a notification letter from The Nasdaq Stock Market LLC notifying the Company that, for the last 30 consecutive business days, the closing bid price for the Company's common stock has been below the minimum $1.00 per share required for continued listing on The Nasdaq Capital Market pursuant to Nasdaq Listing Rule 5550(a)(2). The Bid Price Letter is a notice of deficiency, not delisting, and does not currently affect the listing or trading of the Company's shares of common stock on The Nasdaq Capital Market. The Company has 180 days, or until June 30, 2025, to comply with Rule 5550(a)(2) by maintaining a closing bid price of at least $1.00 per share for 10 consecutive business days. Additionally, the Company may be eligible for a second 180-day period to satisfy Rule 5550(a)(2), if, as of June 30, 2025, the Company continues to have a market value of publicly held shares of at least $1 million, meets all other initial listing standards of The Nasdaq Capital Market (with the exception of the bid price requirement), and provides written notice of its intention to cure the deficiency during such second compliance period. The Company intends to monitor closely the closing bid price of its common stock and to consider plans for regaining compliance with Rule 5550(a)(2). While the Company plans to review all available options, there can be no assurance that it will be able to regain compliance with the applicable rules during the 180-day compliance period, any subsequent extension period, or at all. About Ocugen Inc. Malvern, Pa.-based Ocugen, Inc. is a biotechnology company focused on discovering, developing, and commercializing novel gene and cell therapies, biologics, and vaccines that improve health and offer hope for patients across the globe. The Company's technology pipeline includes: Modifier Gene Therapy Platform, Novel Biologic Therapy for Retinal Diseases, Regenerative Medicine Cell Therapy Platform, and Inhaled Mucosal Vaccine Platform. Philadelphia, Pennsylvania-based Ernst & Young LLP, the Company's auditor since 2018, issued a "going concern" qualification in its report dated April 16, 2024, citing that the Company has suffered recurring losses from operations and has stated that substantial doubt exists about the Company's ability to continue as a going concern. ODYSSEY MARINE: Amends March and December 2023 Securities Deals --------------------------------------------------------------- As previously reported, on March 6, 2023, Odyssey Marine Exploration, Inc. entered into a Note and Warrant Purchase Agreement with institutional investors pursuant to which the Company issued promissory notes in the aggregate principal amount of $14 million and warrants to purchase shares an aggregate of 3,703,704 shares of the Company's common stock. On December 23, 2024, the Company and the holders of the March 2023 Securities entered into an Amendment to Note and Warrant March Purchase Agreement pursuant to which the March 2023 Purchase Agreement was amended to, among other things, (a) add certain covenants, including a requirement for the Company to maintain a minimum liquidity level, and modify certain existing covenants, (b) add related events of default, and (c) provide that the Company's obligations under the March 2023 Purchase Agreement, the March 2023 Notes, and related documents are guaranteed by specified subsidiaries of the Company. In connection with the March 2023 Amendment, the Company issued to each of the holders of the March 2023 Securities an Amended and Restated Convertible Promissory Note, and the Company and such holders entered into amendments to the March 2023 Warrants. The March 2023 Notes were modified by the March AR Notes to, among other things, (a) extend the maturity date to June 30, 2025, and, subject to an amendment of the Company's December 2023 Notes, to December 31, 2025, (b) add a conversion feature pursuant to which the holders have the right to convert the indebtedness under the AR March 2023 Notes into shares of the Company's common stock at a conversion rate equal to 75% of the 30-day volume weighted average price of the Company's common stock, provided that the conversion rate will not be less than $1.10 or greater than $2.20. The AR March 2023 Notes include limitations on the holders' right to exercise the conversion feature, including customary limitations intended to ensure compliance with the rules of the Nasdaq Capital Market and a provision that provides the Company with the right to settle any exercise of the conversion feature in cash rather than by issuing shares of common stock. The March Warrant Amendments modify the exercise price of the March 2023 Warrants from $3.78 to $1.10. In connection with the March 2023 Amendment, the Company also granted: (a) registration rights to the holders of the March 2023 AR Notes and the March 2023 Warrants with respect to the shares of common stock issuable upon conversion or exercise thereof and (b) provided the holders with security interests in additional collateral to secure the Company's obligations to the holders. The Company and the investors also entered into a Registration Rights Agreement pursuant to which the Company agreed to prepare and file a registration statement with the SEC relating to the offer and sale of the shares of common stock on or before February 28, 2025. The investors also have certain "piggyback" registration rights under the March 2023 Rights Agreement. The March 2023 Amendment, the March 2023 AR Notes, the March 2023 Warrant Amendments, and the March 2023 Rights Agreement also include representations and warranties, covenants, conditions, and other provisions customary for comparable transactions. Amendments to December 2023 Documents As previously reported, on December 1, 2023, the Company entered into a Note and Warrant Purchase Agreement with institutional investors pursuant to which the Company issued promissory notes in the aggregate principal amount of $6 million and two tranches of warrants to purchase shares an aggregate of 1,623,330 shares of the Company's common stock. On December 23, 2024, the Company and the holders of the December 2023 Securities entered into an Amendment to Note and Warrant Purchase Agreement pursuant to which issued to each of the holders of the December 2023 Securities an Amended and Restated Convertible Promissory Note, and the Company and such holders entered into amendments to the December 2023 Warrants. The December 2023 Notes were modified by the December 2023 AR Notes to, among other things, (a) extend the maturity date to April 1, 2026, (b) add a conversion feature pursuant to which the holders have the right to convert the indebtedness under the AR December Notes into shares of the Company's common stock at a conversion rate equal to 75% of the 30-day volume weighted average price of the Company's common stock, provided that the conversion rate will not be less than $1.10. The AR December 2023 Notes include limitations on the holders' right to exercise the conversion feature, including customary limitations intended to ensure compliance with the rules of the Nasdaq Capital Market and a provision that provides the Company with the right to settle any exercise of the conversion feature in cash rather than by issuing shares of common stock. The December 2023 Warrant Amendments modify the exercise price of one tranche of the December 2023 Warrants from $4.25 to $1.23 and the exercise price of the other tranche of the December 2023 Warrants from $7.09 to $2.05. In connection with the December 2023 Amendment, the Company also granted registration rights to the holders of the December 2023 AR Notes and the December 2023 Warrants with respect to the shares of common stock issuable upon conversion or exercise thereof. The Company and the investors also entered into a Registration Rights Agreement pursuant to which the Company agreed to prepare and file a registration statement with the SEC relating to the offer and sale of the shares of common stock on or before February 28, 2025. The investors also have certain "piggyback" registration rights under the December 2023 Rights Agreement. The December 2023 Amendment, the December 2023 AR Notes, the December 2023 Warrant Amendments, and the December 2023 Rights Agreement also include representations and warranties, covenants, conditions, and other provisions customary for comparable transactions. About Odyssey Marine Odyssey Marine Exploration, Inc. and its subsidiaries are engaged in deep-ocean exploration. Their innovative techniques are currently applied to mineral exploration and other marine survey and contracted services. The corporate headquarters are in Tampa, Florida. Tampa, Fla.-based Grant Thornton LLP, the Company's auditor since 2023, issued a "going concern" qualification in its report dated May 17, 2024, citing that the Company incurred net operating losses during the year ended 2023, and as of December 31, 2023, the Company's current liabilities exceeded its current assets by $26.6 million, and its total liabilities exceeded its total assets by $85.9 million. These conditions, along with other matters, raise substantial doubt about the Company's ability to continue as a going concern. As of September 30, 2024, Odyssey Marine had $21,758,228 in total assets, $98,480,151 in total liabilities, and $76,721,923 in total stockholders' deficit. ODYSSEY MARINE: Forms Joint Venture With CapLat for Mexican Project ------------------------------------------------------------------- Odyssey Marine Exploration, Inc. disclosed in a Form 8-K Report filed with the U.S. Securities and Exchange Commission that the Company and Capital Latinoamericano, S.A. de C.V. entered into a Joint Venture Agreement pursuant to which they formed a joint venture to develop a strategic fertilizer production project in Mexico building on the work completed by the Company to validate a high-quality subsea phosphate resource within Mexico's Exclusive Economic Zone. Pursuant to the JV Agreement, the Company and CapLat will work together to develop the Project and, subject to satisfaction of certain conditions, including certain regulatory approvals from Mexican governmental authorities, subsidiaries of each party will invest as equal partners, subject to adjustment based on final contributions, in a newly formed joint venture entity that will own and continue to develop and operate the Project. The JV Agreement also provides that the Company and CapLat have exclusive rights to develop the Project, and that CapLat has the exclusive right to develop with the Company any projects in the EEZ owned or developed by the Company during the next five years. Each of the parties has the right to terminate the JV Agreement if the investment into the joint venture entity does not occur on or prior to December 31, 2026, or if there is a change of control of either party. In the event of a termination based on a change of control, the terminating party would be entitled to a termination fee of $10 million. The JV Agreement also sets forth representations and warranties, covenants, conditions, termination provisions, and other provisions customary for comparable transactions. About Odyssey Marine Odyssey Marine Exploration, Inc. and its subsidiaries are engaged in deep-ocean exploration. Their innovative techniques are currently applied to mineral exploration and other marine survey and contracted services. The corporate headquarters are in Tampa, Florida. Tampa, Fla.-based Grant Thornton LLP, the Company's auditor since 2023, issued a "going concern" qualification in its report dated May 17, 2024, citing that the Company incurred net operating losses during the year ended 2023, and as of December 31, 2023, the Company's current liabilities exceeded its current assets by $26.6 million, and its total liabilities exceeded its total assets by $85.9 million. These conditions, along with other matters, raise substantial doubt about the Company's ability to continue as a going concern. As of September 30, 2024, Odyssey Marine had $21,758,228 in total assets, $98,480,151 in total liabilities, and $76,721,923 in total stockholders' deficit. ODYSSEY MARINE: Sells $4.1 Million Worth of Common Stock -------------------------------------------------------- Odyssey Marine Exploration, Inc. disclosed in a Form 8-K Report filed with the U.S. Securities and Exchange Commission that it entered into a Securities Purchase Agreement pursuant to which the Company issued and sold an aggregate of 7,377,912 shares of common stock to certain accredited investors at a purchase price of $0.55 per share. The aggregate purchase price for the shares, before deduction of the Company's expenses associated with the transaction, was approximately $4.1 million. The issuance and sale of the shares of common stock were exempt from registration under Section 4(a)(2) of the Securities Act of 1933, as amended, and Rule 506 thereunder. The Purchase Agreement further provides the investors with the right, but not the obligation, to purchase an additional 7,220,141 shares of common stock at a purchase price of $1.10 per share at a subsequent closing to be held on April 30, 2025. The Company and the investors also entered into a Registration Rights Agreement pursuant to which the Company agreed to prepare and file a registration statement with the Securities and Exchange Commission relating to the offer and sale of the shares of common stock on or before February 28, 2025. The investors also have certain "piggyback" registration rights under the Rights Agreement. The Purchase Agreement and the Rights Agreement each contains representations and warranties, covenants, conditions, and other provisions customary for comparable transactions, including indemnification provisions in favor of the investors. About Odyssey Marine Odyssey Marine Exploration, Inc. and its subsidiaries are engaged in deep-ocean exploration. Their innovative techniques are currently applied to mineral exploration and other marine survey and contracted services. The corporate headquarters are in Tampa, Florida. Tampa, Fla.-based Grant Thornton LLP, the Company's auditor since 2023, issued a "going concern" qualification in its report dated May 17, 2024, citing that the Company incurred net operating losses during the year ended 2023, and as of December 31, 2023, the Company's current liabilities exceeded its current assets by $26.6 million, and its total liabilities exceeded its total assets by $85.9 million. These conditions, along with other matters, raise substantial doubt about the Company's ability to continue as a going concern. As of September 30, 2024, Odyssey Marine had $21,758,228 in total assets, $98,480,151 in total liabilities, and $76,721,923 in total stockholders' deficit. ONDAS HOLDINGS: Note Holder Buys $18.9M More in Convertible Notes ----------------------------------------------------------------- Ondas Holdings Inc. announced Dec. 30, 2024, that a note holder has elected to purchase $18.9 million in aggregate principal amount of 3% senior convertible notes due 2026. This marks the third investment from the investor in Ondas Holdings convertible notes since December 3rd, resulting in $30 million in net cash proceeds to the Company, before placement fees and expenses. The proceeds from the Offering will be used for general corporate purposes and will be primarily allocated to support the growth of the Company's drone business, Ondas Autonomous Systems (OAS), which received $14.4 million in orders in Q3 2024. "Ondas is entering 2025 with significant business momentum which is now supported by a robust cash position," stated Eric Brock, Chairman and CEO of Ondas Holdings. "After securing $30 million in net proceeds from a long-time investor in the last four weeks, we have now achieved the funding targets for the multi-stage capital plan we outlined at our OAS Investor Day in September. We have an exceptional opportunity ahead to meet growing global demand for our Optimus and Iron Drone autonomous drone platforms, and to execute our operational plan to support customers and drive value for our investors. Indeed, we see upside to our initial targets for 2025 and look forward to sharing a business update in the first quarter." Oppenheimer & Co. Inc. acted as sole placement agent in connection with the Offering. About Ondas Holdings Marlborough, Mass.-based Ondas Holdings Inc. is a provider of private wireless data solutions via Ondas Networks Inc. and commercial drone solutions through Ondas Autonomous Systems Inc. via its wholly owned subsidiaries American Robotics, Inc. and Airobotics LTD, which the Company operates as a separate business unit called Ondas Autonomous Systems. Ondas Networks is a developer of proprietary, software-based wireless broadband technology for large established and emerging commercial and government markets. Ondas Networks' standards-based (802.16s), multi-patented, software-defined radio FullMAX platform enables Mission-Critical IoT (MC-IoT) applications by overcoming the bandwidth limitations of today's legacy private licensed wireless networks. Ondas Networks' customer end markets include railroads, utilities, oil and gas, transportation, aviation (including drone operators) and government entities whose demands span a wide range of mission critical applications. Somerset, N.J.-based Rosenberg Rich Baker Berman, P.A., the Company's auditor since 2017, issued a "going concern" qualification in its report dated April 1, 2024, citing that the Company has experienced recurring losses from operations, negative cash flows from operations, and a working capital deficit as of Dec. 31, 2023. OPTINOSE INC: Effects 1-for-15 Reverse Stock Split -------------------------------------------------- OptiNose, Inc. reported in a Form 8-K filed with the Securities and Exchange Commission that on Dec. 30, 2024, it filed a Certificate of Amendment to the Company's Fourth Amended and Restated Certificate of Incorporation with the Delaware Secretary of State, to effect a 1-for-15 reverse stock split of the Company's issued and outstanding shares of common stock, par value $0.001 per share, effective at 8:00 a.m. Eastern Standard Time on that date. Beginning with the opening of trading on Dec. 31, 2024, the Common Stock traded on the Nasdaq Global Select Market on a split-adjusted basis under a new CUSIP number 68404V 209. As a result of the reverse split, each 15 shares of Common Stock issued and outstanding will be automatically combined and converted into one issued and outstanding share of Common Stock. No fractional shares will be issued in connection with the reverse split. Stockholders who would otherwise be entitled to a fractional share of Common Stock will instead receive cash in lieu of fractional shares based on the closing price per share of the Common Stock as quoted on Nasdaq on the Effective Date (as adjusted to give effect to the reverse split). The reverse split will not reduce the number of authorized shares of Common Stock or preferred stock, or change the par values of the Common Stock or Preferred Stock. The reverse split will affect all stockholders uniformly and will not affect any stockholder's ownership percentage of Common Stock (except to the extent that the reverse split would result in some of the stockholders receiving cash in lieu of fractional shares). All outstanding restricted stock units, stock options and warrants entitling their holders to receive or purchase, as applicable, shares of Common Stock will be adjusted as a result of the reverse split, in accordance with the terms of each such security. In addition, the number of shares reserved for future issuance pursuant to the Company's 2010 Stock Incentive Plan, as amended, and the number of shares reserved for future issuance pursuant to the Company's 2017 Employee Stock Purchase Plan, as amended, will also be appropriately adjusted. As a result of the reverse split, as of immediately following the effectiveness of the reverse split, the number of issued and outstanding shares of Common Stock will be adjusted from 150,829,507 shares to approximately 10,055,300 shares. About OptiNose Inc. Yardley, Pa.-based OptiNose, Inc., is a specialty pharmaceutical company focused on the development and commercialization of products for patients treated by ear, nose and throat (ENT) and allergy specialists. The Company's first commercial product, XHANCE (fluticasone propionate) nasal spray, 93 microgram (mcg), is a therapeutic utilizing its proprietary Exhalation Delivery System (EDS) that delivers a topically-acting corticosteroid for the treatment of chronic rhinosinusitis with nasal polyps and, if approved, chronic rhinosinusitis without nasal polyps (also known as chronic sinusitis). Philadelphia, Pa.-based Ernst & Young LLP, the Company's auditor since 2016, issued a "going concern" qualification in its report dated March 7, 2024, citing that the Company has incurred recurring losses from operations, has a working capital deficiency and expects to not be in compliance with certain debt covenants, and has stated that substantial doubt exists about the Company's ability to continue as a going concern. OPTINOSE INC: Stockholders OK Reverse Split at Special Meeting -------------------------------------------------------------- OptiNose, Inc. held a special meeting of stockholders. Of the 150,829,507 shares of Common stock issued and outstanding and entitled to vote at the Special Meeting, 92,482,914, or approximately 61%, were present, either in person or by proxy, constituting a quorum. The following provides a summary of the votes cast for the proposal on which the Company's stockholders voted at the Special Meeting: Proposal 1: Approval of an amendment to the Certificate of Incorporation to effect a reverse split of the Company's Common Stock at a ratio within a range of one-for-ten to a maximum of one-for-one hundred, as determined by the Company's Board of Directors, and with such reverse split to be effected at such time and date, if at all, as determined by the Board in its sole discretion. The Company's stockholders approved the Reverse Stock Split Proposal. About OptiNose, Inc. Yardley, Pa.-based OptiNose, Inc. is a specialty pharmaceutical company focused on the development and commercialization of products for patients treated by ear, nose and throat (ENT) and allergy specialists. Philadelphia. Pa.-based Ernst & Young LLP, the Company's auditor since 2016, issued a "going concern" qualification in its report dated March 7, 2024, citing that the Company has incurred recurring losses from operations, has a working capital deficiency and expects to not be in compliance with certain debt covenants, and has stated that substantial doubt exists about the Company's ability to continue as a going concern. As of September 30, 2024, OptiNose had $131.02 million in total assets, $172.12 million in total liabilities, and $41.1 million in total shareholders' deficit. OREGON TOOL: $850MM Bank Debt Trades at 41% Discount ---------------------------------------------------- Participations in a syndicated loan under which Oregon Tool Holdings Inc is a borrower were trading in the secondary market around 59.4 cents-on-the-dollar during the week ended Friday, January 3, 2025, according to Bloomberg's Evaluated Pricing service data. The $850 million Term loan facility is scheduled to mature on October 16, 2028. The amount is fully drawn and outstanding. Oregon Tool Holdings, Inc., headquartered in Portland, Oregon, is a global manufacturer and distributor of professional-grade, consumable parts and attachments for use in forestry, lawn and garden, agriculture and concrete cutting applications. OYA RENEWABLES: Hires Quinn & Associates as Financial Advisor ------------------------------------------------------------- OYA Renewables Development LLC and its affiliates seek approval from the U.S. Bankruptcy Court for the District of Delaware to hire Quinn & Associates, LLC as their financial advisor. The firm will render these services: a. perform general due diligence on the Debtors; b. review and modify the Debtors’ existing cash management system and cash flow forecasts, including updating or refining the cash flow forecasts as needed, consistent with any reporting requirements; c. assist the Debtors in producing financial analyses and reporting for the Debtors’ lenders and other constituents; d. report to and work closely with the Debtors’ independent manager(s); e. review the Debtors’ existing business plans and financial forecasts and, to the extent necessary, assist in updating or refining plans and forecasts to take in account various scenarios to pressure test the plan; f. assist the Debtors in developing, evaluating, and executing various restructuring strategies, including assisting with negotiation with creditors and other constituents, as requested; g. assist the Debtors in contingency planning and preparations, as may be requested by the Debtors; h. assist the Debtors in the administration of the Chapter 11 Cases, including debtor in possession financing and chapter 11 reporting, vendor analysis and negotiations, witness testimony, and other transition services workstreams, as may be requested by the Debtors; i. assist and prepare the Debtors for an asset sale or sales pursuant to section 363 of the Bankruptcy Code or other sale process(es) as requested by the Debtors; j. assist in the Debtors’ preparations of their schedules and statements in the Chapter 11 Cases; and k. perform such other professional services as may be requested by the Debtors. Christopher Quinn, the primary consultant in this representation and the president of Quinn & Associates, will be compensated on a reduced hourly rate of $375, while other professionals' hourly rates range from $125 to $525. The firm will also be reimbursed for reasonable out-of-pocket expenses incurred. Mr. Quinn disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: Christopher Quinn Quinn & Associates, LLC 26414 Cottage Cypress Ln. Cypress, TX 77433 About OYA Renewables OYA Renewables Development LLC own a portfolio of operating solar projects and projects in various stages of development in North America. OYA also deliver distributed energy and smart long-term renewable energy solutions to local communities. OYA Renewables and seven its affiliates filed for bankruptcy protection (Bankr. D. Del., Lead Case No. 24-12574) on November 6, 2024. In petition signed by John Shepherd as chief restructuring officer, the Debtors reported $100 million to $500 million in estimated assets and liabilities. The Hon. Karen B. Owens presides over the cases. Young Conway Stargatt & Taylor LLP serves the Debtors' local bankruptcy counsel and Sisley Austin LLP serves as the general bankruptcy counsel. Ankara Consulting Group, LLC acts as financial advisor to the Debtors, while Agenis Capital Advisors and Senahill Advisors LLC act as investment bankers to the Debtors. Kroll Restructuring Administration LLC is the Debtors' notice and claims agent. OYA Renewables Development LLC own a portfolio of operating solar projects and projects in various stages of development in North America. OYA also deliver distributed energy and smart long-term renewable energy solutions to local communities. OYA Renewables and seven its affiliates filed for bankruptcy protection (Bankr. D. Del., Lead Case No. 24-12574) on November 6, 2024. In petition signed by John Shepherd as chief restructuring officer, the Debtors reported $100 million to $500 million in estimated assets and liabilities. The Hon. Karen B. Owens presides over the cases. Young Conway Stargatt & Taylor LLP serves the Debtors' local bankruptcy counsel and Sisley Austin LLP serves as the general bankruptcy counsel. Ankara Consulting Group, LLC acts as financial advisor to the Debtors, while Agenis Capital Advisors and Senahill Advisors LLC act as investment bankers to the Debtors. Kroll Restructuring Administration LLC is the Debtors' notice and claims agent. PACES WEST: Seeks Chapter 11 Bankruptcy Protection in Georgia ------------------------------------------------------------- On January 6, 2025, Paces West Properties LLC sought Chapter 11 protection in the U.S. Bankruptcy Court for the Northern District of Georgia. 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 Paces West Properties LLC Paces West Properties LLC is a single-asset real estate company located in Atlanta, Georgia. Paces West Properties LLC sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Ga. Case No. 25-50172) on January 6, 2025. In its petition, the Debtor reports estimated assets and liabilities between $1 million and $10 million each. Honorable Bankruptcy Judge Lisa Ritchey Craig handles the case. PARKSIDE PLACE: Case Summary & One Unsecured Creditor ----------------------------------------------------- Debtor: Parkside Place LLC 10 N. Broadway #102 Watertown, SD 57201 Business Description: Parkside Place is the fee simple owner of the property located at 8 2nd Street, NE, Watertown, South Dakota 57201, which has an appraised value of $6.98 million. Chapter 11 Petition Date: January 6, 2025 Court: United States Bankruptcy Court District of North Dakota Case No.: 25-30003 Judge: Hon. Shon Hastings Debtor's Counsel: Maurice VerStandig, Esq. THE DAKOTA BANKRUPTCY FIRM 1630 1st Avenue N, Suite B PMB 24 Fargo, North Dakota 58102-4246 Tel: 701-394-3215 E-mail: mac@dakotabankruptcy.com Estimated Assets: $7,221,882 Estimated Liabilities: $5,599,522 The petition was signed by Jesse Craig as managing member. The Debtor listed Blacktail Investments, LLC, with an address at PO Box 628, Fargo, ND 58107, as its sole unsecured creditor, holding a claim of $15,000. A full-text copy of the petition is available for free on PacerMonitor at: https://www.pacermonitor.com/view/LE4TWUI/Parkside_Place_LLC__ndbke-25-30003__0001.0.pdf?mcid=tGE4TAMA PARTY CITY: Auctions 26 New Jersey Leases Amid Chapter 11 Process ----------------------------------------------------------------- Daniel Munoz of NorthJersey.com reports that Party City is auctioning 26 of its New Jersey store leases as part of its ongoing bankruptcy proceedings, according to A&G Real Estate Partners, the real estate adviser managing the auction for the struggling chain. The leases include locations across North, Central, and South Jersey. According to NorthJersey.com, the Woodcliff Lake-based party supply retailer, which operates hundreds of stores nationwide, plans to close its doors early this 2025. At its peak, Party City had over 800 stores, the report said. Recent financial challenges, such as inflation, reduced consumer spending, and increased online competition, have affected the company. Additionally, a helium shortage impacted its balloon sales, a critical part of its business, the report notes. Although Party City eliminated nearly $1 billion in debt through bankruptcy last 2024, it has struggled to remain financially stable, the report states. The auction, expected to take place in early February, will feature stores located in high-traffic shopping centers with prime real estate. The New Jersey locations up for lease include: * Bridgewater * Clark * Clifton * Delran * Deptford * East Brunswick * East Hanover * Eatontown * Edgewater * Hamilton * Hazlet * Howell * Jersey City * Kenilworth * Mays Landing * Millville * Mount Laurel * Paramus (Route 4) * Paramus (Route 17) * Princeton * Rockaway * Sicklerville * Voorhees * Watchung * Wayne * Woodbridge About Party City Holdco Party City Holdco Inc. is a party goods retailer and the go-to shopping destination for every type of celebration, offering an extensive and innovative selection of products at exceptional value. The Company has approximately 700 company-owned and franchise store locations across North America and sells online to consumers at www.partycity.com. The Company also operates Amscan, a premier designer, manufacturer, and distributor of celebration products including decor, tableware, costumes, and accessories. The Company is headquartered in Woodcliff Lake, N.J., with additional locations in the Americas and Asia. Party City Holdco and its domestic subsidiaries sought protection under Chapter 11 of the U.S. Bankruptcy Code on December 21, 2024 (Bankr. S.D. Tex. Lead Case No. 24-90621). Hon. Alfredo R Perez oversees the cases. PARTY CITY: Davis Polk & Haynes Represent Second Lien Noteholders ----------------------------------------------------------------- The law firms of Davis Polk & Wardwell LLP and Haynes and Boone, LLP filed a verified statement pursuant to Rule 2019 of the Federal Rules of Bankruptcy Procedure to disclose that in the Chapter 11 cases of Party City Holdco Inc. and affiliates, the firms represent Ad Hoc Group of Second Lien Noteholders. The Ad Hoc Group was formed by certain holders (the "Members") under that certain Indenture (the "Second Lien Notes Indenture"), dated as of October 12, 2023, by and among Party City Holdco Inc. (the "Company"), as issuer, the guarantors from time to time party thereto, and Wilmington Savings Fund Society, FSB, as trustee (the "Trustee"). In or around November 2024, the Ad Hoc Group of Second Lien Noteholders engaged Davis Polk to represent it in connection with the Members' holdings under the Second Lien Notes Indentures. In December 2024, the Ad Hoc Group of Second Lien Noteholders engaged Haynes and Boone to act as co-counsel in the Chapter 11 Cases. Counsel represents only the Ad Hoc Group of Second Lien Noteholders and does not represent or purport to represent any entities other than the Ad Hoc Group of Second Lien Noteholders in connection with the Chapter 11 Cases. In addition, the Ad Hoc Group of Second Lien Noteholders does not claim or purport to represent any other entity and undertakes no duties or obligations to any entity. The Members, collectively, beneficially own (or are the investment advisors or managers for funds that beneficially own) or manage approximately (i) $257 million in aggregate principal amount of the notes under the Second Lien Notes Indenture, and (ii) 13 million shares of Common Stock. The Ad Hoc Group of Second Lien Noteholders' address and the nature and amount of disclosable economic interests held in relation to the Debtors are: 1. Certain funds and/or accounts, or subsidiaries of such funds and/or accounts, managed, advised or controlled by CAPITAL RESEARCH AND MANAGEMENT COMPANY, or a subsidiary or an affiliate thereof 333 South Hope Street 55th Floor Los Angeles, CA 90071 * $96,938,179 in aggregate principal amount of notes under the Second Lien Notes Indenture * 4,922,872 of Common Shares 2. Certain funds and/or accounts, or subsidiaries of such funds and/or accounts, managed, advised or controlled by DAVIDSON KEMPNER CAPITAL MANAGEMENT LP 520 Madison Avenue 30th Floor New York, NY 10022 * $28,712,319 in aggregate principal amount of notes under the Second Lien Notes Indenture * 1,458,118 of Common Shares 3. Certain funds and/or accounts, or subsidiaries of such funds and/or accounts, managed, advised or controlled by MONARCH ALTERNATIVE CAPITAL LP, or a subsidiary thereof 535 Madison Avenue 26th Floor New York, NY 10022 * $22,697,644 in aggregate principal amount of notes under the Second Lien Notes Indenture * 1,152,669 of Common Shares 4. Certain funds and/or accounts, or subsidiaries of such funds and/or accounts, managed, advised or controlled by SILVER POINT CAPITAL, L.P., or a subsidiary thereof Two Greenwich Plaza Greenwich, CT 06830 * $109,124,122 in aggregate principal amount of notes under the Second Lien Notes Indenture * 5,543,530 of Common Shares The law firms can be reached at: Charles A. Beckham, Jr., Esq. Kelli Norfleet, Esq. Re'Necia Sherald, Esq. HAYNES AND BOONE, LLP 1221 McKinney Street, Suite 4000 Houston, Texas 77010 Telephone: (713) 547-2000 Facsimile: (713) 547-2600 Email:charles.beckham@haynesboone.com Email: kelli.norfleet@haynesboone.com Email: renecia.sherald@haynesboone.com Damian S. Schaible, Esq. Adam L. Shpeen, Esq. Abraham Bane, Esq. DAVIS POLK & WARDWELL LLP 450 Lexington Avenue New York, NY 10017 Telephone: (212) 450-4000 Facsimile: (212) 701-5800 Email: damian.schaible@davispolk.com Email: adam.shpeen@ davispolk.com Email: abraham.bane@davispolk.com About Party City Holdco Party City Holdco Inc. (NYSE: PRTY) is the global leader in the celebrations' industry, with its offerings spanning more than 70 countries around the world. It is also the largest designer, manufacturer, distributor, and retailer of party goods in North America. Party City Holdco had 761 company-owned stores as of September 2022. It is headquartered in Woodcliff Lake, N.J. with additional locations throughout the Americas and Asia. Party City Holdco and its domestic subsidiaries sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Tex. Lead Case No. 23-90005). As of Sept. 30, 2022, Party City Holdco had total assets of $2,869,248,000 against total debt of $3,022,960,000. Judge David R. Jones oversees the cases. The Debtors tapped Paul, Weiss, Rifkind, Wharton & Garrison, LLP, as legal counsel; Moelis & Company, LLC as investment banker; AlixPartners, LLP as financial advisor; A&G Realty Partners as real estate advisor; and Kroll as the claims agent. PricewaterhouseCoopers LLP (PwC) provides accounting and valuation advisory services, tax-related services, and internal audit Sarbanes-Oxley Act support services. Davis Polk & Wardwell, LLP and Lazard serve as legal counsel and investment banker, respectively, to the ad hoc group of first lien holders. The U.S. Trustee for Region 6 appointed an official committee to represent unsecured creditors in the Chapter 11 cases. The committee is represented by Pachulski Stang Ziehl & Jones, LLP. PARTY CITY: Taps Kroll Restructuring as Claims and Noticing Agent ----------------------------------------------------------------- Party City Holdco Inc. and affiliates seek approval from the U.S. Bankruptcy Court for the Southern District of Texas to hire Kroll Restructuring Administration LLC as claims, noticing, and solicitation agent. The firm will oversee the distribution of notices and will assist in the maintenance, processing and docketing of proofs of claim filed in the Debtors' Chapter 11 cases. Prior to the petition date, the Debtors provided Kroll an advance in the amount of $50,000. Benjamin Steele, managing director at Kroll, disclosed in a court filing that his firm is a "disinterested person" pursuant to Section 101(14) of the Bankruptcy Code. The firm can be reached at: Benjamin J. Steele Kroll Restructuring Administration LLC 55 East 52nd Street, 17th Floor New York, NY 10055 About Party City Holdco Party City Holdco sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Tex. Case No. 24-90621) on Dec. 21, 2024. In its petition, the Debtor reports estimated assets and liabilities between $1 million and $10 million each. Honorable Bankruptcy Judge Alfredo R. Perez handles the case. John F Higgins, IV of Porter Hedges LLP is the Debtor's counsel. PINEY POINT: Seeks Chapter 11 Bankruptcy Protection in Texas ------------------------------------------------------------ On January 7, 2025, Piney Point 2023 LLC sought Chapter 11 protection in the U.S. Bankruptcy Court for the Southern District of Texas. According to court filing, the Debtor reports $50 million and $100 million in debt owed to 1 and 49 creditors. The petition states funds will be available to unsecured creditors. About Piney Point 2023 LLC Piney Point 2023 LLC is a single asset real estate company headquartered in Spring, Texas. Piney Point 2023 LLC sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Tex. Case No. 25-30128) on January 7, 2025. In its petition, the Debtor reports estimated assets between $100 million and $500 million and estimated liabilities between $50 million and $100 million. Honorable Bankruptcy Judge Jeffrey P. Norman handles the case. Steven Douglas Shurn, Esq. of Hughes Watters Askanase represents te Debtor as counsel. PINEY POINT: Voluntary Chapter 11 Case Summary ---------------------------------------------- Debtor: Piney Point 2023 LLC 143 Manor Lake Estates Spring TX 77379 Business Description: Piney Point is a Single Asset Real Estate debtor (as defined in 11 U.S.C. Section 101(51B)). Chapter 11 Petition Date: January 6, 2025 Court: United States Bankruptcy Court Southern District of Texas Case No.: 25-30128 Judge: Hon. Jeffrey P Norman Debtor's Counsel: Steven Shurn, Esq. HUGHES WATTERS ASKANASE Total Energies Tower 1201 Louisiana, 28th Floor Houston TX 77002 Tel: (713) 590-4200 E-mail: sshurn@hwa.com Estimated Assets: $100 million to $500 million Estimated Liabilities: $50 million to $100 million The petition was signed by Fercan E. Kalkan as sole member. The Debtor failed to include a list of its 20 largest unsecured creditors in the petition A full-text copy of the petition is available for free at www.PacerMonitor.com at: https://www.pacermonitor.com/view/6PHC6LY/Piney_Point_2023_LLC__txsbke-25-30128__0001.0.pdf?mcid=tGE4TAMA PROSPECT CAPITAL: Moody's Withdraws (P)Ba3 Preferred Shelf Ratings ------------------------------------------------------------------ Moody's Ratings has withdrawn the Ba3 (hyb) preferred stock and (P)Ba3 preferred shelf ratings of Prospect Capital Corporation (PSEC). PSEC's other ratings, including its Ba1 long-term corporate family rating, long-term issuer and senior unsecured ratings and its (P)Ba1 senior unsecured shelf and senior unsecured MTN program ratings are unchanged by Moody's withdrawal of the preferred stock and shelf ratings. RATINGS RATIONALE Moody's have decided to withdraw the rating(s) following a review of the issuer's request to withdraw its rating(s). PURDUE PHARMA: Comm. Taps Nardello & Co as Forensic Fin. Advisor ---------------------------------------------------------------- The official committee of unsecured creditors of Purdue Pharma L.P. and its subsidiaries seek approval from the U.S. Bankruptcy Court for the Southern District of New York to hire Nardello & Co. LLC as its specialized forensic financial advisor. The firm will render these services: a) investigate, identify, trace and locate assets owned by members of the Sackler family and related trusts and entities in various foreign jurisdictions; b) identify the nature and value of such assets, the ownership structure of such assets (e.g., whether they are owned directly by a specific member of the Sackler family or trust or whether there is an intermediate owner) and the particular trusts in which such assets are held; c) investigate the ownership interest of relevant members of the Sackler family and related trusts and entities in potential assets identified, including corporations, trusts and real estate assets; d) investigate the sources of income, assets and liabilities of the relevant members of the Sackler family and related trusts and entities; e) identify sources of information regarding the assets of the relevant members of the Sackler family and related trusts and entities for further investigation and discovery; f) assist in the review of documents obtained by the Official Committee in connection with the Chapter 11 Cases in furtherance of asset tracing activities; g) assist in the investigation, evaluation and analysis of issues arising in connection with the Estate Claims; and h) render such other consulting services as the Official Committee or its counsel may deem necessary that is consistent with the role of specialized forensic financial advisor and not duplicative of services provided by other professionals in the Chapter 11 Cases. Nardello’s standard hourly rates for 2024 and 2025 are as follows: 2024 Rates 2025 Rates CEO $1,650 $1,800 President/Chief Legal Officer $1,025 $1,050 Partner $895 $920 Managing Director $835 $860 Associate Managing Director/ Senior Consultant $715 $735 Senior Director/ Senior Forensic Accountant $670 $690 Director/Senior Investigator $620 $635 Senior Analyst/Investigator/ Field Investigator $510 $525 Analyst $385 $395 Field Operative $275 $275 Court Researcher $200 $200 Howard S. Master, a partner and counsel to the CEO at Nardello, is a "disinterested person" as the term is defined in 11 U.S.C. 101(14). The firm can be reached through: Howard S. Master Nardello & Co. LLC 1212 Avenue of the Americas, 18th Floor New York, NY 10036 Phone: (212) 537-5300 Email: hmaster@nardelloandco.com About Purdue Pharma LP Purdue Pharma L.P. and its subsidiaries -- http://www.purduepharma.com/-- develop and provide prescription medicines and consumer products that meet the evolving needs of healthcare professionals, patients, consumers and caregivers. Purdue's subsidiaries include Adlon Therapeutics L.P., focused on treatment for Attention-Deficit/Hyperactivity Disorder (ADHD) and related disorders; Avrio Health L.P., a consumer health products company that champions an improved quality of life for people in the United States through the reimagining of innovative product solutions; Imbrium Therapeutics L.P., established to further advance the emerging portfolio and develop the pipeline in the areas of CNS, non-opioid pain medicines, and select oncology through internal research, strategic collaborations and partnerships; and Greenfield Bioventures L.P., an investment vehicle focused on value-inflection in early stages of clinical development. Opioid makers in the U.S. are facing pressure from a crackdown on the addictive drug in the wake of the opioid crisis and as state attorneys general file lawsuits against manufacturers. More than 2,000 states, counties, municipalities and Native American governments have sued Purdue Pharma and other pharmaceutical companies for their role in the opioid crisis in the U.S., which has contributed to the more than 700,000 drug overdose deaths in the U.S. since 1999. OxyContin, Purdue Pharma's most prominent pain medication, has been the target of over 2,600 civil actions pending in various state and federal courts and other fora across the United States and its territories. On Sept. 15 and 16, 2019, Purdue Pharma L.P. and 23 affiliated debtors each filed a voluntary petition for relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D.N.Y. Lead Case No. 19-23649), after reaching terms of a preliminary agreement for settling the massive opioid litigation. The Debtors' consolidated balance sheet as of Aug. 31, 2019, showed $1.972 billion in assets and $562 million in liabilities. U.S. Bankruptcy Judge Robert Drain oversees the cases. The Debtors tapped Davis Polk & Wardwell, LLP and Dechert, LLP, as legal counsels; PJT Partners as investment banker; AlixPartners as financial advisor; and Grant Thornton, LLP as tax structuring consultant. Prime Clerk, LLC, is the claims agent. Akin Gump Strauss Hauer & Feld LLP and Bayard, P.A., represent the official committee of unsecured creditors appointed in the Debtors' bankruptcy cases. David M. Klauder, Esq., is the fee examiner appointed in the Debtors' cases. The fee examiner is represented by Bielli & Klauder, LLC. * * * U.S. Bankruptcy Judge Robert Drain in early September 2021 approved a plan to turn Purdue into a new company (Knoa Pharma LLC) no longer owned by members of the Sackler family, with its profits going to fight the opioid epidemic. The Sackler family agreed to pay $4.3 billion over nine years to the states and private plaintiffs and in exchange for a lifetime legal immunity. The deal resolves some 3,000 lawsuits filed by state and local governments, Native American tribes, unions, hospitals and others who claimed the company's marketing of prescription opioids helped spark and continue an overdose epidemic. Separate appeals to approval of the Plan have already been filed by the U.S. Bankruptcy Trustee, California, Connecticut, the District of Columbia, Maryland, Rhode Island and Washington state, plus some Canadian local governments and other Canadian entities. In early March 2022, Purdue Pharma reached a nationwide settlement over its role in the opioid crisis, with the Sackler family members boosting their cash contribution to as much as $6 billion. The settlement was hammered out with attorneys general from the eight states -- California, Connecticut, Delaware, Maryland, Oregon, Rhode Island, Vermont and Washington -- and D.C. who had opposed the previous settlement. RAPID DRY: Case Summary & 20 Largest Unsecured Creditors -------------------------------------------------------- Debtor: Rapid Dry, Inc. d/b/a IRock Plumbing 428 Zimmerman Street North Tonawanda, NY 14120 Business Description: Rapid Dry offers 24/7 water damage restoration, cleanup, and dehumidification services. Chapter 11 Petition Date: January 6, 2025 Court: United States Bankruptcy Court Western District of New York Case No.: 25-10009 Debtor's Counsel: Arthur G. Baumeister, Jr., Esq. BAUMEISTER DENZ LLP 174 Franklin Street, Suite 2 Buffalo, NY 14202 Tel: (716) 852-1300 Fax: (716) 852-1344 E-mail: abaumeister@bdlegal.net Estimated Assets: $0 to $50,000 Estimated Liabilities: $1 million to $10 million The petition was signed by Troy G. Hess in his role as president. A full-text copy of the petition, which includes a list of the Debtor's 20 largest unsecured creditors, is available for free on PacerMonitor at: https://www.pacermonitor.com/view/7SY427Q/Rapid_Dry_Inc__nywbke-25-10009__0001.0.pdf?mcid=tGE4TAMA REVIVA PHARMACEUTICALS: CVI Investments Holds 7.2% Equity Stake --------------------------------------------------------------- CVI Investments, Inc. and its investment manager, Heights Capital Management, Inc., disclosed in a Schedule 13G filed with the U.S. Securities and Exchange Commission that as of December 16, 2024, they beneficially owned 3,333,332 shares of Reviva Pharmaceuticals' Common Stock, representing 7.2% of the shares outstanding. The address of the principal business office of CVI Investments, Inc. is: P.O. Box 309GT Ugland House South Church Street George Town Grand Cayman KY1-1104 The address of the principal business office of Heights Capital Management, Inc. is: 101 California Street, Suite 3250 San Francisco, California 94111 A full-text copy of CVI Investments' SEC Report is available at: https://tinyurl.com/yc6ptfh8 About Reviva Pharmaceuticals Holdings Cupertino, Calif.-based Reviva Pharmaceuticals Holdings, Inc. is a late-stage biopharmaceutical company that discovers, develops, and seeks to commercialize next-generation therapeutics for diseases representing unmet medical needs and burdens to society, patients, and their families. Going Concern The Company's current cash on hand is not sufficient to satisfy its operating cash needs for the 12 months from the filing its Quarterly Report on Form 10-Q for the period ended June 30, 2024. The Company believes that it has adequate cash on hand to cover anticipated outlays into the third quarter of fiscal year 2024, but will need additional fundraising activities and cash on hand during the third quarter of fiscal year 2024. These conditions raise substantial doubt regarding the Company's ability to continue as a going concern for a period of one year after the date the financial statements are issued. The Company will seek to fund its operations through public or private equity or debt financings or other sources, which may include collaborations with third parties. In May 2024, the Company raised capital through a registered financial offering. Adequate additional financing may not be available to the Company on acceptable terms, or at all. Should the Company be unable to raise sufficient additional capital, the Company may be required to undertake cost-cutting measures, including delaying or discontinuing certain clinical activities. As of June 30, 2024, Reviva had $8.1 million in total assets, $14.1 million in total liabilities, and $6.04 million in total stockholders' deficit. REW INTERPRISES: Starts Subchapter V Bankruptcy Proceeding ---------------------------------------------------------- On January 6, 2025, Rew Interprises Inc. filed Chapter 11 protection in the U.S. Bankruptcy Court for the Western District of Tennessee. 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 Rew Interprises Inc. Rew Interprises Inc. sought relief under Subchapter V of Chapter 11 of the U.S. Bankruptcy Code (Bankr. W.D. Tenn. Case No. 25-20087) on January 6, 2025. In its petition, the Debtor reports . Honorable Bankruptcy Judge M Ruthie Hagan handles the case. Ted I. Jones, Esq. of Jones & Garrett Law Firm represents the Debtor as counsel. RHODIUM ENCORE: Akin Gump Files Supplemental Rule 2019 Statement ---------------------------------------------------------------- The law firm of Akin Gump Strauss Hauer & Feld LLP filed a first supplemental verified statement pursuant to Rule 2019 of the Federal Rules of Bankruptcy Procedure to disclose that in the Chapter 11 cases of Rhodium Enterprises Inc. ("REI") and affiliates, the firm represents the Ad Hoc Group of SAFE Parties (the "Ad Hoc Group"). The Ad Hoc Group was initially formed on November 14, 2024, and retained Akin to represent the Ad Hoc Group in connection with these chapter 11 cases. Each Ad Hoc Group Member has represented to Akin that it is a party-in-interest, is party to a Simple Agreement for Future Equity ("SAFE") with REI, and holds claims against the Debtors that may include, but are not necessarily limited to, unsecured claims, and administrative claims in unliquidated amounts. According to the Declaration of David M. Dunn in Support of Chapter 11 Petitions and First Day Relief REI entered into SAFE agreements "for a total of $87 million in the aggregate." This appears to refer to the aggregate of the values sometimes referred to in the SAFE agreements as the "Cash Out Amount." Akin has been advised by members of the Ad Hoc Group that each member of the Ad Hoc Group is a party to SAFE agreements with the Debtors. Akin does not make any representation regarding the validity, amount, allowance, or priority of such claims and reserves all rights with respect thereto. Akin does not own, nor has Akin ever owned, any claims against or interests in the Debtors, except for claims for services rendered in connection with these chapter 11 cases. The Ad Hoc Group Members' address and the nature and amount of disclosable economic interests held in relation to the Debtors are: 1. Blockchain Recovery Investment Consortium, LLC, acting in its capacity as the Complex Asset Recovery Manager and Litigation Administrator for Celsius Holding LLC (the "BRIC") 7301 SW 57th Court Suite 515 Miami, Florida 33143 * Litigation Administrator for party to non-executory SAFE agreement with REI * $50,000,000.00 2. James M. Farrar and Adda B. Delgadillo-Farrar 2805 Kings Park Lane, Modesto, CA 95355 * Party to non-executory SAFE agreement with REI * $160,000.00 3. Infinite Mining, LLC 321 Hodge Creek Rd., Kila, MT 59920 * Party to non-executory SAFE agreement with REI * $1,450,000.00 4. Infinite Mining, LLC 321 Hodge Creek Rd., Kila, MT 59920 * Party to non-executory SAFE agreement with REI * $200,000.00 5. Thomas Lienhart 660 Evening Star Lane, Cincinnati, OH 45220 * Party to non-executory SAFE agreement with REI * $100,000.00 6. Pepper Grove Holdings Limited 45 Reid Street, 2nd Floor Hamilton HM 12, Bermuda * Party to non-executory SAFE agreement with REI * $5,000,000.00 7. Private Investor Club Feeder Fund 2021-H LLC 1111 Isobel Reserve Lane, Tampa, FL 33613 * Party to non-executory SAFE agreement with REI * $6,632,340.98 8. Emil Stefkov 108 7th Ave. South, 2nd Floor, 10014 NY, New York * Party to non-executory SAFE agreement with REI * $3,000,000.00 9. Robert Schoemaker 2465 Mangum Ct., Sarasota, FL 34237 * Party to non-executory SAFE agreement with REI * $50,000.00 10. Russell's Bromeliads EQRP 401K 15104 Lost Lake Rd., Clermont, FL 34711 * Party to non-executory SAFE agreement with REI * $150,000.00 11. Ten R Ten, LLC 68 White St., Ste. 7-278 Redbank, NJ 07701 * Party to non-executory SAFE agreement with REI * $50,000.00 12. Brad Weber 1493 Red Tide Rd., Mount Pleasant, SC 29466 * Party to non-executory SAFE agreement with REI * $140,000.00 13. General Global Capital 1302 Pacific Ave., San Francsico, CA 94109 * Party to non-executory SAFE agreement with REI * $1,500,000.00 14. JWS QRP Holdings LLC 650 Ponce de Leon Ave., Ste. #213 Atlanta, GA 30308 * Party to non-executory SAFE agreement with REI * $75,000.00 15. Permit Ventures LLC 9 Cliff Rd., Weston, MA 02493 * Party to non-executory SAFE agreement with REI * $500,000.00 Counsel to the Ad Hoc Group: AKIN GUMP STRAUSS HAUER & FELD LLP Sarah Link Schultz, Esq. Elizabeth D. Scott, Esq. 2300 N. Field Street, Suite 1800 Dallas, TX 75201-2481 Telephone: (214) 969-2800 E-mail: sschultz@akingump.com E-mail: edscott@akingump.com - and - Mitchell P. Hurley, Esq. One Bryant Park New York, NY 10036-6745 Telephone: (212) 872-1000 E-mail: mhurley@akingump.com About Rhodium Encore Rhodium Encore LLC is a founder-led, Texas based, digital asset technology company utilizing proprietary tech to self-mine bitcoin. The Company creates innovative technologies with the goal of being the most sustainable and cost-efficient producer of bitcoin in the industry. Rhodium Encore sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Tex. Lead Case No. 24-90448) on Aug. 24, 2024. In the petition filed by Michael Robinson, as co-CRO, the Debtor reports lead debtor's estimated assets between $100 million and $500 million and estimated liabilities between $50 million and $100 million. The Honorable Bankruptcy Judge Alfredo R. Perez oversees the case. The Debtor tapped QUINN EMANUEL URQUHART & SULLIVAN, LLP, as counsel, and PROVINCE as restructuring advisor. RHODIUM ENCORE: Committee Taps Genesis Credit as Financial Advisor ------------------------------------------------------------------ The official committee of unsecured creditors of Rhodium Encore LLC and its affiliates seeks approval from the U.S. Bankruptcy Court for the Southern District of Texas to hire Genesis Credit Partners LLC as its financial advisor. The firm will render these services: (a) participate in in-person and telephonic meetings of the Committee and subcommittees formed thereby; (b) assist and advise the Committee in its meetings and negotiations with the Debtors and other parties in interest regarding the Chapter 11 Cases; (c) become familiar with and analyze the Debtors' budgets, assets and liabilities, and overall financial condition; (d) review financial and operational information furnished by the Debtors; (e) assist the Committee in analyzing claims asserted against, and interests in, the Debtors, and negotiate with the holders of such claims and interests; (f) assist with the Committee's review of the Debtors' schedules of assets and liabilities, statement of financial affairs, and other financial reports prepared by the Debtors; (g) assist the Committee in its investigation of the acts, conduct, assets, liabilities, management, and financial condition of the Debtors and of the historic and ongoing operation of its businesses; (h) assist the Committee in its analysis of and negotiations with the Debtors or any third party related to financing, asset disposition transactions, compromises of controversies, and assumption and rejection of executory contracts and unexpired leases; (i) monitor and assist with any sale or asset disposition or financing process, and report to the Committee thereto; (j) assist the Committee in its investigation of the validity of the Debtors' prepetition debt and/or liens and any other potential claims against prepetition debt holders; (k) assist the Committee in its analysis of and negotiations with the Debtors or any third party related to the formulation, confirmation, and implementation of any chapter 11 plan, including any valuation analyses and all documentation related thereto; (l) assist and advise the Committee with respect to communications with the general creditor body in the Chapter 11 Cases; (m) review and analyze complaints, motions, applications, orders, and other pleadings filed with the Court, and assist the Committee concerning responses thereto; (n) assist the Committee in its review and analysis of, and negotiations with, the Debtors and its non-Debtor affiliates related to intercompany claims and transactions; (o) review and analyze analyses or reports prepared in connection with the Debtors' potential claims and causes of action, advise the Committee with respect to formulating positions thereon, and perform such other diligence and independent analysis as may be requested by the Committee; (p) advise the Committee with respect to applicable federal and state regulatory issues, as such issues may arise in the Chapter 11 Cases; (q) if necessary, participate as a witness in hearings before the Court with respect to matters upon which GCP has provided advice; and (r) perform other activities as approved by the Committee, the Committee's counsel, and as agreed to by GCP. The current hourly rates that GCP charges for the services of professionals are: Partners $750 to $1,000 Directors/Managers $600 to $700 Associates/Vice-Presidents $450 to $550 Analysts $300 to $400 As disclosed in the court filings, Genesis is "disinterested" as that term is defined in section 101(14) of the Bankruptcy Code and does not hold or represent an interest adverse to the Debtors' estates with respect to the matters for which Genesis is to be employed. The firm can be reached through: Edward Kim Genesis Credit Partners LLC 701 Brickell Avenue, Suite 1480 Miami, FL 33131 Phone: (646) 509-3490 Email: ekim@gencp.com About Rhodium Encore Rhodium Encore LLC is a founder-led, Texas based, digital asset technology company utilizing proprietary tech to self-mine bitcoin. The Company creates innovative technologies with the goal of being the most sustainable and cost-efficient producer of bitcoin in the industry. Rhodium Encore sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Tex. Lead Case No. 24-90448) on Aug. 24, 2024. In the petition filed by Michael Robinson, as co-CRO, the Debtor reports lead debtor's estimated assets between $100 million and $500 million and estimated liabilities between $50 million and $100 million. The Honorable Bankruptcy Judge Alfredo R. Perez oversees the case. The Debtor tapped QUINN EMANUEL URQUHART & SULLIVAN, LLP, as counsel, and PROVINCE as restructuring advisor. RHODIUM ENCORE: Committee Taps McDermott Will & Emery as Counsel ---------------------------------------------------------------- The Official Committee of Unsecured Creditors of Rhodium Encore LLC and its affiliates seeks approval from the U.S. Bankruptcy Court for the Southern District of Texas to hire McDermott Will & Emery LLP as its counsel. The firm will render these services: a) advise the Committee with respect to its rights, powers, and duties in these Chapter 11 Cases; b) participate in in-person and telephonic meetings of the Committee and subcommittees formed thereby, if any; c) assist and advise the Committee in its meetings and negotiations with the Debtors and other parties in interest regarding the Chapter 11 Cases; d) assist the Committee in analyzing claims asserted against, and interests in, the Debtors, and in negotiating with the holders of such claims and interests and bringing, or participating in, objections or estimation proceedings with respect to such claims and interests; e) assist the Committee in analyzing the Debtors' assets and liabilities, including in its review of the Debtors' Schedules of Assets and Liabilities, Statements of Financial Affairs, and other reports prepared by the Debtors, investigating the extent and validity of liens and participating in and reviewing any proposed transfer, sale, or disposition of the Debtors' assets, financing arrangements, and cash collateral stipulations or proceedings; f) assist the Committee in its investigation of the acts, conduct, assets, liabilities, management, and financial condition of the Debtors, the Debtors' historic and ongoing operations of their businesses, and the desirability of the continuation of any portion of those operations, and any other matters relevant to the Chapter 11 Cases; g) assist the Committee in its analysis of, and negotiations with the Debtors or any third party related to, financing, asset disposition transactions, and compromises of controversies, reviewing and determining the Debtors' rights and obligations under leases and executory contracts, and assisting, advising, and representing the Committee in any manner relevant to the assumption and rejection of executory contracts and unexpired leases; h) assist the Committee in its analysis of, and negotiations with, the Debtors or any third party related to, the formulation, confirmation, and implementation of a chapter 11 plan(s) and all documentation related thereto (including the disclosure statement); i) assist, advise, and represent the Committee in understanding its powers and duties under the Bankruptcy Code and the Bankruptcy Rules and in performing other services as are in the interests of those represented by the Committee; j) assist and advise the Committee with respect to communications with the general creditor body regarding significant matters in the Chapter 11 Cases; k) respond to inquiries from individual creditors as to the status of, and developments in, the Chapter 11 Cases; l) represent the Committee at hearings and other proceedings before the Court and other courts or tribunals, as appropriate; m) review and analyze complaints, motions, applications, orders, and other pleadings filed with the Court, and advise the Committee with respect to formulating positions with respect, and filing responses, thereto; n) assist the Committee in its review and analysis of, and negotiations with the Debtors and their non-Debtor affiliates related to intercompany claims and transactions; o) review and analyze third-party analyses and reports prepared in connection with the Debtors' potential claims and causes of action, advise the Committee with respect to formulating positions thereon, and perform such other diligence and independent analysis as may be requested by the Committee; p) advise the Committee with respect to applicable federal and state regulatory issues, as such issues may arise in the Chapter 11 Cases; q) assist the Committee in preparing pleadings and applications, and pursuing or participating in adversary proceedings, contested matters, and administrative proceedings as may be necessary or appropriate in furtherance of the Committee's duties; r) take all necessary or appropriate actions as may be required in connection with the administration of the Debtors' estates, including with respect to a chapter 11 plan and related disclosure statement; and s) perform such other legal services as may be necessary or as may be requested by the Committee in accordance with the Committee's powers and duties as set forth in the Bankruptcy Code. McDermott's standard hourly rates are: 2024 2025 Partners $1,325 to $2,150 $1,500 to $2,365 Associates $645 to $1,335 $895 to $1,485 Other Professionals $250 to $1,275 $300 to $1,320 The following is provided in response to the request for additional information set forth in Paragraph D.1 of the Appendix B Guidelines. (a) McDermott has not agreed to a variation of its standard or customary billing arrangements for this engagement, except as disclosed herein; (b) none of McDermott's professionals included in this engagement have varied their rates based on the geographic location of the Chapter 11 Cases; (c) McDermott did not represent the Committee before the Petition Date; and (d) McDermott expects to develop a budget and staffing plan to comply with the U.S. Trustee's requests for information and additional disclosures, and any orders of the Court. Recognizing that unforeseeable fees and expenses may arise in large chapter 11 cases, McDermott may need to amend the budget as necessary to reflect changed circumstances or unanticipated developments. As disclosed in the court filings, McDermott Will & Emery is a "disinterested person" as that term is defined in section 101(14) of the Bankruptcy Code as modified by section 1107(b) of the Bankruptcy Code. The firm can be reached through: Charles R. Gibbs, Esq. McDermott Will & Emery LLP 2501 North Harwood Street, Suite 1900 Dallas, TX 75201 Tel: (214) 295-8000 Fax: (972) 232-3098 Email: crgibbs@mwe.com About Rhodium Encore Rhodium Encore LLC is a founder-led, Texas based, digital asset technology company utilizing proprietary tech to self-mine bitcoin. The Company creates innovative technologies with the goal of being the most sustainable and cost-efficient producer of bitcoin in the industry. Rhodium Encore sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Tex. Lead Case No. 24-90448) on Aug. 24, 2024. In the petition filed by Michael Robinson, as co-CRO, the Debtor reports lead debtor's estimated assets between $100 million and $500 million and estimated liabilities between $50 million and $100 million. The Honorable Bankruptcy Judge Alfredo R. Perez oversees the case. The Debtor tapped QUINN EMANUEL URQUHART & SULLIVAN, LLP, as counsel, and PROVINCE as restructuring advisor. RMN LLC: Seeks Chapter 11 Bankruptcy Protection in Georgia ---------------------------------------------------------- On January 6, 2025, RMN LLC filed Chapter 11 protection in the U.S. Bankruptcy Court for the Northern District of Georgia. 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 RMN LLC RMN LLC is a limited liability company operating from Atlanta, Georgia. RMN LLC sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Ga. Case No. 25-50176) on January 6, 2025. In its petition, the Debtor reports estimated assets up to $50,000 and estimated liabilities between $500,000 and $1 million. Honorable Bankruptcy Judge James R. Sacca oversees the case. ROCK MEDICAL: U.S. Trustee Appoints Creditors' Committee -------------------------------------------------------- Jerry Jensen, Acting U.S. Trustee for Region 13 appointed an official committee to represent unsecured creditors in the Chapter 11 case of Rock Medical Group, LLC. The committee members are: 1. Skybridge Healthcare Attention: Randall Bahlow 4350 W. Cypress Street, Suite 500 Tampa, FL 33607 Phone: 813-579-1221 Email: rbahlow@skybridgeresources.com 2. Clear Choice Resources Attention: Tim Quass 9140 West Dodge Road, Suite 408 Omaha, NE 68114 Phone: 402-740-7962 Email: timquass@clearchoiceresources.com 3. Advantage Medical Professionals, LLC Attention: Anna L. Martin 3340 Severn Avenue, Suite 320 Metairie, LA 70002 Phone: 504-883-8732 Email: anna@ampstaffing.com Official creditors' committees serve as fiduciaries to the general population of creditors they represent. They may investigate the debtor's business and financial affairs. Committees have the right to employ legal counsel, accountants and financial advisors at a debtor's expense. About Rock Medical Group Rock Medical Group, LLC is a solution-focused medical staffing agency offering medical staffing solutions for hospitals, long-term care facilities, specialty nursing units, hospice care, memory care, rehabilitation facilities, surgical centers, and allied services. Rock Medical Group filed Chapter 11 petition (Bankr. D. Neb. Case No. 24-81090) on November 27, 2024, with up to $1 million in assets and up to $10 million in liabilities. Loren Rock, managing member and owner, signed the petition. Judge Thomas L. Saladino oversees the case. Patrick R. Turner, Esq., at Turner Legal Group, LLC, represents the Debtor as bankruptcy counsel. ROKSTAD HOLDINGS: Receiver Commences Sale Process ------------------------------------------------- FTI Consulting Canada Inc., in its capacity as receiver and manager of Rokstad Holdings Corporation and its affiliates, is commencing a court-approved sale solicitation process for the purpose of soliciting proposals to purchase the property and/or business of Rokstad. All qualified bids are to be submitted no later than at 4:00 p.m. Pacific Standard Time on Jan. 10, 2025. For detailed information about the SSP, consult the receiver's Website at http://cfcanada.fticonsulting.com/Rokstad. To participate in the SSP, contact Adam. Gasch@fticonsulting.com; Hailey.Liu@fticonsulting.com; for additional information. About Rokstad Holdings Rokstad Holdings Corporation -- https://rokstadpower.com/ -- distributes and transmits construction company that operates across the United States and Canada. The Company filed for Chapter 15 protection on Nov. 21, 2024 (Bankr. D. Del. Lead Case No. 24-12645). The Hon. Mary F. Walrath presides over the Chapter 15 case. The petition was signed by FTI Consulting Canada Inc., the Debtor's receiver. Steven W. Golden, Esq., Debra I. Grassgreen, Esq., Colin R. Robinson, Esq., and Brooke E. Wilson, Esq. of Pachulski Stang Ziehl & Jones LLP, represents the Receiver. ROSE ANIMAL: Hires Moore Colson & Company P.C. as Accountant ------------------------------------------------------------ Rose Animal Hospital, LLC seeks approval from the U.S. Bankruptcy Court for the Northern District of Georgia to employ Moore, Colson & Company, P.C. as accountant. The firm's services include: a. assisting the Debtor in preparing its tax returns; b. analyzing financial data and preparing financial reports as necessary to comply with orders of the Court and requests from the U.S. Trustee and other parties-in-interest; and c. providing other essential accounting duties necessary to ensure the accuracy of information presented to the Court and parties in interest in this Case. The firm will be paid at $690 per hour. The firm will be paid a retainer in the amount of $3,000. The firm will also be reimbursed for reasonable out-of-pocket expenses incurred. Christopher Tierney, a partner at Moore, Colson & Company, P.C., disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached at: Christopher Tierney Moore, Colson & Company, P.C. 600 Galleria Parkway, SE, Suite 600 Atlanta, GA 30339 Tel: (770) 989-0028 About Rose Animal Hospital, LLC Rose Animal Hospital, LLC formerly owned real property from which operated a veterinary clinic with Magnolia Rose Veterinary Clinic, Inc. The Debtor filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. N.D. Ga. Case No. 24-55937) on June 4, 2024, with up to $50,000 in assets and up to $1 million in liabilities. William A. Rountree, Esq., at Rountree Leitman Klein & Geer, LLC represents the Debtor as legal counsel. RUINS LLC: Case Summary & 13 Unsecured Creditors ------------------------------------------------ Debtor: The Ruins, LLC 1405 1st Avenue North Fargo, ND 58102 Business Description: The Debtor is the fee simple owner of the property located at 315 E Kemp Avenue, Watertown, South Dakota 57201, which has an appraised value of $8.79 million. Chapter 11 Petition Date: January 6, 2025 Court: United States Bankruptcy Court District of North Dakota Case No.: 25-30004 Judge: Hon. Shon Hastings Debtor's Counsel: Maurice Verstandig, Esq. THE DAKOTA BANKRUPTCY FIRM 1630 1st Avenue N Suite B PMB 24 Fargo, North Dakota 58102-4246 Tel: 701-394-3215 Email: mac@dakotabankruptcy.com Total Assets: $8,802,860 Total Liabilities: $14,261,203 The petition was signed by Jesse Craig as managing member. A full-text copy of the petition, which includes a list of the Debtor's 13 unsecured creditors, is available for free on PacerMonitor at: https://www.pacermonitor.com/view/LTSSLVQ/The_Ruins_LLC__ndbke-25-30004__0001.0.pdf?mcid=tGE4TAMA S&W SEED: Secures $25-Mil. Credit Facility With Mountain Ridge -------------------------------------------------------------- S&W Seed Company disclosed in a Form 8-K Report filed with the U.S. Securities and Exchange Commission that it entered into a Credit and Security Agreement (the "Mountain Ridge Credit Agreement") with ABL OPCO LLC as administrative agent, and the lenders party thereto. The Mountain Ridge Credit Agreement provides for a senior secured credit facility of up to $25 million, which matures on February 20, 2026, provided, however, that if on or prior to December 22, 2025, the maturity date of the Term Loan Agreement, entered into on June 20, 2023, between the Company and AgAmerica Lending LLC, is extended to a maturity date on or after March 19, 2028, the maturity date under the Mountain Ridge Credit Agreement will be December 19, 2027. The initial advance under the Mountain Ridge Credit Facility was used to repay in full the Company's obligations to CIBC Bank USA pursuant to the Amended and Restated Loan and Security Agreement with CIBC, dated March 22, 2023, as amended. Future advances under the Mountain Ridge Credit Facility may be used to finance the Company's ongoing working capital requirements and other general corporate purposes. Availability of funds under the Mountain Ridge Credit Facility is subject to a borrowing base equal to the sum of (i) up to 95% of eligible letters of credit, plus (ii) up to 70% of eligible accounts (provided, that the maximum amount of eligible accounts that constitute (y) seasonal domestic accounts (after giving effect to the advance rate) which may be included as part of this component of the borrowing base shall not exceed (1) during the calendar months of October, November, December, and January, $3 million, (2) during the calendar month of February, $4.0 million, (C) during the calendar months of March, July, August, and September, $5.0 million, or (3) during the calendar months of April, May, and June, $6.0 million, or (z) eligible insured foreign accounts (after giving effect to the advance rate) which may be included as part of this component of the borrowing base shall not exceed $3.5 million); plus (iii) the lesser of (y) the product of 50% multiplied by the net orderly liquidation value of eligible inventory, and (z) $10.0 million, in each case ((i), (ii) and (iii)), as more fully set forth in the Mountain Ridge Credit Agreement and subject to lender reserves that Mountain Ridge may establish from time to time in its discretion, determined in good faith. Loan advances under the Mountain Ridge Credit Facility bear interest at a rate per annum based on one-month term SOFR plus an applicable margin of 8.0%. The Company's obligations under the Mountain Ridge Credit Agreement are secured by a first priority security interest in substantially all of the Company's assets (subject to certain exceptions), including intellectual property. The Mountain Ridge Credit Agreement contains certain customary representations and warranties, events of default, and affirmative and negative covenants (including a minimum EBITDA covenant), including limitations with respect to debt, liens, fundamental changes, asset sales, restricted payments, investments and transactions with affiliates, all subject to certain exceptions. Amounts due under the Mountain Ridge Credit Agreement may be accelerated upon an "event of default," as defined in the Mountain Ridge Credit Agreement, such as failure to pay amounts owed thereunder when due, breach of a covenant, material inaccuracy of a representation, or occurrence of bankruptcy or insolvency, subject in some cases to cure periods. Additionally, upon the occurrence and during the continuance of an event of default, Mountain Ridge may elect to increase the existing interest rate on all of the Company's outstanding obligations by 2.0% per annum. All amounts outstanding under the Mountain Ridge Credit Agreement, including, but not limited to, accrued and unpaid principal and interest due under the Mountain Ridge Credit Facility, will be due and payable in full on the Mountain Ridge Maturity Date. In connection with the Company's entry into the Mountain Ridge Credit Agreement, MFP Partners L.P. provided a letter of credit, issued by JPMorgan Chase Bank, N.A. for the account of MFP, with a face amount equal to $13.0 million, for the benefit of Mountain Ridge, as collateral to support the Company's obligations under the Mountain Ridge Credit Agreement. In addition, the MFP Letter of Credit constitutes an eligible letter of credit under the Mountain Ridge Credit Agreement and, therefore, provides the Company with borrowing base credit under the Mountain Ridge Credit Facility. Seventh Amendment to MFP Loan Agreement Concurrently with the Company's entry into the Mountain Ridge Credit Agreement, on December 19, 2024, the Company entered into a Seventh Amendment to Subordinate Loan and Security Agreement with MFP, amending the Company's Subordinate Loan and Security Agreement with MFP, dated September 22, 2022. The MFP Amendment makes changes to the MFP Loan Agreement to reflect the payoff of the CIBC Loan Agreement and cancellation of the amended letter of credit previously issued by JPMorgan Chase Bank, N.A. for the account of MFP, for the benefit of CIBC, as additional collateral to support the Company's obligations under the CIBC Loan Agreement, and to reflect and facilitate the issuance of the MFP Letter of Credit. Except as modified by the MFP Amendment, all terms and conditions of the MFP Loan Agreement remain in full force and effect. On the same date, the Company entered into a Stock Purchase Agreement with MFP. Pursuant to the Stock Purchase Agreement, the Company repurchased 200,000 shares of the Company's common stock directly from MFP in a private, non-underwritten transaction. The Repurchased Shares were retired and restored to the status of authorized but unissued shares of the Company. Pursuant to the Stock Purchase Agreement, the Company granted MFP the right to designate one individual, who shall be a representative of MFP reasonably acceptable to the Company, to attend all meetings (whether in person, telephonic or otherwise) of the Company's Board of Directors and all committees of the Board in a non-voting, observer capacity, subject to certain exceptions. About S&W Seed Founded in 1980 and headquartered in Longmont, CO, S&W -- www.swseedco.com -- is a global multi-crop, middle-market agricultural company headquartered in Longmont, Colorado. S&W's vision is to be the world's preferred proprietary seed company which supplies a range of sorghum, forage and specialty crop products that supports the growing global demand for animal proteins and healthier consumer diets. S&W is a global leader in proprietary alfalfa and sorghum seeds with significant research and development, production and distribution capabilities. S&W also has a commercial presence in pasture and sunflower seeds, and through a partnership, is focused on sustainable biofuel feedstocks primarily within camelina. Denver, Colorado-based Grant Thornton LLP, the Company's auditor since 2024, issued a "going concern" qualification in its report dated Nov. 1, 2024, citing that the Company has incurred a net loss of $30.1 million and cash used in operating activities was $5.6 million for the year ended June 30, 2024, and as of that date, the Company's current liabilities exceeded its current assets by $5.9 million and had an accumulated deficit of $122.1 million. In addition, the Company's subsidiary, S&W Australia, entered into voluntary administration on July 24, 2024, and is no longer under the Company's control. S&W Australia's entry into voluntary administration also resulted in an event of default under the Company's Amended CIBC Loan Agreement. On Aug. 5, 2024, the Company received a waiver for the event of default from CIBC, which contained conditions that are not within the Company's control. Effective Sept. 16, 2024, the Company was not in compliance with the amended terms per the Third Amendment of the Company's Amended CIBC Loan Agreement, which constitutes an additional event of default, and through the date of this report has not been able to regain compliance. These conditions and uncertainties as to whether the Company can mitigate the impact of the voluntary administration, along with other matters, raise substantial doubt about the Company's ability to continue as a going concern. As of June 30, 2024, S&W Seed had $120.73 million in total assets, $75.69 million in total liabilities, $5.77 million in total mezzanine equity, and $39.26 million in total stockholders' equity. SAI BABA: Seeks to Tap Mumford Company, Neck Realty as Brokers -------------------------------------------------------------- SAI Baba Hospitality of NC, LLC seeks approval from the U.S. Bankruptcy Court for the Eastern District of North Carolina to employ Mumford Company and Great Neck Realty Company of North Carolina as brokers. The firms will jointly market and sell the Debtor's real property known as Rodeway Inn & Suites located at 2149 N. Marine Blvd. Jacksonville, NC. The firms will be paid a commission of 8 percent of the gross proceeds of the sale of the property. As disclosed in a court filing that the firms are "disinterested persons" as the term is defined in Section 101(14) of the Bankruptcy Code. The firms can be reached at: Robert Tramantano Great Neck Realty Company of North Carolina, LLC 1500 W. Main Street P.O. Box 609 Carrboro, NC 27510 Tel: (516) 902-9568 Email: rtramantano@greatneckrealtyco.com - and - Ed James Mumford Company, Inc. 729 Thimble Shoals Blvd #76 Newport News, VA 23606 Tel: (757) 873-0962 Email: ejames@mumfordcompany.com About SAI Baba Hospitality of NC, LLC Sai Baba Hospitality of NC LLC owns a hotel located at 2149 N Marine Blvd., Jacksonville, NC, having an appraised value of $4.3 million. Sai Baba Hospitality of NC LLC sought relief under Subchapter V of Chapter 11 of the U.S. Bankruptcy Code (Bankr. E.D. N.C. Case No. 24-02714) on August 14, 2024, In the petition filed by Arti Jethwa, as general manager, the Debtor reports total assets of $4,300,000 and total liabilities of $1,900,000. Honorable Bankruptcy Judge David M. Warren oversees the case. The Debtor is represented by: Benjamin R. Eisner, Esq. THE LAW OFFICES OF OLIVER & CHEEK, PLLC PO Box 1548 New Bern, NC 28563 Tel: (252) 633-1930 Fax: (252) 633-1950 Email: ben@olivercheek.com SEBASTIAN HABIB: Case Summary & 14 Unsecured Creditors ------------------------------------------------------ Debtor: Sebastian Habib, LLC 5041 Towne Lake Hills N Woodstock, GA 30189 Chapter 11 Petition Date: January 6, 2024 Court: United States Bankruptcy Court Northern District of Georgia Case No.: 25-50148 Judge: Hon. Lisa Ritchey Craig Debtor's Counsel: Adam E. Ekbom, Esq. JONES & WALDEN LLC 699 Piedmont Avenue NE Atlanta, GA 30308 Tel: 404-564-9300 E-mail: info@joneswalden.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $1 million to $10 million The petition was signed by Mohammad Hariri in his capacity as manager. A full-text copy of the petition, which includes a list of the Debtor's 14 unsecured creditors, is available for free on PacerMonitor at: https://www.pacermonitor.com/view/7TG4XWA/Sebastian_Habib_LLC__ganbke-25-50148__0001.0.pdf?mcid=tGE4TAMA SEBASTIAN HABIB: Seeks Bankruptcy Protection in Georgia ------------------------------------------------------- On January 6, 2025, Sebastian Habib LLC filed Chapter 11 protection in the U.S. Bankruptcy Court for the Northern District of Georgia. 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 Sebastian Habib LLC Sebastian Habib LLC is a domestic limited liability company headquartered in Woodstock, Georgia. Sebastian Habib LLC sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Ga. Case No. 25-50148) on January 6, 2025. In its petition, the Debtor reports estimated assets and liabilities between $1 million and $10 million each. Honorable Bankruptcy Judge Lisa Ritchey Craig handles the case. Adam E. Ekbom, Esq. of Jones & Walden LLC represents the Debtor as counsel. SEETAL LLC: Seeks Chapter 11 Bankruptcy Protection in Georgia ------------------------------------------------------------- On January 6, 2025, Seetal LLC filed Chapter 11 protection in the U.S. Bankruptcy Court for the Northern District of Georgia. 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 Seetal LLC Seetal LLC is a real estate company based in Sandy Springs, Georgia. Seetal LLC sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Ga.Case No. 25-50151) on January 6, 2025. In its petition, the Debtor reports estimated assets and liabilities between $1 million and $10 million each. John F. Beard III, Esq. of Beard Law Firm handles the case. SHENANDOAH MEDICAL: Hires DGIM Law PLLC as Counsel -------------------------------------------------- Shenandoah Medical Care Center, LLC seeks approval from the U.S. Bankruptcy Court for the Southern District of Florida to employ DGIM Law, PLLC as counsel. The firm will provide these services: a. give advice to the debtor with respect to its powers and duties as a debtor in possession and the continued management of its business operations; b. advise Debtor with respect to its responsibilities in complying with the U.S. Trustee's Operating Guidelines and Reporting Requirements and with the rules of the Court; c. prepare motions, pleadings, proposed orders, applications, adversary proceedings, and other legal documents necessary in the administration of the case; d. protect the interests of Debtor in all matters pending before the Court; and e. represent Debtor in negotiation with its creditors in the preparation of a Plan. The firm will be paid at these rates: Partner $490 to $565 per hour Paralegals $220 per hour As of December 18, 2024, the firm has received pre-petition advance fee deposits from the Debtor in the total amount of $31,730.30. The firm will also be reimbursed for reasonable out-of-pocket expenses incurred. Monique D. Hayes, Esq., a partner at DGIM Law, PLLC, disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached at: Monique D. Hayes, Esq. DGIM Law, PLLC 2875 NE 191st Street, Suite 705 Aventura, FL 33180 Tel: (305) 763-8708 Email: monique@dgimlaw.com About Shenandoah Medical Care Center, LLC Shenandoah Medical Care Center, LLC sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Fla. Case No. 24-23207) on December 18, 2024, with $500,001 to $1 million in both assets and liabilities. Joy Mowett-Fuller, company owner and manager, signed the petition. Judge Erik P. Kimball oversees the case. Monique Hayes, Esq., at DGIM Law, PLLC, represents the Debtor as bankruptcy counsel. SILVER AIRWAYS: Files Emergency Bid to Use Cash Collateral ---------------------------------------------------------- Silver Airways, LLC and Seaborne Virgin Islands, Inc. asked the U.S. Bankruptcy Court for the Southern District of Florida, Fort Lauderdale Division, for authority to use cash collateral until Jan. 14. The companies intend to use cash collateral to pay operating expenses. Brigade Agency Services, LLC and Argent Funding, LLC and Volant SVI Funding, LLC, as agents, claim interest in cash collateral pursuant to pre-bankruptcy financing extended to the companies, which is secured by all assets of the companies. As adequate protection, the secured lenders will be granted a replacement lien on all property of the companies acquired or generated after their Chapter1 11 filing, but solely to the same extent and priority, and of the same kind and nature, as the property of the companies securing their pre-bankruptcy debt to the secured lenders. The companies owe Brigade a substantial debt under a convertible note purchase agreement. Brigade initially lent the companies $50 million but the debt has grown significantly to at least $186.7 million due to accrued interest. The companies are also borrowers under loan agreements with Argent and Volant. As of Dec. 27, 2024, the companies owed more than $211.9 million under the agreement. Brigade can be reached through its counsel: Frank P. Terzo, Esq., Nelson Mullins Riley & Scarborough, LLP 100 S.E. 3rd Avenue, Suite 2700 Fort Lauderdale, FL 33394 Telephone: 954-764-7060 Fax: 954-761-8135 Email: frank.terzo@nelsonmullins.com About Silver Airways 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 and Seaborne Virgin Islands, Inc. filed Chapter 11 petitions (Bankr. S.D. Fla. Lead Case No. 24-23623) on December 30, 2024. At the time of the filing, Silver Airways reported $100 million to $500 million in assets and liabilities while Seaborne reported $1 million to $10 million in assets and liabilities. Judge Peter D. Russin oversees the cases. Brian P. Hall, Esq., at Smith, Gambrell & Russell, LLP is the Debtors' legal counsel. SILVER AIRWAYS: Seeks Asset Buyer, DIP Lender in Chapter 11 ----------------------------------------------------------- Emily Lever of Law360 Bankruptcy Authority reports that on January 6, 2025, a Florida bankruptcy judge authorized Silver Airways LLC to use cash collateral and okayed several customary first-day motions to help the company operate while pursuing a debtor-in-possession loan and an asset sale. 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. The case is assigned to Hon. Peter D Russin. The Debtor's counsel is Brian P. Hall, Esq., at SMITH, GAMBRELL & RUSSELL, LLP, in Atlanta, Georgia. SINCLAIR TELEVISION: $740MM Bank Debt Trades at 18% Discount ------------------------------------------------------------ Participations in a syndicated loan under which Sinclair Television Group Inc is a borrower were trading in the secondary market around 81.8 cents-on-the-dollar during the week ended Friday, January 3, 2025, according to Bloomberg's Evaluated Pricing service data. The $740 million Term loan facility is scheduled to mature on April 3, 2028. About $714.3 million of the loan has been drawn and outstanding. Sinclair Television Group, Inc. provides media broadcasting services. The Company offers television broadcasting and programming services. SINCLAIR TELEVISION: $750MM Bank Debt Trades at 18% Discount ------------------------------------------------------------ Participations in a syndicated loan under which Sinclair Television Group Inc is a borrower were trading in the secondary market around 81.8 cents-on-the-dollar during the week ended Friday, January 3, 2025, according to Bloomberg's Evaluated Pricing service data. The $750 million Term loan facility is scheduled to mature on April 23, 2029. About $731.3 million of the loan has been drawn and outstanding. Sinclair Television Group, Inc. provides media broadcasting services. The Company offers television broadcasting and programming services. SINGH BROS: Hires Polsinelli PC as General Bankruptcy Counsel ------------------------------------------------------------- Singh Bros Express LLC seeks approval from the U.S. Bankruptcy Court for the Western District of Washington to employ Polsinelli PC to handle its Chapter 11 case. The firm will be paid at these rates: Jane Pearson, Shareholders $790 per hour Michael Schuster, Counsel $690 per hour Michael Riedle, Associates $450 per hour Tristas Backus, Paraprofessional $360 per hour The firm will also be reimbursed for reasonable out-of-pocket expenses incurred. Jane Pearson, Esq. a partner at Polsinelli PC, 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: Jane Pearson, Esq. Polsinelli PC 1000 Second Avenue, Suite 3500 Seattle, WA 98104 Telephone: (206) 393-5415 Email: jane.pearson@polsinelli.com About Singh Bros Express LLC Singh Bros Express LLC is part of the general freight trucking industry. Singh Bros Express LLC sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. W.D. Wash. Case No. 24-42600) on November 15, 2024. In the petition filed by Chris Van Dyk, as authorized representative, the Debtor reports estimated assets and liabilities between $1 million and $10 million each. Honorable Bankruptcy Judge Mary Jo Heston handles the case. The Debtor is represented by Jane E. Pearson, Esq., at POLSINELLI PC. SMITH HEALTH: Hires Michael P. Vucic CPA as Accountant ------------------------------------------------------ Smith Health Care, Ltd. f/k/a Smith Nursing and Convalescent Home of Mountain Top, Inc. seeks approval from the U.S. Bankruptcy Court for the Middle District of Pennsylvania to employ Michael P. Vucic, CPA, as accountant. The firm will assist the Debtor in the preparation and submission of the Medical Assistance Cost Report and the Medicare Skilled Nursing Facility and Skilled Nursing Facility Complex Cost Reports. The firm will be paid a flat rate of $6,250, 60 percent of which is to be paid as a general retainer of $3,750.00. Michael P. Vucic, CPA, disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached at: Michael P. Vucic, CPA 287 Ferncliff Road Rices Landing, PA About Smith Health Care, Ltd. Smith Health Care Ltd., formerly known as Smith Nursing and Convalescent Home of Mountain Top, Inc., provides inpatient nursing and rehabilitative services to patients who require continuous health care. It is based in Mountain Top, Pa. Smith Health Care filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. M.D. Pa. Case No. 24-02892) on November 7, 2024, with $1 million to $10 million in both assets and liabilities. Donna Strittmatter, president of Smith Health Care, signed the petition. Judge Mark J. Conway handles the case. The Debtor is represented by Robert E. Chernicoff, Esq., at Cunningham, Chernicoff & Warshawsky, PC. SMRK PROPERTY: Hires Robert Bassel as Bankruptcy Counsel -------------------------------------------------------- SMRK Property, LLC seeks approval from the U.S. Bankruptcy Court for the Eastern District of Michigan to employ Robert Bassel, Esq. to handle its Chapter 11 case. The firm will be paid at $350 per hour The firm received from the Debtor a retainer in the amount of $20,500. The firm will also be reimbursed for reasonable out-of-pocket expenses incurred. Robert N. Bassel, Esq., disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached at: Robert N. Bassel, Esq. P.O. Box T Clinton, MI 49236 Telephone: (248) 835-7683 Email: bbassel@gmail.com About SMRK Property, LLC SMRK Property LLC is a Single Asset Real Estate debtor (as defined in 11 U.S.C. Section 101(51B)). SMRK Property LLC sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. E.D. Mich. Case No. 24-51341) on December 2, 2024. In the petition filed by Sam Muraeky, as principal, the Debtor reports estimated assets and liabilities between $1 million and $10 million each. Honorable Bankruptcy Judge Mark A. Randon handles the case. The Debtor is represented by Robert N. Bassel, Esq. SOLDBYSHANK & CO: Seeks Chapter 11 Bankruptcy Protection in Georgia ------------------------------------------------------------------- On January 6, 2025, Sold By Shank & Co. filed Chapter 11 protection in the U.S. Bankruptcy Court for the Northern District of Georgia. 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 SoldByShank & Co SoldByShank & Co sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Ga.Case No. 25-50152) on January 6, 2025. In its petition, the Debtor reports estimated assets and liabilities between $500,000 and $1 million each. Hon. Barbara Ellis-Monro handles the case. SPHERE 3D: Launches $8M Offering Through Sales Agreement With AGP ----------------------------------------------------------------- Sphere 3D Corp. reported in a Form 8-K filed with the Securities and Exchange Commission that on Jan. 3, 2025, it entered into a Sales Agreement with A.G.P./Alliance Global Partners. In accordance with the terms of the Agreement, the Company may offer and sell from time to time through or to the Sales Agent, as agent or principal, the Company's Common Shares having an aggregate offering price of up to $8,000,000. The Placement Shares will be offered and sold pursuant to the Company's registration statement on Form S-3, as amended (Registration No. 333-269663) and the related base prospectus included in the registration statement, as supplemented by the prospectus supplement dated Jan. 3, 2025. The Company expects that any proceeds received from the facility will be used primarily for working capital and general corporate purposes and in furtherance of the Company's corporate strategy which may include to accelerate efficiency, for the purchase/upgrade of the Company's mining fleet, and vertical integration of infrastructure. Neither the Company nor the Sales Agent are obligated to sell any Placement Shares pursuant to the Agreement. Subject to the terms and conditions of the Agreement, the Sales Agent will use commercially reasonable efforts, consistent with its normal trading and sales practices and applicable state and federal law, rules and regulations and the rules of The Nasdaq Capital Market, to sell the Placement Shares from time to time based upon the Company's instructions, including any price, time or size limits or other customary parameters or conditions the Company may impose. Sales of the Placement Shares, if any, will be made on Nasdaq at market prices by any method permitted by law deemed to be an "at the market offering" as defined in Rule 415 of the Securities Act of 1933, as amended. The Company agrees to pay the Sales Agent a cash commission of up to 3.0% of the gross proceeds from each sale of Placement Shares made pursuant to this Agreement. In addition, the Company agreed to reimburse the Sales Agent for its reasonable and documented out-of-pocket costs and expenses in an amount not to exceed $40,000. The Sales Agreement also contains customary representations and warranties. About Sphere 3D Sphere 3D Corp. (NASDAQ: ANY) -- http://www.Sphere3D.com/-- is a cryptocurrency miner growing its industrial-scale Bitcoin mining operation through the capital-efficient procurement of next-generation mining equipment and partnering with best-in-class data center operators. Headquartered in Stamford, CT, Sphere 3D is dedicated to growing shareholder value while honoring its commitment to strict environmental, social, and governance standards. Houston, Texas-based MaloneBailey, LLP, the Company's auditor since 2022, issued a "going concern" qualification in its report dated March 13, 2024. The report emphasizes that the Company has suffered recurring losses from operations and does not expect to have sufficient working capital to fund its operations, which raises substantial doubt about its ability to continue as a going concern. STARKS LAW: Seeks to Hire Calaiaro Valencik as Legal Counsel ------------------------------------------------------------ Starks Law, PC seeks approval from the U.S. Bankruptcy Court for the Western District of Pennsylvania to hire Calaiaro Valencik as counsel. The firm will provide these services: a. preparation of the bankruptcy petition and attendance at the meeting of creditors; b. representation of the Debtor in relation to negotiating an agreement on cash collateral; c. representation of the Debtor in relation to acceptance or rejection of executory contracts; d. advice regarding Debtor's rights and obligations during the Chapter 11 case; e. representation of the Debtor in relation to any motions to convert or dismiss this Chapter 11; f. representation of the Debtor in relation to any motions for relief from stay filed by any creditors; g. preparation of the Chapter 11 Plan and Disclosure Statements; h. preparation of any objection to claims in the Chapter 11; and i. otherwise, representation of the Debtor in general. The firm will be paid at these rates: Donald R. Calaiaro, Attorney/Partner $450 per hour David Z. Valencik, Attorney/Partner $375 per hour Andrew K. Pratt, Attorney/Partner $325 per hour Paralegals $100 per hour The firm received an initial retainer in the amount of $2,500. It will also be reimbursed for reasonable out-of-pocket expenses incurred. Donald R. Calaiaro, Esq., a partner at Law firm of Calaiaro Valencik, 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: Donald R. Calaiaro, Esq. Law firm of Calaiaro Valencik 938 Penn Avenue, 5th Fl. Suite 501 Pittsburgh, PA 15222 Tel: (412) 232-0930 Fax: (412) 232-3858 Email: dcalaiaro@c-vlaw.com About Starks Law, PC Starks Law, PC filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. W.D. Pa. Case No. 24-23028) on Dec. 13, 2024, listing $100,001 to $500,000 in assets and $1,000,001 to $10 million in liabilities. Donald R. Calaiaro, Esq. at Calaiaro Valencik represents the Debtor as counsel. TERRAFORM LABS: Victims Count Could Surpass 1 Million, Says DOJ --------------------------------------------------------------- Bonnie Eslinger of Law360 reports that on January 6, 2025, the U.S. Department of Justice asked a Manhattan federal judge for approval to issue a public notice to alert potential victims of Do Kwon's alleged $40 billion fraud involving the defunct cryptocurrency firm Terraform Labs. The DOJ noted that the sheer number of victims, potentially exceeding one million, makes individual outreach impractical. About Terraform Labs Terraform Labs Pte. Ltd. -- https://www.terra.money/ -- is a startup that created Terra, a blockchain protocol and payment platform used for algorithmic stablecoins. It was co-founded by Do Kwon and Daniel Shin in 2018 in Seoul, South Korea. Terraform Labs introduced its first cryptocurrency token, TerraUSD, in 2019. Investment firms like Arrington Capital, Coinbase Ventures, Galaxy Digital, and Lightspeed Venture Partners helped Terraform Labs raise more than $200 million. The collapse of the stablecoins TerraUSD (UST) and Luna in May 2022 caused the temporary suspension of the Terra network, wiping out over $45 billion in market capitalization in a single week. Both of Terra Form Labs' founders have encountered legal problems as a result of the devaluation of the company's currency. In September 2022, South Korean prosecutors filed a warrant for Do Kwon's arrest. He was also added to Interpol's Red Notice list, which urges other law enforcement to find and detain him. Terraform Labs Pte. Ltd. sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Del. Case No. 24-10070) on Jan. 22, 2024. In the petition filed by Chris Amani, as chief executive officer, the Debtor estimated assets and liabilities between $100 million and $500 million each. The Debtor is represented by Zachary I Shapiro, Esq., at Richards, Layton & Finger, P.A., in Wilmington, Delaware. TGI FRIDAY'S: To Sell 9 Locations to Mera Global for $34.5-Mil. --------------------------------------------------------------- Matt Wasielewski of Bisnow reports that TGI Fridays has reached an agreement to sell nine of its 39 corporate-owned locations as part of its bankruptcy proceedings, following its Chapter 11 filing on November 2, 2024. The sale includes nine restaurants, with five located at Dallas-Fort Worth International Airport. According to Bisnow, a bankruptcy judge in Dallas approved the sale to Mera Global, a Mexico-based operator of airport and cruise terminal restaurants. Mera Global bid $34.5 million for the locations, surpassing a $32.5 million offer from former CEO Ray Blanchette, according to Restaurant Business. Blanchette increased his bid from an initial offer of $30.5 million. Judge Stacey Jernigan's approval came on the same day that The Wall Street Journal reported Blanchette's investment firm had been chosen to guide TGI Fridays out of bankruptcy, the report states. Blanchette, who served as CEO from 2018 to 2023, owns seven TGI Fridays locations through his Sugarloaf Hospitality investment firm, which is now expected to manage over 400 of the chain's global restaurants, the WSJ reported, according to report. TGI Fridays, owned by private equity firm TriArtisan Capital Advisors, has seen its U.S. presence shrink from over 600 locations in 2008 to around 150 today, though it expanded internationally via franchising and licensing deals during that time. The company, which filed for bankruptcy with $37 million in debt, will use the proceeds from the nine-location sale to fully repay its $24 million bankruptcy loan, Reuters reported. TGI Fridays is also evaluating bids for the remaining 30 corporate-owned locations, according to Reuters. The chain's troubles began last year when creditors holding $375 million in debt, secured by TGI Fridays' franchise royalties, replaced the company as the manager of its franchised restaurants with a consulting firm. This followed a failed $220 million merger with Hostmore, its largest global operator based in the U.K., the report relays. About TGI Friday's Inc TGI Friday's Inc., doing business as Wow Bao, operates a chain of restaurants. The Company provides appetizers, sizzlings, seafood, salads, sandwiches, entres, desserts, and non-alcoholic and alcoholic beverages. Wow Bao serves customers in the United States. TGI Friday's Inc. filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Tex. Case No. 24-80069) on Nov. 2, 2024, listing $100,000,001 to $500 million in both assets and liabilities. Judge Stacey G Jernigan presides over the case. Holland N. O'Neil, Esq. at Foley & Lardner LLP represents the Debtor as counsel. THOR 38 PARK: Secured Party Sets Jan. 28, 2025 Auction ------------------------------------------------------ For default in payment of a debt and performance of obligations owned by Thor 38 Park Row LLC to SIG RE 2023 Venture LLC ("secured party"), pursuant to Section 9-610 of the Uniform Commercial Code, at 4:30 p.m. (prevailing Eastern Time) on Jan. 28, 2025, at the law offices of Polsinelli PC, 600 Third Avenue, 42nd Floor, New York, New York 10016, Secured Party will sell at public auction to the highest qualified bidder for cash Debtor's interest in the following collateral: i) the cooperative interest as allocated to retail unit located at the building known by the street address 38 Park Row aka 145 Nassau Street, New York, New York, and 850 shares of stock of 38 Park Row Residence Corp, and ii) the proprietary lease dated as of March 31, 2024, with respect to the unit between the corporation, as lessor, and Thor 38 Park Row LLC as lessee. All parties seeking to submit a bid at the sale must deliver a deposit at least two business days prior to the sale by delivering to Polsinelli PC, as escrow agent, a wire, bank, certified check, or money order in the amount equal to at least 10% of the successful bid amount. No cash will be accepted. For further information on the sale, contact Amy E, Hatch, Polsinelli PC, 900 W. 48th Place, Ste. 900, Kansas City, MO 64112; Tel: (816) 753-1000; Fax: (816) 753-1536; ahatch@polsinelli.com. TOWN & COUNTRY: Claims Will be Paid from Property Sale/Refinance ---------------------------------------------------------------- Town & Country West LLC, and Town & Country Event Center LLC, filed with the U.S. Bankruptcy Court for the Eastern District of California a Disclosure Statement describing Plan of Reorganization. West owns the property at 2961 Fulton Ave. (strip/shopping mall) and 2510 Marconi Ave., Sacramento, CA. 95821 (the mall site parking area). The strip/shopping mall is a 120,000- square-foot building/facility, of which about 99,558 sq. ft. is rentable space. About a total of 43,800 sq. ft. of the rentable space is occupied by the Debtor's Owner's (Mr. Waqar Khan) event and hosting business. The strip/shopping mall building at 2961 Fulton Ave. features a bingo hall and three ballrooms (Platinum Room, Gold Room, and Silver Room) for events where Mr. Khan (dba Town & Country Event Center) and Platinum Party Rentals host about 250 events annually. For the past two years, the rental income from both properties has not been sufficient to cover the mortgage payments. As a result, the Debtor/Debtor's owner has been supplementing the payments through other business and personal resources, contributing $30,000 to $40,000 per month to cover the lenders' mortgages. In total, the Debtor has already paid over $3 million in interest, including $1.5 million from personal funds. The Debtor plans to now (per a stipulated agreement) to sell certain real properties of the Debtor to pay off all claims in the case/this case as well as the related "Event Center" case. All claims/bona fide creditors shall be paid in full (including general unsecured creditors [aka Class 2 creditors] in one (1) lump sum payment made at the close of escrow upon the sale of the Debtor's real property located at 2961 Fulton Avenue, Sacramento, CA 95821 ("Fulton") in the West case and 11354 White Rock Road, Rancho Cordova, CA 95742 ("White Rock") in the Event Center case (collectively "Properties") on or before April 15, 2025. Class 2 consists of General Unsecured Claims. Creditors will receive 100 percent of their allowed claims in one payment made at the close of escrow of either a refinance or sale of the Properties which shall occur no later than April 15, 2025. The allowed unsecured claims total $300,384.75. Creditors in this class may not take any collection action against Debtor so long as Debtor is not in material default under the Plan. This class is impaired and is entitled to vote on confirmation of the Plan. Debtor has indicated above whether a particular claim is disputed. Equity Interest Holder Waqar Khan shall be entitled to the net funds after Property's sale. The Debtor will sell the Properties by APRIL 15, 2025, paying the above creditors from the proceeds of the sale. Debtor will file a motion for approval of any such sale on 28 days' notice to lien holders unless the Plan is confirmed prior to the sale. In that case, the Debtor will provide the title company handling the transaction a copy of the Plan and the confirmation order to allow the transaction to close without a Motion. A full-text copy of the Disclosure Statement dated December 27, 2024 is available at https://urlcurt.com/u?l=o21A8K from PacerMonitor.com at no charge. Counsel to the Debtors: Arasto Farsad, Esq. Farsad Law Office, P.C. 1625 The Alameda, Suite 525 San Jose CA 95126 Tel: (408) 641-9966 Fax: (408) 866-7334 Email: farsadlaw1@gmail.com About Town & Country West, LLC Town & Country West LLC is a Single Asset Real Estate (as defined in 11 U.S.C. § 101(51B)). Town & Country West LLC sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. E.D. Cal. Case No. 24-24493) on October 7, 2024. In the petition filed by Waqar Khan, as manager, the Debtor reports estimated assets and liabilities between $10 million and $50 million each. The Honorable Bankruptcy Judge Ronald H. Sargis oversees the case. TRI-MAXX INDUSTRIES: Unsecureds to Get $100 per Month for 36 Months ------------------------------------------------------------------- Tri-Maxx Industries LLC filed with the U.S. Bankruptcy Court for the Western District of Louisiana a Subchapter V Plan dated December 26, 2024. The Debtor provides heavy duty truck service and repairs in in Campti, Louisiana and the surrounding areas, including emergency roadside and on-site services. The Debtor filed Articles of Organization with the Louisiana Secretary of State on March 27, 2014, and is wholly owned by Ryan and Rebekah French. Debtor was founded to address a growing need for reliable and efficient heavy-duty truck repair services in the Campti area. The company prides itself on providing high-quality customer service and building lasting relationships with its clients. After filing the bankruptcy case, the owners of the company discovered that the chief operating officer (COO) had embezzled funds from the debtor. The COO presented a false resume and back ground information when he was hired. The employee had, in fact, been incarcerated in 2012 for embezzlement from his former employer (who also serviced and repaired commercial vehicles). The owners also discovered that the COO had also presented them with false information about the financial status of the company during the expansion. After filing the case, debtor immediately terminated the COO and is pressing criminal charges with the appropriate authorities. Through this Chapter 11, Subchapter V case, Debtor aims to restructure its debts, streamline operations, and restore profitability while maintaining its commitment to high-quality service and community support. Class 3 consists of General Unsecured Claims. The total of all filed unsecured proofs of claim and scheduled unsecured claims is $633,435.50. After the payment of all Article V claims in the case including attorney's fees and Chapter 11 Subchapter V Trustee fees, General Unsecured Claims shall be paid pro rata in the amount of $100.00 per month for 36 months. Payments will begin after all Administrative Expenses have been paid in full. Class 4 consists of Equity Interest in the Debtor. Unless otherwise provided herein, title to property of the estate, subject to existing liens which are valid in bankruptcy, shall vest in the debtor upon confirmation of this Plan. Equity Security Holders will retain their ownership interests in the debtor. Upon confirmation, the Debtor will be authorized to execute any and all property transfers contemplated hereunder, if any. Such transfers shall be pursuant to such documents of title as reasonably required by parties and in accordance with normal business practice. The future earnings or other future income of the Debtor(s) are submitted to the supervision and control of the trustee as may be necessary for the execution of the plan. A full-text copy of the Subchapter V Plan dated December 26, 2024 is available at https://urlcurt.com/u?l=LAXZzE from PacerMonitor.com at no charge. Counsel to the Debtor: L. Laramie Henry, Esq. L. Laramie Henry Attorney at Law 1227 MacArthur Dr. Alexandria, LA 71303 Phone: (318) 445-6000 Email: Info@Henry-Law.com About Tri-Maxx Industries Tri-Maxx Industries LLC -- https://www.trimaxxusa.com – sought relief under Subchapter V of Chapter 11 of the U.S. Bankruptcy Code (Bankr. W.D. La. Case No. 24-80594) on September 27, 2024, with up to $50,000 in assets and up to $1 million in liabilities. Rebekah French, managing member, signed the petition. Judge Stephen D. Wheelis handles the case. The Debtor is represented by L. Laramie Henry, Esq. TUBE METAL: Hires Brian K. McMahon P.A. as Attorney --------------------------------------------------- Tube Metal Installs, LLC seeks approval from the U.S. Bankruptcy Court for the Southern District of Florida to employ Brian K. McMahon, P.A. as attorney. The firm will provide these services: a. give advice to the Debtor with respect to its powers and duties as a debtor in possession; b. advise the Debtor with respect to its responsibilities in complying with the U.S. Trustee's operating Guidelines and Reporting Requirements and with the rules of the court; c. prepare motions, pleadings, orders, applications, adversary proceedings, and other legal documents necessary in the administration of the case; d. protect the interest of the debtor in all matters pending before the court; e. represent the Debtor in negotiation with its creditors in the preparation of a plan. The firm will be paid at $450 per hour. The firm will be paid a retainer in the amount of $1,000. The firm will also be reimbursed for reasonable out-of-pocket expenses incurred. Brian K. McMahon, Esq., a partner at Brian K. McMahon, P.A., disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached at: Brian K. McMahon, Esq. Brian K. McMahon, PA 1401 Forum Way, Suite 730 West Palm Beach, FL 33401 Telephone: (561) 658-1789 Facsimile: (561) 478-3111 Email: brian@bkmbankruptcy.com About Tube Metal Installs, LLC Tube Metal Installs, LLC, filed a Chapter 11 bankruptcy petition (Bankr. S.D. Fla. Case No. 24-22976-CLC) on Dec. 12, 2024. The Debtor hires Brian K. McMahon, P.A. as attorney. TXMV2017 LLC: Seeks Chapter 11 Bankruptcy Protection in Texas ------------------------------------------------------------- On January 7, 2025, TXMV2017 LLC filed Chapter 11 protection in the U.S. Bankruptcy Court for the Southern District of Texas. 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 TXMV2017 LLC TXMV2017 LLC is a Houston-based single asset real estate company. TXMV2017 LLC sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Tex. Case No. 25-30126) on January 7, 2025. In its petition, the Debtor reports estimated assets and liabilities between $10 million and $50 million each. Honorable Bankruptcy Judge Alfredo R. Perez handles the case. Steven Shurn, Esq. of Hughes Watters Askanase, represents the Debtor as counsel. TXMV2017 LLC: Voluntary Chapter 11 Case Summary ----------------------------------------------- Debtor: TXMV2017 LLC 12803 Northborough Drive Houston TX 77067 Business Description: TXMV2017 LLC is a single asset real estate debtor (as defined in 11 U.S.C. Section 101(51B)). Chapter 11 Petition Date: January 6, 2025 Court: United States Bankruptcy Court Southern District of Texas Case No.: 25-30126 Judge: Hon. Alfredo R Perez Debtor's Counsel: Steven Shurn, Esq. HUGHES WATTERS ASKANASE Total Energies Tower 1201 Louisiana, 28th Floor Houston, TX 77002 Tel: (713) 590-4200 E-mail: sshurn@hwa.com Estimated Assets: $10 million to $50 million Estimated Liabilities: $10 million to $50 million The petition was signed by Dr. Fercan E. Kalkan as sole manager and member. The Debtor did not file a list of its 20 largest unsecured creditors together with the petition. A full-text copy of the petition is available for free at www.PacerMonitor.com at: https://www.pacermonitor.com/view/XQXVRBQ/TXMV2017_LLC__txsbke-25-30126__0001.0.pdf?mcid=tGE4TAMA U S SKYLINE: Seeks Chapter 11 Bankruptcy Protection in Texas ------------------------------------------------------------ On January 6, 2025, U S Skyline Inc. filed Chapter 11 protection in the U.S. Bankruptcy Court for the Eastern District of Texas. According to court filing, the Debtor reports between $1 million and $10 million in debt owed to 1 and 49 creditors. The petition states funds will be available to unsecured creditors. About U S Skyline Inc. U S Skyline Inc. is a construction company in Texas. U S Skyline Inc.sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. E.D. Tex.Case No. 25-40046) on January 6, 2025. In its petition, the Debtor reports estimated assets and liabilities between $1 million and $10 million each. Gary G. Lyon, Esq. represents the Debtor as counsel. UNLIMITED SOURCE: Voluntary Chapter 11 Case Summary --------------------------------------------------- Debtor: Unlimited Source Consulting Agency LLC 600 W. Peachtree St NW Atlanta, GA 30308 Chapter 11 Petition Date: January 6, 2025 Court: United States Bankruptcy Court Northern District of Georgia Case No.: 25-50203 Debtor's Counsel: Paul Reece Marr, Esq. PAUL REECE MARR, P.C. 6075 Barfield Road Suite 213 Sandy Springs, GA 30328-4402 Tel: (770) 984-2255 E-mail: paul.marr@marrlegal.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $1 million to $10 million The petition was signed by Cousino Crawford as manager. The Debtor has stated in the petition it has no unsecured creditors. A full-text copy of the petition is available for free on PacerMonitor at: https://www.pacermonitor.com/view/E2ICXGY/Unlimited_Source_Consulting_Agency__ganbke-25-50203__0001.0.pdf?mcid=tGE4TAMA VALCOUR PACKAGING: $160MM Bank Debt Trades at 51% Discount ---------------------------------------------------------- Participations in a syndicated loan under which Valcour Packaging LLC is a borrower were trading in the secondary market around 48.5 cents-on-the-dollar during the week ended Friday, January 3, 2025, according to Bloomberg's Evaluated Pricing service data. The $160 million Term loan facility is scheduled to mature on September 28, 2029. The amount is fully drawn and outstanding. Valcour Packaging LLC, doing business as Mold-Rite Plastics, provides high-quality plastic packaging components. VH NUTRITION: Seeks to Use Cash Collateral ------------------------------------------ VH Nutrition, LLC asked the U.S. Bankruptcy Court for the Central District of California, Northern Division, for authority to use cash collateral. The company requires the use of cash collateral to pay operating expenses including payroll and quarterly fees of the U.S. Trustee. There are numerous creditors with secured claims that give them an interest in the company's cash collateral. The first lienholder is the U.S. Small Business Administration. The SBA is owed $150,000, which exceeds the value of the assets of the company. As security, the SBA received a broad form lien on all assets of the company. There are numerous other creditors that have security interests and have filed UCC-1 financing statements, however, 11 U.S.C. section 506(a) only recognizes a secured claim to the extent of the interest of the company in the collateral. The secured creditors Amazon Capital Services, CT Corp as representative assigned to Banker's Healthcare Group, FFE Services as representative, Retail Capital, LLC, and Funding Metrics, LLC are unsecured despite having filed UCC-1 financing statements. As adequate protection for its use of the cash collateral of secured creditors, VH Nutrition proposed to give all creditors holding liens new liens on post-petition rents generated through the company's business operations with the same validity, extent and priority they hold in the pre-bankruptcy assets. A court hearing is set for Jan. 9. About VH Nutrition VH Nutrition, LLC sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. C.D. Calif. Case No. 25-10005) on January 3, 2025, with up to $500,000 in assets and up to $10 million in liabilities. Drew Littlejohns, chief executive officer of VH Nutrition, signed the petition. Judge Ronald A. Clifford, III oversees the case. William C. Beall, Esq., at Beall & Burkhardt, APC, represents the Debtor as legal counsel. VISALUS INC: Hires Lesnick Prince as Bankruptcy Counsel ------------------------------------------------------- Visalus, Inc. seeks approval from the U.S. Bankruptcy Court for the Eastern District of Texas to employ Lesnick Prince & Pappas LLP as bankruptcy counsel. The firm's services include: a. advising the Debtor regarding its rights, responsibilities, powers and duties as a chapter 11 debtor and debtor in possession in the continued management and operation of its business and properties, including the requirements of the Bankruptcy Court, the Bankruptcy Code, the Federal Rules of Bankruptcy Procedure, the Local Bankruptcy Rules, and the guidelines of the OUST; b. advising the Debtor with respect to the rights and remedies of its bankruptcy estate and the rights, claims and interests of creditors and other parties in interest; c. representing the Debtor in all hearings and proceedings in the Bankruptcy Court involving its estate, and in all related meetings and negotiations with representatives of the creditors and other parties in interest; d. taking all necessary action to protect and preserve the Debtor's estate, including prosecuting actions on the Debtor's behalf, defending any action commenced against the Debtor and representing the Debtor's interests in negotiations concerning litigation in which the Debtor is involved, including objections to claims filed against the Debtor's estate; e. taking any necessary action on behalf of the Debtor to negotiate, prepare on behalf of the Debtor and obtain approval of a chapter 11 plan and all related documents; f. preparing employment and fee applications for professionals; g. preparing and filing or furnishing all pleadings and other court filings including motions, applications, answers, orders, reports and papers necessary or otherwise beneficial to the administration of the Debtor's estate; h. representing the Debtor in connection with obtaining authorized use of cash collateral; i. advising the Debtor in connection with any potential sale of its assets or business; j. appearing before the Court and any appellate courts to represent the interest of the Debtor's estate; k. objecting to claims or interests of creditors or other stakeholders as a situation may necessitate; and l. performing all other necessary or otherwise beneficial legal services for the Debtor in connection with the prosecution of this chapter 11 case, including: (i) analyzing the Debtor's leases and contracts and the assumptions, rejections or assignments of such agreements; (ii) analyzing the validity of liens against the Debtor; and (iii) advising the Debtor on corporate and litigation matters which the Debtor may reasonably request and as may be appropriate in LPP's representation of the Debtor during its bankruptcy case. The firm will be paid at these rates: Christopher E. Prince $655 per hour Matthew A. Lesnick $655 per hour Lisa R. Patel $385 per hour Janet Mack (paralegal) $215 per hour The firm was paid these retainer fees: August 6, 2024 $15,000 September 5, 2024 $5,855 October 11, 2024 $25,000 November 22, 2024 $73,767.71 November 22, 2024 $92,140 The firm will also be reimbursed for reasonable out-of-pocket expenses incurred. Christopher E. Prince, Esq., a partner at Lesnick Prince & Pappas LLP, disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached at: Christopher E. Prince, Esq. Lesnick Prince & Pappas LLP 315 W. Ninth St., Suite 705 Los Angeles, CA 90015 Telephone: (213) 493-6496 Facsimile: (213) 493-6596 Email: cprince@lesnickprince.com About Visalus, Inc. ViSalus Inc. is a direct-to-consumer, personal health product company. ViSalus Inc. sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. E.D. Tex. Case No. 24-42952) on December 5, 2024. In the petition filed by Niklas Sarnicola, as authorized representative, the Debtor reports estimated assets between $1 million and $10 million and estimated liabilities between $50 million and $100 million. The Debtor is represented by: Jeff Carruth, Esq. WEYCER KAPLAN PULASKI & ZUBER P.C. 2608 Hibernia St. Dallas TX 75204 Tel: (713) 961-9045 E-mail: jcarruth@wkpz.com VISALUS INC: Hires Weycer Kaplan Pulaski as Local Counsel --------------------------------------------------------- Visalus, Inc. seeks approval from the U.S. Bankruptcy Court for the Eastern District of Texas to employ Hires Weycer, Kaplan, Pulaski & Zuber, P.C. as local counsel. The firm will provide these services: a. advise the Debtor of the rights, powers, duties, and obligations of the Debtor as debtor and debtor-in-possession in this Chapter 11 case; b. take all necessary actions to protect and preserve the estates of the Debtor, including the prosecution of actions on the Debtor's behalf, the defense of actions commenced against the Debtor, the negotiation of disputes in which the Debtor are involved, and the preparation of objections with respect to claims that are filed against the estate; c. to the extent necessary, assist the Debtor in the investigation of the acts, conduct, assets, and liabilities of the Debtor, and any other matters relevant to the case; d. investigate and potentially prosecute preference, fraudulent transfer, and other causes of action arising under the Debtor's avoidance powers and/or which are property of the estate; e. prepare on behalf of the Debtor, as debtor-in-possession, all necessary motions, applications, answers, orders, reports, and papers in connection with the representation of the Debtor and the administration of the estates and this Chapter 11 case; f. negotiate, draft, and present on behalf of the Debtor a plan for the reorganization of the Debtor's financial affairs, and the related disclosure statement, and any revisions, amendments, and so forth, relating to the foregoing documents, and all related materials; and g. perform all other necessary legal services in connection with this Chapter 11 case and any other bankruptcy-related representation that the Debtor requires. The firm will be paid at these rates: Jeff Carruth, Shareholder $585 per hour Other Shareholders $585 per hour Associates $300 per hour Paralegals $150 per hour The firm will be paid a retainer in the amount of $50,000 The firm will also be reimbursed for reasonable out-of-pocket expenses incurred. Jeff Carruth, Esq., a partner at Weycer, Kaplan, Pulaski & Zuber, P.C., disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached at: Jeff Carruth, Esq. Weycer, Kaplan, Pulaski & Zuber, P.C. 2608 Hibernia, Suite 105 Dallas, TX 75204-2514 Telephone: (713) 341-1158 E-mail: jcarruth@wkpz.com About Visalus, Inc. ViSalus Inc. is a direct-to-consumer, personal health product company. ViSalus Inc. sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. E.D. Tex. Case No. 24-42952) on December 5, 2024. In the petition filed by Niklas Sarnicola, as authorized representative, the Debtor reports estimated assets between $1 million and $10 million and estimated liabilities between $50 million and $100 million. The Debtor is represented by Jeff Carruth, Esq., at WEYCER KAPLAN PULASKI & ZUBER P.C. VISUAL TECHNOLOGY: Case Summary & Five Unsecured Creditors ---------------------------------------------------------- Debtor: Visual Technology Innovations, Inc. 1105 William Penn Dr. Bensalem, PA 19020 Business Description: Visual Technology is committed to delivering impactful and immersive viewing experiences to a global audience through cutting-edge technologies. From smartphones and tablets to laptops and televisions, consumers continuously seek improvements that enhance their overall experience. VTI aims to develop and implement innovative solutions that provide enhanced viewing and user engagement, utilizing glasses-free and other advanced technologies. Chapter 11 Petition Date: January 6, 2025 Court: United States Bankruptcy Court District of Nevada Case No.: 25-10024 Judge: Hon. August B Landis Debtor's Counsel: Matthew C. Zirzow, Esq. Zachariah Larson, Esq. LARSON & ZIRZOW, LLC 850 E. Bonneville Ave. Las Vegas, NV 89101 Tel: 702-382-1170 Fax: 702-382-1169 Email: mzirzow@lzlawnv.com zlarson@lzlawnv.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $1 million to $10 million The petition was signed by Mathu G. Rajan in his capacity as president and chief executive officer. A full-text copy of the petition containing, among other items, a list of the Debtor's five unsecured creditors is available for free on PacerMonitor at: https://www.pacermonitor.com/view/TCZDP6Q/VISUAL_TECHNOLOGY_INNOVATIONS__nvbke-25-10024__0001.0.pdf?mcid=tGE4TAMA VOBEV LLC: Committee Gets OK to Hire Parsons Behle as Counsel ------------------------------------------------------------- The official committee of unsecured creditors of Vobev, LLC received approval from the U.S. Bankruptcy Court for the District of Utah to employ Parsons Behle & Latimer as its counsel. The firm's services include: (a) providing legal advice with respect to the Committee's rights, powers, and duties in this case; (b) preparing on behalf of the Committee of necessary applications, motions, objections, memoranda, orders, reports, and other legal papers; (c) appearing in Court, in litigation as a party in interest, and at statutory meetings of creditors to represent the interests of the Committee; (d) evaluating the Debtor's financing, and any other potential financing alternatives; (e) negotiating a potential plan or plans of reorganization or liquidation and matters related thereto; (f) assisting the Committee in analyzing the claims of the Debtor's creditors and the Debtor's capital structure and in negotiating with holders of claims and equity interests; (g) assisting the Committee with its investigation of the acts, conduct, assets, liabilities and financial condition of the Debtor (and, to the extent applicable, the Debtor's officers, directors and shareholders) and of the operation of the Debtor's business; (h) negotiating and formulating the proposed sale of the Debtor's assets, including pursuant to section 363 of the Bankruptcy Code; (i) communicating with the Committee's constituents in furtherance of its responsibilities, including, but not limited to, communications required under 11 U.S.C. Sec. 1102; and (j) assisting with the Committee's performance of its duties and powers under the Bankruptcy Code and the Bankruptcy Rules and such other services as are in the interests of those represented by the Committee. The firm will be paid as follows: Brian M. Rothschild, Shareholder $510/hour Darren Neilson, Shareholder $490/hour Elliott McGill, Associate $440/hour Alexander S. Chang, Associate $440/hour Brian M. Rothschild, Esq., at Parsons Behle, disclosed in court filings that the firm is a "disinterested person" within the meaning of Section 101(14) of the Bankruptcy Code. The firm can be reached through: Brian M. Rothschild, Esq. Parsons Behle & Latimer 800 W Main St Suite 1300 Boise, Idaho 83702 Tel: (208) 562-4900 Fax: (801) 536-6111 Email: BRothschild@parsonsbehle.com About Vobev LLC Vobev LLC, a Salt Lake City-based beverage can manufacturer, sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Utah Case No. 24-26346) on December 9, 2024. In its petition, the Debtor disclosed between $500 million and $1 billion in both assets and liabilities. Honorable Bankruptcy Judge Joel T. Marker handles the case. The Debtor tapped Ray Quinney & Nebeker PC as counsel, Houlihan Lokey Capital, Inc. as investment banker, and FTI Consulting, Inc. as financial advisor. Kroll Restructuring Administration LLC is the Debtor's claims and noticing agent. VOBEV LLC: Committee Gets OK to Tap Lowenstein Sandler as Counsel ----------------------------------------------------------------- The official committee of unsecured creditors of Vobev, LLC received approval from the U.S. Bankruptcy Court for the District of Utah to employ Lowenstein Sandler LLP as its lead counsel. The firm's services include: (a) provision of legal advice with respect to the Committee's rights, powers, and duties in this case; (b) preparation on behalf of the Committee of necessary applications, motions, objections, memoranda, orders, reports, and other legal papers; (c) appearances in Court, in litigation as a party in interest, and at statutory meetings of creditors to represent the interests of the Committee; (d) negotiation and evaluation of the Debtor's financing, and any other potential financing alternatives; (e) negotiation of a potential plan or plans of reorganization or liquidation and matters related thereto; (f) assistance in the Committee in analyzing the claims of the Debtor's creditors and the Debtor's capital structure and in negotiating with holders of claims and equity interests; (g) assistance in the Committee with its investigation of the acts, conduct, assets, liabilities and financial condition of the Debtor (and, to the extent applicable, the Debtor's officers, directors and shareholders) and of the operation of the Debtor's business; (h) negotiation and formulation of the proposed sale of the Debtor's assets, including pursuant to section 363 of the Bankruptcy Code; (i) communications with the Committee's constituents in furtherance of its responsibilities, including, but not limited to, communications required under 11 U.S.C; and (j) assistance with the Committee's performance of its duties and powers under the Bankruptcy Code and the Bankruptcy Rules and such other services as are in the interests of those represented by the Committee. Lowenstein Sandler's hourly rates, effective Jan. 1, 2025, are as follows: Partners of the Firm $775 to $2,175 Of Counsel $890 to $1,575 Senior Counsel $675 to $1,595 Counsel $675 to $1,290 Associates $550 to $1,150 Patent Attorneys $325 to $825 Staff Attorneys $495 to $795 Paralegals, Practice Support and Assistants $225 to $505 Lowenstein Sandler has agreed to discount its rates by 10 percent. The following is provided in response to the request for additional information contained in paragraph D.1. of the U.S. Trustee Guidelines: Question: Did you agree to any variations from, or alternatives to, your standard or customary billing arrangements for this engagement? Response: Following discussions between Lowenstein Sandler and the Committee, Lowenstein Sandler has agreed to discount its rates by ten percent (10%). There will be no limitation on Lowenstein Sandler's right to seek reimbursement of all out-of-pocket disbursements and expenses. Question: Do any of the professionals included in this engagement vary their rate based on the geographic location of the bankruptcy case? Response: No. Question: If you represented the client in the 12 months prepetition, disclose your billing rates and material financial terms for the prepetition engagement, including any adjustments during the 12 months prepetition period. If your billing rates and material financial terms have changed postpetition, explain the difference and the reasons for the difference. Response: Lowenstein Sandler did not represent the Committee prior to the Petition Date. Question: Has your client approved your prospective budget and staffing plan and, if so, for what budget period? Response: Lowenstein Sandler expects to develop a budget and staffing plan to reasonably comply with the U.S. Trustee's request for information and additional disclosures, as to which Lowenstein Sandler reserves all rights. The Committee has approved Lowenstein Sandler's proposed hourly billing rates. As disclosed in the court filings, Lowenstein Sandler is a "disinterested person" as that term is defined in section 101(14) of the Bankruptcy Code as modified by section 1107(b) of the Bankruptcy Code. The firm can be reached through: Michael S. Etkin, Esq. Michael Papandrea, Esq. Carolyn Gauvin, Esq. LOWENSTEIN SANDLER LLP One Lowenstein Drive Roseland, NJ 07068 Telephone: (973) 597-2500 Email: metkin@lowenstein.com mpapandrea@lowenstein.com cgauvin@lowenstein.com -- and -- Bruce S. Nathan, Esq. Daniel B. Besikof, Esq. LOWENSTEIN SANDLER LLP 1251 Avenue of the Americas New York, NY 10020 Telephone: (212) 262-6700 E-mail: bnathan@lowenstein.com dbesikof@lowenstein.com About Vobev LLC Vobev LLC, a Salt Lake City-based beverage can manufacturer, sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Utah Case No. 24-26346) on December 9, 2024. In its petition, the Debtor disclosed between $500 million and $1 billion in both assets and liabilities. Honorable Bankruptcy Judge Joel T. Marker handles the case. The Debtor tapped Ray Quinney & Nebeker PC as counsel, Houlihan Lokey Capital, Inc. as investment banker, and FTI Consulting, Inc. as financial advisor. Kroll Restructuring Administration LLC is the Debtor's claims and noticing agent. WAND NEWCO 3: Term Loan Repricing No Impact on Moody's 'B3' CFR --------------------------------------------------------------- Moody's Ratings says Wand NewCo 3, Inc.'s (dba "Caliber") B3 corporate family rating, B3-PD probability of default rating, B3 senior secured ratings and stable outlook are unchanged following the launch of Caliber's senior secured first lien term loan B repricing transaction. While there is no change in the amount, maturity, or principal amortization of the $2.7 billion senior secured first lien term loan B, Moody's expect annual interest expense savings resulting from a tighter spread upon close of the transaction. Interest expense savings will benefit interest coverage and free cash flow. Caliber's ratings continue to reflect its growing and market-leading position in the highly-fragmented collision repair industry. Caliber has approximately twice the body shop locations of the second largest industry competitor with nearly full national coverage. The ratings are also supported by Caliber's relationships with nearly every major national insurance carrier, which represent the vast majority of the company's revenues and earnings. While industry conditions have been challenging with claims counts down in the high single digit range through Q3 2024 due to automobile insurance premium inflation and consumer affordability, Caliber's same store sales growth has remained positive. Caliber's outperformance reflects the significant value that large multi-site operators bring to their insurance company clients, particularly in terms of speed, cost, and quality of collision repair. Leverage remains high at 6.9x and EBITA interest coverage remains low at 1.0x as of Q3 2024 driven by the $1.2 billion debt-funded dividend transaction that was completed in Q1 2024, highlighting governance constraints. However, Moody's expect leverage to improve to the 6.4x-6.6x range and coverage to improve slightly to the 1.0-1.2x range in 2025 and 2026, driven by modest revenue and earnings growth reflecting new center openings, positive same store sales growth, the ramping up of new centers as well as increasing repair complexity. Interest coverage improvement is also driven by lower interest expense following close of the senior secured first lien term loan B repricing. The stable outlook reflects Moody's expectation for modestly improving credit metrics and good liquidity, including positive free cash flow and Caliber's undrawn $625 million revolving credit facility. Wand NewCo 3, Inc. is a leading collision repair provider operating 1,812 locations in the US under the Caliber Collision banner. Revenue was about $7.4 billion for the twelve months ending Q3 2024. The company is majority owned by Hellman & Freidman LLC. WATERFRONT RESORT: Case Summary & One Unsecured Creditor -------------------------------------------------------- Debtor: Waterfront Resort Holdings, LLC 112-45 Roosevelt Avenue 2nd Floor Corona, NY 11368 Business Description: The Debtor is the fee owner of 105 unsold units at the Allura Waterfront Condominium, as well as a parking unit, located at 109-09 15th Avenue, College Point, NY 11356. The current estimated value of the Debtor's interest in the property is approximately $80 million. Chapter 11 Petition Date: January 6, 2025 Court: United States Bankruptcy Court Eastern District of New York Case No.: 25-40041 Judge: Hon. Nancy Hershey Lord Debtor's Counsel: Heath S. Berger, Esq. BERGER, FISCHOTT, SHUMER, WEXLER & GOODMAN, LLP 6901 Jericho Turnpike, Suite 230 Syosset, NY 11791 Total Assets: $80,006,241 Total Liabilities: $70,500,000 The petition was signed by Choy Ling Lam in his role as the authorized signatory. The Debtor listed Jose Daniel Flores of Sanocki Newman & Turret LLP, located at 225 Broadway, 8th Floor, New York, NY 10007, as its sole unsecured creditor, with a claim amounting to $1 million. A full-text copy of the petition is available for free on PacerMonitor.com at: https://www.pacermonitor.com/view/RWD6V3Y/Waterfront_Resort_Holdings_LLC__nyebke-25-40041__0001.0.pdf?mcid=tGE4TAMA WEBSTERNT LLC: Hires Gleichenhaus Marchese as Legal Counsel ----------------------------------------------------------- Websternt LLC seeks approval from the U.S. Bankruptcy Court for the Western District of New York to employ Gleichenhaus, Marchese & Weishaar, PC as legal counsel. The firm's services include: a. advising the Debtor of its rights, powers, and duties as a debtor and debtor-in-possession in the continued operation of its business and the management of its property; b. preparing on behalf of the Debtor any and all necessary motions, applications, answers, draft orders, other legal pleadings, notices, schedules and other documents, and reviewing financial and other reports to be filed in the Bankruptcy Case; c. advising the Debtor concerning, and preparing responses to, applications, motions, other pleadings, notices and other papers that may be filed and served in this Bankruptcy Case; d. advising the Debtor and assisting in the negotiation and documentation of financing agreements, debt and cash collateral orders and related transactions; e. advising and counseling the Debtor with respect to any sales of assets and negotiating and preparing the agreements, pleadings, and other documents related thereto; f. reviewing the nature and validity of any liens asserted against the Debtor's property and advising the Debtor concerning the enforceability of such liens; g. advising the Debtor regarding its ability to initiate actions to collect and recover property for the benefit of the estate; h. counseling the Debtor in connection with the formulation, negotiation and drafting of an anticipated plan of reorganization and related documents; i. advising the Debtor concerning executory contracts and unexpired lease assumptions, assignments, and rejections and lease restructurings; j. assisting the Debtor in reviewing, estimating, and resolving claims asserted against the Debtor's estate; k. commencing and conducting any and all litigation necessary or appropriate to assert rights held by the Debtor, protect assets of the Debtor's estate, or otherwise further the goals of completing the Debtor's successful reorganization; l. providing general litigation and other non-bankruptcy legal services as requested by the Debtor; m. appearing in Court on behalf of the Debtor, as needed, in connection with this Bankruptcy Case; and n. providing such other services to the Debtor as may be necessary in this Case or any related proceeding(s). The firm will be paid at these rates: Partners $325 to $445 per hour Associates $230 to $320 per hour Law Clerks $160 to $195 per hour Paralegals $150 to $210 per hour The firm will be paid a retainer in the amount of $18,577.15. The firm will also be reimbursed for reasonable out-of-pocket expenses incurred. Scott J. Bogucki, Esq., a partner at Gleichenhaus, Marchese & Weishaar, PC, 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: Scott J. Bogucki, Esq. Gleichenhaus, Marchese & Weishaar, PC 43 Court Street, Suite 930 Buffalo, NY 14202 Tel: (716) 846-6446 Email: sbogucki@gmwlawyers.com About Websternt LLC WebsterNT, LLC sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. W.D. N.Y. Case No. 24-11436) on December 19, 2024, with $1 million to $10 million in both assets and liabilities. Judge Carl L. Bucki oversees the case. Scott J. Bogucki, Esq., at Gleichenhaus, Marchese & Weishaar, PC represents the Debtor as legal counsel. WELLPATH HOLDINGS: Committee Hires Dundon as Financial Advisor -------------------------------------------------------------- The official committee of unsecured creditors of Wellpath Holdings, Inc. seeks approval from the U.S. Bankruptcy Court for the Southern District of Texas to employ Dundon Advisers LLC as financial advisor The firm's services include: a. Analysis of all matters relating to insurance coverage and self-insurance, including but not limited to past and present terms and status of coverage, insurance obligations under customer contracts, bonds and other sureties and their respective collateral or other credit support, utilization and availability of policy limits, and policies, practices and reconciliations of accruals against self-insurance reserves; b. Analysis of past acts and omissions of shareholders, officers, directors lenders and affiliates to the extent they may have contributed to the financial distress of the Debtors or may otherwise support increased recovery upon unsecured claims, including review of all dividends, distributions, Board and Board committee fees, and management fees; c. Analysis of affiliates, professional corporations regularly utilized in the delivery of care, and customers to the extent of their sharing of liability for certain claims against Debtors, any rights of non-debtors to indemnification or contribution from the Debtors with respect to any such shared liability, past and present intercompany labilities, past and present inter-affiliate pricing for goods and services; d. Analysis of Debtors' estate causes of action, including but not limited to preferences, constructive fraudulent transfers, and intentional fraudulent transfers, against related and unrelated parties, provided, however, that Huron Consulting Group ("Huron") shall furnish any necessary analysis of (in)solvency which may be in part required to establish the value of such causes of action; e. Analysis of any rejection or assumption of leases or executory contracts; f. Analysis of any claim prepayment, or claim payment at a greater rate than might otherwise be afforded, including but not limited payments under critical vendor programs, 503(b)(9) claim prepayments, PACA/PASA payments, and payments authorized under utilities, materialman and warehousemen, foreign vendor and other relief of a similar sort; g. Analysis of pre-petition purported secured debt, including but not limited to attachment and perfection of liens, calculation of principal amount, and interest accruals; h. Analysis of key employee incentive plans, key employee retention plans, and management incentive plans, except and to the extent integral to any proposed sale of an operating asset, in which case such analysis shall be performed by Huron; i. Analysis of tax assets and tax liabilities; j. Analysis of all matters concerning unsecured claims, including but not limited to bar date orders, claims solicitation and receipt procedures and their implementation, processing of clams, estimation of allowable claims amounts, administration of the claims registers, procedures to estimate and resolve disputed claims and the implementation of such procedures, classification of claims, estimation of claims recovery rates, and payment of allowed claims; and k. In each case to the extent of the above scope matters, and without duplication of Huron's services. The firm will be paid at these rates: Principal $960 per hour Managing Director and Senior Adviser $850 per hour Senior Director $755 per hour Director $700 per hour Associate Director $600 per hour Senior Associate $475 per hour Associate $350 per hour The firm will also be reimbursed for reasonable out-of-pocket expenses incurred. Matthew Dundon, a partner at Dundon Advisers LLC, disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: Matthew Dundon Dundon Advisers LLC 1601 Belvedere Rd., Ste. 305 S West Palm Beach, FL 33406 Telephone: (561) 814-8303 About Wellpath Holdings, Inc Wellpath Holdings, Inc., formerly known as CCS-CMGC Holdings, Inc., is a provider of medical and mental healthcare in jails, prisons, and inpatient and residential treatment facilities. Wellpath Holdings and its affiliates sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Texas Lead Case No. 24-90533) on November 11, 2024. Timothy Dragelin, chief restructuring officer and chief financial officer, signed the petitions. At the time of the filing, the Debtors reported $1 billion to $10 billion in assets and liabilities. Judge Alfredo R. Perez oversees the cases. The Debtors tapped Marcus A. Helt, Esq. at McDermott Will & Emery, LLP as bankruptcy counsel; FTI Consulting, Inc. as financial advisor; and Lazard Freres & Co., LLC and MTS Partners, LP as investment banker. WELLPATH HOLDINGS: Committee Hires Huron as Financial Advisors -------------------------------------------------------------- The official committee of unsecured creditors of Wellpath Holdings, Inc. and its affiliates seeks approval from the U.S. Bankruptcy Court for the Southern District of Texas to employ Huron Consulting Services LLC as financial advisors. The firm's services include: a. review of the Debtors' financial information, including, but not limited to, analyses of cash receipts and disbursements, financial statement items, and proposed transactions for which Bankruptcy Court approval is sought, excluding non-solvency review of preferences, potential fraudulent transfers and satisfaction of claims; b. review and analysis of the Debtors' proposed business plans, assumptions related thereto, and the general business and financial condition of the Debtors; c. assistance with assessing and monitoring the Debtors' short-term cash flow, liquidity, operating results, and business plan; d. review and analysis of the Debtors' reporting regarding cash collateral and any debtor-in-possession financing arrangements, including the review of associated budgets and forecasts; e. assist in reviewing reports or filings as required by the Bankruptcy Court or the Office of the United States Trustee, including, but not limited to, schedules of assets and liabilities, statements of financial affairs, and initial and monthly operating reports, with the scope of such services not to overlap with those provided by Dundon Advisers LLC ("Dundon"); f. engage on behalf of the Committee with the Debtors in their post petition sale process; g. analyze any cost containment opportunities proposed by the Debtors; h. analyze any proposed asset redeployment opportunities proposed by the Debtors; i. assist in the evaluation of any proposed asset sales; j. Review and analysis of the Debtors' capital structure; k. prepare enterprise, asset, and liquidation valuations; l. assistance in the review and/or preparation of information and analysis necessary for the confirmation, excluding matters addressed by Dundon; m. any required (in)solvency analysis in connection with potentially avoidable transfers and preferences; n. assist in evaluating reorganization strategy and alternatives available to the unsecured creditors; o. provide advice and assistance to the Committee in negotiations and meetings with the Debtors and stakeholders; p. attend meetings and teleconferences with and on behalf of the Committee; q. provide litigation consulting services and expert witness testimony regarding confirmation issues, or other matters, with the scope of such services not to overlap with those provided by Dundon; r. review and analysis of the Debtors' proposed business plans, assumptions related thereto, and the general business and financial condition of the Debtors; and s. assist in evaluating reorganization strategy and alternatives available to the creditors. Such other functions as requested by the Committee or its counsel to assist the Committee in these chapter 11 case that are consistent with the role of a financial advisor and not duplicative of services provided by other professionals in this proceeding. The firm will be paid at these rates: Managing Director $1,025 to $1,400 per hour Senior Director $975 to $975 per hour Director $825 to $825 per hour Manager $675 to $675 per hour Associate $550 to $550 per hour Analyst $450 to $450 per hour The firm will also be reimbursed for reasonable out-of-pocket expenses incurred. Ryan Bouley, a partner at Huron Consulting Services LLC, disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached at: Ryan Bouley Huron Consulting Services LLC 350 West Cedar Street, Suite 200 Pensacola, FL 32502 Tel: (850) 439-5839 Fax: (850) 439-5768 About Wellpath Holdings, Inc. Wellpath Holdings, Inc., formerly known as CCS-CMGC Holdings, Inc., is a provider of medical and mental healthcare in jails, prisons, and inpatient and residential treatment facilities. Wellpath Holdings and its affiliates sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Texas Lead Case No. 24-90533) on November 11, 2024. Timothy Dragelin, chief restructuring officer and chief financial officer, signed the petitions. At the time of the filing, the Debtors reported $1 billion to $10 billion in assets and liabilities. Judge Alfredo R. Perez oversees the cases. The Debtors tapped Marcus A. Helt, Esq. at McDermott Will & Emery, LLP as bankruptcy counsel; FTI Consulting, Inc. as financial advisor; and Lazard Freres & Co., LLC and MTS Partners, LP as investment banker. WILSON CREEK: Case Summary & 30 Largest Unsecured Creditors ----------------------------------------------------------- Lead Debtor: Wilson Creek Energy, LLC 1576 Stoystown Road Friedens, PA 15541 Business Description: Through their U.S.-based operating subsidiaries, the Debtors supply premium- quality metallurgical coal, an essential ingredient in steel production. The Debtors' core business involves the mining, production, and supply of premium- quality metallurgical coal, which is sold to both domestic and international steel and coke producers. The sources of the Debtors' metallurgical coal include: (i) coal that the Debtors produce, and (ii) coal that the Debtors purchase from third parties, which they then enhance through value-added services such as storing, washing, blending, and loading, making the coal suitable for sale. The Debtors' headquarters is located in Friedens, Somerset County, Pennsylvania. All of the Debtors' physical assets, mining operations, and employees are based in Somerset County, Pennsylvania, and Garrett County, Maryland. Chapter 11 Petition Date: January 6, 2025 Court: United States Bankruptcy Court Western District of Pennsylvania Eleven affiliates that concurrently filed voluntary petitions for relief under Chapter 11 of the Bankruptcy Code: Debtor Case No. ------ -------- Wilson Creek Energy, LLC (Lead Case) 25-70001 Wilson Creek Holdings, Inc. 25-70002 Corsa Coal Corp. 25-70003 Maryland Energy Resources, LLC 25-70004 Mincorp Acquisition Corp. 25-70005 Mincorp, Inc. 25-70006 PBS Coals, Inc. 25-70007 Rox Coal, Inc. 25-70008 Quecreek Mining, Inc. 25-70009 Croner, Inc. 25-70010 Elk Lick Energy, Inc. 25-70011 Judge: Hon. Jeffery A Deller Debtors' General Bankruptcy Counsel: Michael J. Roeschenthaler, Esq. Kenneth J. Lund, Esq. Mark A. Lindsay, Esq. Daniel R. Schimizzi, Esq. RAINES FELDMAN LITTRELL LLP 11 Stanwix Street, Suite 1100 Pittsburgh, PA 15222 Tel: 412-899-6462 E-mail: mroeschenthaler@raineslaw.com klund@raineslaw.com mlindsay@raineslaw.com dschimizzi@raineslaw.com Debtors' Canadian Insolvency Counsel: STIKEMAN ELLIOTT LLP Debtors' Financial Advisors & Consultants: BDO USA Debtors' Claims & Noticing Agent: OMNI AGENT SOLUTIONS, INC. Debtors' Canadian Information Officer: PRICEWATERHOUSECOOPERS LLP Lead Debtor's Estimated Assets: $50 million to $100 million Lead Debtor's Estimated Liabilities: $10 million to $50 million The petitions were signed by Kevin M. Harrigan in his capacity as president and chief executive officer. A full-text copy of the Lead Debtor's petition is available for free on PacerMonitor at: https://www.pacermonitor.com/view/PD2KABY/Wilson_Creek_Energy_LLC__pawbke-25-70001__0001.0.pdf?mcid=tGE4TAMA Consolidated List of Debtors' 30 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount 1. Norfolk Southern $2,783,670 Railway Company PO Box 532797 Atlanta, GA 303532797 2. Jennmar Trade Debt $1,754,630 PO Box 948800 Atlanta, GA 303948800 James Pfeifer, General Counsel Phone: (724) 514-7656 Email: jpfeifer@jennmar.com 3. Tijon Company Inc Trade Debt $878,992 110 Entry Road Aultman, PA 15713 Phone: (724) 479-3381 Email: tspiller@tijonusa.com 4. White Armature Works Inc Trade Debt $608,620 PO Box 330 1150 Huff Creek Hwy Mallory, WV 25634 Phone: (304) 583-9681 Email: ramburgey@whitearm.com 5. JJ Powell Inc Trade Debt $592,975 109 W Presqueisle St PO Box 30 Philipsburg, PA 16866 Jeffrey Powell Email: jpowell@jjpowell.com Phone: 1-800-432-0866 6. GMS Mine Repair & Trade Debt $548,725 Maintenance, Inc PO Box 2446 Mt. Lake Park, MD 21550 Ron Petrella Email: rpetrella@gmsminerepair.COM Phone: 301-334-8186 7. Wampum Hardware Co Trade Debt $466,641 636 Paden Road New Galilee, PA 16141 Gerald Davis, President Phone: (724) 336-4501 Email: gdavis@wampumhardware.com 8. Highmark Blue Shield Insurance $432,711 PO Box 382022 Pittsburgh, PA 15251 9. Weimer Rebuilding, Inc. $422,063 149 Hillside Road Derry, PA 15627 10. Braddock Construction LLC Trade Debt $421,837 61 National Highway Cumberland, MD 21502 11. Joy Global Trade Debt $419,628 Underground Mining, LLC PO Box 504794 St. Louis, MO 631504794 Matt Kulasa Email: mkulasa@joyglobal.com Phone: 724-873-4337 12. Cleveland Brothers Trade Debt $409,140 Equipment Co. Inc. 4565 William Penn Highway Murraysville, PA 15668 Jay Cleveland Email: jcleveland@clevelandbrothers.com Phone: 724-327-1300 13. Irwin Mine and Trade Debt $368,425 Tunneling Supply PO Box 409 Irwin, PA 15642 14. Taylor Hydraulics, Inc. Trade Debt $352,239 DBA THI PO Box 750 Cedar Bluff, VA 24609 David Bandy Phone: (276) 964-6745 15. Glassmere Fuel Service Trade Debt $351,425 PO Box 187 Curtisville, PA 15032 Phone: 800-235-9054 16. Rockwood Casualty Insurance $346,582 Insurance Company Attn: Accounts Payable Dept 654 Main Street Rockwood, PA 15557 17. Valley Mine Service, Inc. Trade Debt $304,411 PO Box 57 Speedwell, TN 378700057 Danny Gibson Phone: (423) 869-3155 Email: danny@valleymineservice.com 18. Chemstream Inc Trade Debt $291,512 511 Railroad Avenue Homer City, PA 15748 Phone: 724-915-8388 19. Highland Industries Trade Debt $288,649 PO Box 1190 Oak Hill, WV 25901 20. Hallaton Environmental Linings Trade Debt $283,885 1206 Sparks Road Sparks Glencoe, MD 21152 Todd Harman Phone: 410-583-7700 Email: tharman@hallaton.com 21. Bill Miller Equipment Trade Debt $259,000 Sales, Inc. PO Box 112 Eckhart Mines, MD 21528 Marie Miller Phone: (301) 689-1013 Email: marie@bmillerequipmentsales.com 22. Griffith Excavation Inc Trade Debt $244,191 52 Blough Road Boswell, PA 15531 23. Rose Services LLC $235,675 and Somerset Trust Co Attn: Joseph Crowley PO Box 777 Somerset, PA 15501 24. Good Tire Services, Inc. Trade Debt $233,936 13616 State Route 422 Kittanning, PA 16201 25. WC Hydraulics, LLC Trade Debt $232,779 172 Philpot Lane Beaver, WV 25813 26. JM Conveyors LLC Trade Debt $203,086 PO Box 948800 Atlanta, GA 30394 27. Lee Supply Co Inc $201,481 Box 35 Charleroi, PA 15022 Phone: (724) 483-3543 28. Appalachian Tire Trade Debt $189,714 Products 248 Seanor Road Windber, PA 15963 29. Mike Weimer Trade Debt $185,625 Construction LLC 2079 Weimer Lane Blairsville, PA 15717 Phone: (724) 388-3557 30. Johnson Industries Inc Trade Debt $184,784 101 Pine Fork Pikeville, KY 41501 Phone: (606) 639-2029 WISA TECHNOLOGIES: 13 of 14 Proposals Passed at 2024 Annual Meeting ------------------------------------------------------------------- WiSA Technologies, Inc. held its 2024 Annual Meeting of Stockholders, during which 14 proposals were voted on at the Annual Meeting and the stockholder voted on each such proposal, as certified by the inspector of elections for the Annual Meeting. These proposals are described in further detail in the Definitive Proxy Statement filed by the Company with the U.S. Securities and Exchange Commission on November 27, 2024. As of the close of business on November 6, 2024, the record date for the Annual Meeting, there were an aggregate of 7,767,828 shares of the Company's common stock, par value $0.0001 per share, issued, outstanding and entitled to vote. Stockholders holding an aggregate of 4,705,575 shares of Common Stock were present at the Annual Meeting, in person or represented by proxy, which number constituted a quorum. Proposal 1 – The eight nominees named in the Proxy Statement -- Brett Moyer, Kimberly Briskey, Dr. Jeffrey M. Gilbert, David Howitt, Helge Kristensen, Sriram Peruvemba, Robert Tobias, and Wendy Wilson -- were elected at the Annual Meeting to serve as the Company's directors until the Company's 2025 Annual Meeting of Stockholders and until each of their respective successors are elected and qualified or until each of their earlier resignation or removal. Proposal 2 – The appointment of BPM LLP as the independent registered public accounting firm of the Company for the fiscal year ending December 31, 2024 was ratified by the Company's stockholders at the Annual Meeting. Proposal 3 – The non-binding advisory resolution on the compensation paid to the Company's named executive officers was approved by the Company's stockholders. Proposal 4 – Three years has been selected by the Company's stockholders as the frequency of the stockholder vote on the non-binding advisory resolution on the compensation of the Company's named executive officers. Proposal 5 – For purposes of Rule 5635(d) of The Nasdaq Stock Market LLC, the issuance of 20% or more of the Company's outstanding shares of Common Stock, issuable upon the "alternative cashless exercise" of certain common stock purchase warrants, dated April 19, 2024, as amended, issued to the holders of such warrants (the "Holders") was approved by the Company's stockholders. Proposal 6 – For purposes of Nasdaq Rule 5635(d), the issuance of 20% or more of the Company's outstanding shares of Common Stock, issuable upon the "alternative cashless exercise" of certain common stock purchase warrants, dated April 23, 2024, as amended, issued to the Holder was approved by the Company's stockholders. Proposal 7 – For purposes of Nasdaq Rule 5635(d), the issuance of 20% or more of the Company's outstanding shares of Common Stock, issuable upon the "alternative cashless exercise" of certain common stock purchase warrants, dated April 30, 2024, as amended, issued to the Holders was approved by the Company's stockholders. Proposal 8 – For purposes of Nasdaq Rule 5635(d), the issuance of 20% or more of the Company's outstanding shares of Common Stock, issuable upon the "alternative cashless exercise" of certain common stock purchase warrants, dated May 15, 2024, as amended, issued to the Holders was approved by the Company's stockholders. Proposal 9 – For purposes of Nasdaq Rule 5635(d), the issuance of 20% or more of the Company's outstanding shares of Common Stock, issuable upon the "alternative cashless exercise" of certain common stock purchase warrants, dated May 17, 2024, as amended, issued to the Holders was approved by the Company's stockholders. Proposal 10 – For purposes of Nasdaq Rule 5635(d), the issuance of 20% or more of the Company's outstanding shares of Common Stock, issuable upon exercise of certain common stock purchase warrants issued pursuant to certain inducement agreements by and between the Company and each Holder, entered into as of September 10, 2024, was approved by the Company's stockholders. Proposal 11 – For purposes of Nasdaq Rule 5635(d), the issuance of 20% or more of the Company'soutstanding shares of Common Stock, issuable upon exercise of certain common stock purchase warrants to be issued immediately upon stockholder approval of this proposal, pursuant to certain side letter agreements by and between the Company and each Holder, entered into as of September 10, 2024, was approved by the Company's stockholders. Proposal 12 – The amendment to the Company's 2018 Long-Term Stock Incentive Plan to remove the annual share limit of Common Stock that may be issued for a certain fiscal year under the LTIP was approved by the Company's stockholders. Proposal 13 – The amendment to the Company's certificate of incorporation, as amended, to permit the Board to amend the Company's bylaws, as amended, was not approved by the Company's stockholders. Proposal 14 – The transactions contemplated by the asset purchase agreement, entered into as of September 4, 2024, by and between the Company and Data Vault Holdings Inc., including, for purposes of Nasdaq Rule 5635(a) and 5635(b), the issuance of 20% or more of the Company's outstanding shares of Common Stock upon consummation of the asset purchase was approved by the Company's stockholders. About WiSA Technologies WiSA Technologies Inc. -- www.wisatechnologies.com -- develops and markets spatial audio wireless technology for smart devices and home entertainment systems. The Company's WiSA Association collaborates with consumer electronics companies, technology providers, retailers, and industry partners to promote high-quality spatial audio experiences. WiSA E is the Company's proprietary technology for seamless integration across platforms and devices. San Jose, California-based BPM LLP, the Company's auditor since 2016, issued a "going concern" qualification in its report dated April 1, 2024, citing that the Company's recurring losses from operations, a net capital deficiency, available cash, and cash used in operations as factors raising substantial doubt about its ability to continue as a going concern. As of Sept. 30, 2024, Wisa Technologies had $8.02 million in total assets, $3.72 million in total liabilities, and $4.30 million in total stockholders' equity. [*] 2025 Kicks Off With Two Major Bankruptcy Filings ---------------------------------------------------- Steven Church of Bloomberg News reports that two notable bankruptcy filings were recorded in U.S. courts during the week ending January 4, 2025, according to Bloomberg data. Silver Airways LLC, a regional airline, and Cold Spring Acquisition LLC, a nursing home operator, were the only companies to file for bankruptcy with liabilities exceeding $50 million. In comparison, there was one such filing during the same period last year and two in 2023. Additionally, the value of bonds and loans from U.S. companies listed in Bloomberg News' distressed debt tracker dropped by 1.1%, totaling $158.3 billion. [*] Bankruptcy Expert Stephanie Wickouski Joins Pivot > Group as MD ------------------------------------------------------------------- Pivot > Group, a leading restructuring and turnaround advisory firm, is pleased to announce that Stephanie Wickouski, a nationally recognized expert in bankruptcy, restructuring, and insolvency, has joined the firm as Managing Director with its restructuring advisory team and as the new head of its New York office. A leader in the restructuring field, Stephanie previously was a partner at an Am Law 100 firm, served as a trial attorney with the U.S. Department of Justice, and authored three books on bankruptcy and restructuring. With over 40 years of experience, Stephanie is highly regarded as a trusted strategic advisor to distressed companies and stakeholders across many industries, including fintech, digital assets, energy, consumer goods, healthcare and real estate. "We are thrilled to welcome Stephanie to Pivot > Group," said Lance Miller, Managing Partner of Pivot. "Her depth of expertise, exceptional track record, and strategic approach to complex financial challenges align perfectly with Pivot's mission of delivering innovative solutions for our clients. Stephanie is a longtime friend and leader in the restructuring industry. Her leadership will be a tremendous asset to our team." "I'm excited to join Pivot > Group, with its outstanding team of professionals, who are steadfast in delivering unparalleled service and strategic guidance to clients in an ever-evolving financial landscape," said Stephanie Wickouski. "I look forward to contributing to the firm's dynamic practice." About Pivot > Group Pivot > Group is a financial advisory firm specializing in corporate restructuring, turnaround strategy, and crisis management. With expertise in technology, agriculture, real estate, and financial services, Pivot helps distressed companies and their stakeholders navigate complex challenges, safeguard value, and achieve successful outcomes. Pivot's unique leadership support offers seasoned, on-demand expertise to guide companies through crises. To learn more, visit www.pivotgrp.com. [*] Massachusetts' Bankruptcies Continue Rise, Set to Outpace 2023 ------------------------------------------------------------------ William Hall of Boston Business Journal reports that the bankruptcy filings in Massachusetts are climbing again, with both businesses and individuals increasingly seeking protection. According to recent data, the lull in Massachusetts bankruptcies has ended. In 2022, the state saw just 198 business bankruptcy filings -- a 20-year low. However, that figure jumped by 48% in 2023 to 294, marking the highest total since the pandemic began. Preliminary data indicates that 2024 may have surpassed this number. Although full-year data for 2024 is not yet available, federal court records show that Massachusetts businesses filed 216 bankruptcy petitions in the first nine months of the year, compared to 208 during the same period in 2023. When personal bankruptcies are included, the surge appears even more substantial. Between January and September 2024, individuals and businesses in Massachusetts filed a combined 3,545 bankruptcy petitions -- a 23.2% increase from 2,878 during the same period in 2023 and a notable rise from 2,567 filings in 2022. A 12-month comparison further highlights that Massachusetts outpaced the national increase in bankruptcy filings, ranking as the second-largest spike among Northeastern states, following Vermont. Pandemic Aftermath The increase in bankruptcies reflects a shift to a post-pandemic reality. While the pandemic created significant financial strain, it also provided temporary relief for many businesses. Government aid programs and lenient lenders allowed some to postpone financial distress. In Massachusetts, business bankruptcy filings fell 12% from 2021 to 2022, continuing a decline from 338 filings in 2019. "There was a large amount of support for businesses suffering during the pandemic, and I believe that was the primary driver of the lower number of bankruptcies," said John Morrier, a bankruptcy attorney at Boston-based Casner & Edwards LLP, in a 2023 interview with the Business Journal. However, those relief measures have since ended, and lenders are showing less flexibility. "The benefits that helped businesses survive the pandemic have largely worked their way through the system," Morrier said last week. The recent rise in business bankruptcies does not surprise Morrier. "Business filings are up or at sustained high levels, both nationally and locally. The factors driving bankruptcies in 2023 persisted in 2024," he noted. Looking Ahead As for 2025, Morrier does not predict another major spike in filings but also does not anticipate a significant drop. "Economic challenges persist, and they could be compounded by the uncertainty surrounding a new presidential administration," he said. "It's unclear what the economic environment will look like," Morrier added. "And uncertainty breeds distress." ********* 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. 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On Thursdays, the TCR delivers a list of recently filed Chapter 11 cases involving less than $1,000,000 in assets and liabilities delivered to nation's bankruptcy courts. The list includes links to freely downloadable images of these small-dollar petitions in Acrobat PDF format. Each Friday's edition of the TCR includes a review about a book of interest to troubled company professionals. All titles are available at your local bookstore or through Amazon.com. Go to http://www.bankrupt.com/books/to order any title today. Monthly Operating Reports are summarized in every Saturday edition of the TCR. The Sunday TCR delivers securitization rating news from the week then-ending. TCR subscribers have free access to our on-line news archive. Point your Web browser to http://TCRresources.bankrupt.com/and use the e-mail address to which your TCR is delivered to login. ********* S U B S C R I P T I O N I N F O R M A T I O N Troubled Company Reporter is a daily newsletter co-published by Bankruptcy Creditors Service, Inc., Fairless Hills, Pennsylvania, USA, and Beard Group, Inc., Philadelphia, Pa., USA. Randy Antoni, Jhonas Dampog, Marites Claro, Joy Agravante, Rousel Elaine Tumanda, Joel Anthony G. Lopez, Psyche A. Castillon, Ivy B. Magdadaro, Carlo Fernandez, Christopher G. Patalinghug, and Peter A. Chapman, Editors. Copyright 2025. All rights reserved. ISSN: 1520-9474. This material is copyrighted and any commercial use, resale or publication in any form (including e-mail forwarding, electronic re-mailing and photocopying) is strictly prohibited without prior written permission of the publishers. Information contained herein is obtained from sources believed to be reliable, but is not guaranteed. 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