/raid1/www/Hosts/bankrupt/TCR

/raid1/www/Hosts/bankrupt/TCR_Public/250110.mbx T R O U B L E D C O M P A N Y R E P O R T E R Friday, January 10, 2025, Vol. 29, No. 9 Headlines 685 WINDING RIDGE: Seeks Chapter 11 Bankruptcy Protection in Texas 700 TRUST: Automatic Stay Does Not Apply to Naples Litigation 82 PALMER: Seeks to Sell Livingston Property ADVANZEON SOLUTIONS: Petition for Review of SEC Order Denied AIO US: Plan Exclusivity Period Extended to March 10 AIRNET TECH: Names Assentsure as New Auditor ALACRITY SOLUTIONS: Lenders to Take Over in Debt Restructuring ALL SAFE: Seeks Cash Collateral Access ALPHAONE EXTERIORS: Amends Unsecureds Claims Pay Details AMERICAN NATIONAL: Fitch Assigns 'BB+' Rating on $300MM Pref. Stock AMERIFIRST FINANCIAL: Set to Return to Mediation w/ Creditors ANDERSON TAP: Gets Final OK to Use Cash Collateral ANGIE'S TRANSPORTATION: To Sell Trailers to SD Trucking for $120K ANNALY CAPITAL: Board OKs $1.5-Bil. Repurchase Program ASPEN LANDSCAPING: Court Narrows Claims in Cruz, et al Lawsuit AURORA MEDICAL: Seeks to Extend Plan Filing to April 10, 2025 AVINGER INC: Discontinues PAD Operations, Terminates 36 Workers AVINGER INC: Paid Preferred Dividends BALLISTIC FABRICATION: Seeks to Use Cash Collateral Until March 31 BECKER INC: Gets OK to Use Cash Collateral Until Feb. 7 BEST BUILD: Case Summary & One Unsecured Creditor BIG LOTS: Davis Polk Advised Business on 363 Asset Sale BIG LOTS: Seeks to Extend Plan Exclusivity to April 7 BISHOP OF OAKLAND: Jeff Anderson Represents Sexual Abuse Claimants BMF INC: Court Grants $439,250.26 in Attorney's Fees to MMG BRE/EVERBRIGHT M6: S&P Withdraws 'B' Issuer Credit Rating BURGESS BIOPOWER: Plan Exclusivity Extended to March 10, 2025 CALI NAILS 02: Douglas Adelsperger Named Subchapter V Trustee CASA ORONO: Seeks Chapter 11 Bankruptcy Protection in Texas CBDMD INC: No Longer in Compliance with NYSE Listing Standard CCC INTELLIGENT: Michael Silva Steps Down as Executive VP, CCO CELULARITY INC: Raises $3-Mil. in Private Placement CHAMPION WELDING: Seeks Chapter 11 Bankruptcy Protection in Florida CHRISTOPHER WILSON: McGriff Loses Bid to Dismiss Bankruptcy Case CITY BREWING: S&P Lowers ICR to 'SD' on Missed Principal Payments CLARIOS GLOBAL: S&P Rates New $2.5BB First-Lien Term Loan B 'BB-' CLST ENTERPRISES: Court OKs Appointment of Chapter 11 Trustee COMMERCE WAY: Files Chapter 11 Bankruptcy in California COMMERCIAL OFFICE: Unsecureds to Split $10K over 36 Months CORSA COAL: Judge to Approve Chapter 11 Funding, Wage Payment COSMOS GROUP: Wong Nga Yin Polin Steps in as New CEO CYTOSORBENTS CORP: Reports Prelim 4Q, Full-Year 2024 Revenue D.H. COOKSEY: Files Emergency Bid to Use Cash Collateral DALF ENERGY: Dismissal of Certain Claims in Scribner Suit Vacated DIGITAL ALLY: Registers 808,377 Common Shares for Possible Resale DIGITAL GRAPHICS: Unsecureds to Split $16,500 over 3 Years DIOCESE OF BURLINGTON: Seeks to Extend Plan Exclusivity to July 28 DIOCESE OF CAMDEN: Court Narrows Claims in Underwriters' Lawsuit DITECH HOLDING: $28,672.04 Warner Claim Disallowed DULING SONS: Par Land v. Grossenburg Suit Remanded to State Court E.W. SCRIPPS: S&P Places 'B-' ICR on CreditWatch Negative EARTH SCIENCE: Increases CEO, COO Salaries, Adds Bonuses EARTH SCIENCE: Two New Directors Appointed EASTSIDE DISTILLING: 4 out of 6 Proposals OK'd at Annual Meeting EASTSIDE DISTILLING: Inks Termination Agreement with Gunnar EASTSIDE DISTILLING: Sells Shares to N. Liuzza, Investors for $975K EDGIO INC: Seeks to Extend Plan Exclusivity to April 7, 2025 EPIC Y-GRADE SERVICES: Moody's Puts 'B3' CFR on Review for Upgrade EXACTECH INC: Recovery for Unsecureds Still to Be Determined F&G ANNUITIES: Fitch Rates $375MM Jr. Subordinated Notes 'BB' F&G ANNUITIES: Moody's Rates Junior Subordinated Notes 'Ba1(hyb)' FELIX PAYMENT: Chapter 15 Case Summary FELIX PAYMENT: Seeks Chapter 15 Bankruptcy FGVKJW LLC: Seeks Chapter 11 Bankruptcy Protection in Texas FRANCHISE GROUP: Amends Plan to Include Intercompany Claims Details FREEPORT LNG: Moody's Rates Amended Senior Secured Term Loan 'B3' FRONTLINE MEDICAL: Law Firm Loses Bid to Dismiss Bankruptcy Case FTX TRADING: Disputes Backpack's Claims on FTX EU Acquisition FULCRUM BIOENERGY: Plan Exclusivity Period Extended to April 7 GA VIEWS: Business Income, or Sale/Refinance, to Fund Plan GAUCHO GROUP: U.S. Trustee Unable to Appoint Committee GFL ENVIRONMENTAL: S&P Places 'BB-' ICR on CreditWatch Positive GLASS MANAGEMENT: Seeks to Extend Plan Exclusivity to April 14 GOLDNER CAPITAL: Property Sale Proceeds to Fund Plan Payments GRAFTECH INT'L: Davis Polk Advised Noteholders on Refinancing GREATER LIGHT: Seeks Cash Collateral Access Until June 30 GRIFFIN RESOURCES: Unsecureds to Get 100 Cents on Dollar in Pla H-FOOD HOLDINGS: Ward & Smith Files Rule 2019 Statement HALO ESTATES: Commences Subchapter V Bankruptcy Proceeding HARBORVIEW REHABILITATION: Holly Miller Named Subchapter V Trustee HIGHTOWER HOLDING: S&P Rates New $1.450BB Term Loan B 'B-' HJM INC: Seeks Chapter 11 Bankruptcy Protection in California ILEARNINGENGINES INC: Jan. 14 Deadline Set for Panel Questionnaires INDIVIDUALIZED ABA: Unsecureds Will Get 4% of Claims over 5 Years INNOVATIVE DESIGNS: R. Adams Resigns as Director Over Disagreements INTRUM AB: Starts Swedish Reorg., U.S. Chapter 11 Remains Active JACKSON COURT CITY: Case Summary & One Unsecured Creditor JMKA LLC: Gets Interim OK to Use Cash Collateral Until Jan. 23 JOE'S AUTO: Updates Byline & KeyBank Secured Claims Pay K & P COMMERCIAL: Unsecureds Will Get 2.63% of Claims over 5 Years KELVIN SPECIAL: Starts Subchapter V Bankruptcy Process KSN EXPRESS: Neema Varghese Named Subchapter V Trustee KWENCH JUICE: Stephen Darr of Huron Named Subchapter V Trustee LA PLAZA MEXICO: Lisa Holder Named Subchapter V Trustee LIGADO NETWORKS: Jan. 13 Deadline Set for Panel Questionnaires LIGADO NETWORKS: Sues Inmarsat, Seeks to Recoup $1.7-Bil. LINX OF LAKE: Gets Interim OK to Use Cash Collateral Until Feb. 6 LITIGATION PRACTICE: Court Affirms Dismissal of Merchants' Claims LONERO ENGINEERING: Seeks to Use Cash Collateral LUMIO HOLDINGS: Seeks to Extend Plan Exclusivity to April 2, 2025 MAJESTIC OAK: To Sell Development Property in Brevard County MARINUS PHARMACEUTICALS: Ends Orion Agreements, EUR 1.5M Settlement MAX CAPITAL: Sec. 341(a) Meeting of Creditors Set for February 3 MEGA ENTERTAINMENT: Court OKs Continued Use of Cash Collateral MEXICAN MANUFACTURERS: Unsecureds Will Get 50% over 84 Months MIDWEST MOBILE: Robbin Messerli Named Subchapter V Trustee MMA LAW FIRM: Court Stays PCG Claims Lawsuit Due to Bankruptcy MOBIQUITY TECHNOLOGIES: Sabby Volatility, 2 Others Hold 0% Stake MODEL TOBACCO: Seeks Cash Collateral Access MOMENTIVE PERFORMANCE: S&P Upgrades ICR to 'BB-' on Debt Repayment MONTEREY CAPITOLA: Seeks Cash Collateral Access MPGF INC: Unsecured Creditors Will Get 100% over 60 Months MUNAWAR LAW: Sec. 341(a) Meeting of Creditors Set for February 6 MY GEORGIA PLUMBER: Unsecured Creditors to Split $150K in Plan MY SIZE: Raises $3 Million Via Warrant Exercise MYA POS: Commences Subchapter V Bankruptcy Proceeding NORDICUS PARTNERS: Issues Warrant for GK Partners to Buy 1MM Shares ODYSSEY MARINE: Capital Latinoamericano Holds 8.53% Equity Stake ONDAS HOLDING: Regains Compliance With Nasdaq Bid Price Rule ORIGINAL MOWBRAY'S: Court Extends Use of Cash Collateral to Jan. 14 PARTY EMPORIUM: Gets Green Light to Use Cash Collateral PHCV4 HOMES: Affiliate to Sell 22-Single Family Lots for $4.6MM PHCV4 HOMES: To Sell 13-Single Family Lots to Vantage for $2.9MM PHEONIX ENTERPRISES: Unsecureds to Get $886 per Month for 5 Years PJP ENTERPRISES: Unsecureds Owed $76K to Recover 74% in 60 Months POET TECHNOLOGIES: Inks Manufacturing Deal With Globetronics POLAR POWER: Regains Nasdaq Listing Compliance POWER SOLUTIONS: Uplists to Nasdaq Stock Market PPS PROPERTY: Seeks Bankruptcy Protection in New Jersey PREMIER CHILDCARE: Janice Seyedin Named Subchapter V Trustee QUALITY INVESTMENT: Sec. 341(a) Meeting of Creditors on February 14 R. RIVETER LLC: Continued Operations to Fund Plan Payments RAGING BULL: Updates Liquidating Plan Disclosure RAIDER CONTRACTING: Unsecureds to Split $90K over 5 Years RAVI GI: Files Emergency Bid to Use Cash Collateral REBORN COFFEE: Buys 58% Equity Stake in South Korean Bakery RENO CITY CENTER: Reaches Amended Settlement Agreement with Delphi RICHARD GLANTON: Newport Loses Bid to Reverse Settlement Approval RUDOLPH W. GIULIANI: Court Rules on Condo Homestead Claim SAMPLE TILE: Case Summary & Nine Unsecured Creditors SOUTHERN PINESTRAW: Commences Subchapter V Bankruptcy Process SOVEREIGN MEDICAL: Nicole Nigrelli Named Subchapter V Trustee SUIRAD GROUP: Tamara Miles Ogier Named Subchapter V Trustee SUMMIT MIDSTREAM: $250MM Notes Add-on No Impact on Moody's B2 CFR SUNNY ROSE: Court OKs Deal to Use SBA's Cash Collateral SURF 9 LLC: Voluntary Chapter 11 Case Summary SURVWEST LLC: Continued Operations to Fund Plan Payments SYRACUSE DIOCESE: Insurer in Contempt for Sex Abuse Data Breach TBOTG DEVELOPMENT: Updates Unsecureds & FTB Secured Claims Pay TECHGROUPONE INC: Unsecureds Will Get 1.14% over 60 Months TERRAFORM LABS: Do Kwon Set for Jan. 2026 Trial TJJ TRANSPORT: Plan Exclusivity Period Extended to April 29, 2025 TREE CONNECTION: U.S. Trustee Unable to Appoint Committee TRIMAS CORP: Moody's Alters Outlook on 'Ba2' CFR to Negative UNITED FIBER: U.S. Trustee Appoints Creditors' Committee US STEEL: Fitch Affirms 'BB' IDR, Outlook Stable US STEEL: Moody's Confirms 'Ba3' CFR & Alters Outlook to Stable VERITAS: Davis Polk Advised Lenders on Recapitalization VPR BRANDS: Settles Patent Dispute with Daze VROOM INC: Court Approves Chapter 11 Plan WALNUT CREEK: Court OK's Sale of Nursery Business for $2.45-Mil. WELLPATH HOLDINGS: Has Approval to Sell Behavioral Health Unit WELLPATH HOLDINGS: Hernandez-Santa Case Stayed Due to Bankruptcy WHITTAKER CLARK: EPA Objects to $535-Mil. Talc Settlement WOM SA: Seeks to Extend Plan Exclusivity to March 21, 2025 YOUNG MEN'S CHRISTIAN: Gets Final OK to Use Cash Collateral YOUNG TRANSPORTATION: Seeks to Extend Plan Filing to Feb. 24 ZUNIGA 23732: Claims Will be Paid from Property Sale/Refinance [*] Corporate Bankruptcies in the U.S. Hit 14-Yr. High in 2024 [*] Stretto Launches AI Platform for Bankruptcy Case Management [] BOOK REVIEW: Dynamics of Institutional Change ********* 685 WINDING RIDGE: Seeks Chapter 11 Bankruptcy Protection in Texas ------------------------------------------------------------------ On January 7, 2025, 685 Winding Ridge LLC sought Chapter 11 protection in the U.S. Bankruptcy Court for the Northern 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 685 Winding Ridge LLC 685 Winding Ridge LLC is a single-asset real estate company operating in Dallas, Texas. 685 Winding Ridge LLC sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Tex. Case No. 25-30090) on January 7, 2025. In its petition, the Debtor reports estimated assets and liabilities between $500,000 and $1 million each. Robert W. Buchholz of The Law Office Of Robert W. Buchholz, represents the Debtor as counsel. 700 TRUST: Automatic Stay Does Not Apply to Naples Litigation ------------------------------------------------------------- Chief Judge Karen K. Specie of the United States Bankruptcy Court for the Northern District of Florida granted in part Interested Parties' Exigent Motion to Confirm Automatic Stay Does Not Apply to Certain Pending Matters, to Dismiss This Case for Violating Existing Filing Injunctions, and for Sanctions Against the Beneficiaries of the Debtor and Counsel filed on behalf of Interested Parties, NAPLES PROPERTY HOLDING COMPANY, LLC; NAPLES BEACH CLUB LAND TRUSTS TRUSTEE, LLC, as Trustee; NAPLES BEACH CLUB PHASE II AND III LAND TRUST TRUSTEE, LLC, as Trustee; NBC CLUB OWNER, LLC ("NBC Entities"); and TIDES NOTE ON NOTE LENDER I, LLC ("Buyer") in the bankruptcy case of 700 Trust. Debtor filed no written response to the Motion. Debtor argued its opposition to the Motion at the hearing. The Motion, as filed, sought three (3) types of relief: a ruling that the automatic stay does not apply, dismissal of the case, and sanctions for filing the instant case. The filing of this case is yet another thread in the sprawling tapestry of bad faith abuse of the bankruptcy process by the principals of 700 Trust, Gregory Brian Myers and Barbara Ann Kelly, and to a certain degree Debtor's counsel, to avoid adverse consequences of a myriad of legal actions spanning over a decade. Mr. Myers and Ms. Kelly have a long and well-documented history of abusing the Bankruptcy Code, the bankruptcy system, and other federal and state courts. Instant Case The Voluntary Chapter 11 Petition commencing this case is signed by Mr. Myers, as Trustee of Debtor, 700 Trust. Mr. Myers signed the Schedules and Statement of Financial Affairs filed on behalf of 700 Trust. The Motion alleges that 700 Trust was formed the same day that it filed the Petition commencing the instant case. One of the assets 700 Trust claims to own is a residence at 700 Gulf Shore Blvd. North, Naples, Florida. The Naples property was sold to the Buyer by the Clerk of Court for the Circuit Court of Collier County, Florida, at a foreclosure sale on October 24, 2024. Apparently this is where Mr. Myers and Ms. Kelly still reside. It is undisputed that Mr. Myers and Ms. Kelly executed and delivered a Quitclaim Deed for the Naples property to 700 Trust the day they, or Mr. Myers, caused 700 Trust to file the Petition commencing this case.11 700 Trust lists Mr. Myers and Ms. Kelly as its Trustees. In the Quitclaim Deed purporting to transfer the Naples property to 700 Trust, Mr. Myers and Ms. Kelly reserved for themselves a life estate. In December of 2023, on motions by the NBC Entities and others filed in Ms. Kelly's most recent bankruptcy case, Bankruptcy Judge Maria Ellena Chavez-Ruark entered stay relief orders that granted prospective relief from the automatic stay and imposed an equitable servitude on assets in which Ms. Kelly claimed ownership and that have been embroiled in extensive litigation for over ten (10) years. Judge Chavez-Ruark supported the stay relief orders by issuing a 101-page Memorandum Opinion that sets forth in painstaking detail many of the bankruptcy cases, civil actions, removals and appeals that comprise Mr. Myers' and Ms. Kelly's continuing attacks on creditors, parties in interest, and indeed the judicial system itself. The NBC Entities and Buyer implore the Court to enforce, and require Mr. Myers, Ms. Kelly, and their counsel to abide by the injunction and equitable servitude imposed by the United States Bankruptcy Court for the District of Maryland. The Court ruled as follows: 1. The Interested Parties' Exigent Motion to Confirm Automatic Stay Does Not Apply to Certain Pending Matters, to Dismiss This Case for Violating Existing Filing Injunctions, and for Sanctions Against the Beneficiaries of the Debtor and Counsel is granted, in part. 2. The Court gives full faith and credit to the prospective stay relief and equitable servitude imposed by the U.S. Bankruptcy Court for the District of Maryland: In re Kelly, 656 B.R. 541, 611 (Bankr. D. Md. 2023). 3. The automatic stay imposed by 11 U.S.C. Sec. 362(a) upon the filing of the Petition in the instant case does not apply to the Naples property (700 Gulf Shore Boulevard North, Naples, Florida), or the Naples Litigation (pending litigation in state and federal courts arising from and related to the Naples property). 4. The equitable servitude means that Ms. Kelly and any individuals and/or entities with an interest in any of the Kelly Properties [including 700 Trust] will be precluded from taking advantage of the automatic stay of Section 362(a) in any bankruptcy case filed between now and four years after the order imposing the equitable servitude becomes final and nonappealable. 5. The requests for sanctions in the Motion are denied, without prejudice. 6. The request to dismiss this case is denied, without prejudice. A copy of the Court's decision is available at https://urlcurt.com/u?l=BhMwQk from PacerMonitor.com. About 700 Trust 700 Trust filed Chapter 11 petition (Bankr. N.D. Fla. Case No. 24-10230) on November 8, 2024, with $10 million to $50 million in assets and $1 million to $10 million in liabilities. Judge Karen K. Specie oversees the case. Michael Gort, Esq., at Gort Law, P.A. is the Debtor's bankruptcy counsel. 82 PALMER: Seeks to Sell Livingston Property -------------------------------------------- 82 Palmer LLC seeks permission from the U.S. Bankruptcy Court for the District of New Jersey, at a hearing on February 4, 2025 at 11:00 a.m., to sell its Property commonly known as 82 Palmer Drive, Livingston, New Jersey 07039. The proceeds of sale will be used to satisfy all liens and mortgages on the real property. At the closing of the sale, the Debtor will pay its broker with 3% commission as per agreement and his Attorney. Other normal and customary closing fees payable by the Debtor may be satisfied from the proceeds of sale and adjustments to the price, as provided for in the contract of sale, may be made at closing. The balance of the net proceeds will be sent to Debtor's attorney, to be held in escrow, until such time as the funds are disbursed to administrative claimants and unsecured creditors of the Debtor. About 82 Palmer LLC 82 Palmer LLC is the owner of real property located at 82 Palmer Drive, Livingston, New Jersey valued at $1.1 million. 82 Palmer LLC filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. D.N.J. Case No. 24-16267) on June 24, 2024, listing $1,100,000 in assets and $917,991 in liabilities. The petition was signed by Nicholas R. Zarilla by POA, Fredric M. Glick, member. Vera Fedoroff, Esq., at Fedoroff Firm, LLC represents the Debtor as counsel. ADVANZEON SOLUTIONS: Petition for Review of SEC Order Denied ------------------------------------------------------------ In the case captioned as ADVANZEON SOLUTIONS, INC., PETITIONER v. SECURITIES AND EXCHANGE COMMISSION, RESPONDENT, No. 23-1332 (D.C. Cir.), Chief Judge Srinivasan and Juges Cornelia Pillard and Robert L. Wilkins of the United States Court of Appeals for the District of Columbia Circuit denied Advanzeon Solutions, Inc.'s petition for review of an order of the Securities and Exchange Commission to revoke the registration of all classes of its securities. In 1999, Advanzeon registered its securities under the Securities Exchange Act of 1934, triggering its obligation under the Act to file quarterly and annual financial reports. The company filed its required reports the periods through the third quarter of 2020. It has not filed any reports for subsequent periods. In October 2023 -- by which time Advanzeon had failed to file a total of eleven required reports over a period of three years -- the Commission revoked its registration under Exchange Act section 12(j). That provision authorizes the Commission to revoke the registration of any security if it finds that the issuer of such security has failed to comply with any Exchange Act provision, rule, or regulation, and the revocation is necessary or appropriate for the protection of investors. To determine that revocation of Advanzeon's registrations was necessary or appropriate for the protection of investors, the Commission applied the five-factor test laid out in Gateway International Holdings, Inc., which considers: [i] the seriousness of the issuer's violations, [ii] the isolated or recurrent nature of the violations, [iii] the degree of culpability involved, [iv] the extent of the issuer's efforts to remedy its past violations and ensure future compliance, and [v] the credibility of its assurances, if any, against further violations. The Commission found that all of the Gateway factors weighed in favor of revoking Advanzeon's registrations and issued an order effecting that revocation. Advanzeon acknowledges that it violated its Exchange Act reporting obligations but argues that, in light of the business and financial difficulties inflicted on it by the Covid-19 pandemic and various other external causes, the Commission acted arbitrarily and capriciously in finding that Advanzeon's reporting violations supported revocation under the Gateway test. According to the D.C. Circuit, that argument is unpersuasive. Advanzeon principally argues that the Commission should not have viewed it as culpable for its reporting delinquencies under the third Gateway factor because its reporting violations were caused by factors outside of its control -- namely, financial hardships imposed by the Covid-19 pandemic, multiple accounting firms' failures to follow through on promises to assist the company with its filings, and being in the midst of Chapter 11 bankruptcy proceedings. That argument falls far short of demonstrating that the Commission's determination was arbitrary or capricious, the D.C. Circuit Judges find. The Commission reasoned that Advanzeon's violations reflect a high degree of culpability because it was aware of the delinquencies and the importance of filing the company's periodic reports but nonetheless failed to do so over an extended period. The Commission further explained that financial and other business difficulties, whether caused by the pandemic or not, do not excuse an issuer's failure to file periodic reports because such challenges are precisely the kind of material information that would have been significant to both current and potential investors in evaluating whether they wanted to buy, sell or hold the issuer's securities. That determination was entirely reasonable and well within the Commission's wide discretion to set standards for compliance with Exchange Act requirements, the D.C. Circuit Judges conclude. A copy of the Court's decision is available at https://urlcurt.com/u?l=JxzUcs from PacerMonitor.com. About Advanzeon Solutions Based in Tampa, Fla., Advanzeon Solutions, Inc., provides behavioral health, substance abuse and pharmacy management services, as well as sleep apnea programs, for employers, Taft-Hartley health and welfare Funds, and managed care companies throughout the United States. Advanzeon Solutions sought protection under Chapter 11 of the Bankruptcy Code (Bankr. M.D. Fla. Case No. 20-06764) on Sept. 7, 2020. At the time of the filing, the Debtor estimated assets of between $500,000 and $1 million and liabilities of between $1 million and $10 million. The petition was signed by Clark A. Marcus, chief executive officer. Stichter, Riedel, Blain & Postler, P.A., is the Debtor's legal counsel. AIO US: Plan Exclusivity Period Extended to March 10 ---------------------------------------------------- Judge Craig T. Goldblatt of the U.S. Bankruptcy Court for the District of Delaware extended AIO US, Inc. and its debtor affiliates' exclusive periods to file a plan of reorganization and obtain acceptance thereof to March 10, 2025 and May 12, 2025, respectively. As shared by Troubled Company Reporter, since the Petition Date, the Debtors' primary focus in these chapter 11 cases has been obtaining Court approval of and consummating the Natura Settlement and a Sale that maximizes value for creditors and other stakeholders. In pursuit of these goals, the Debtors expended significant time and resources over the past four months engaged in protracted litigation with the Creditors' Committee, including expansive document requests, numerous depositions, and other discovery. The Debtors explain that given the substantial progress made by the companies in these chapter 11 cases, ample cause exists to extend the Exclusive Periods. In less than four months, the Debtors obtained first-day and second-day relief, including postpetition financing, reached a Global Settlement with the Creditors' Committee and Natura, their largest prepetition lender and parent, and closed the Sale of substantially all of their assets. The Debtors claim that their chapter 11 cases are also highly complex. The Sale process required significant cross-border coordination among multidisciplinary teams of Debtor and nonDebtor employees and advisors. Various creditor constituencies, including talc claimants, holders of the Debtors' unsecured bonds due 2043, and former employees, hold claims against the Debtors, and multiple parties in interest, including insurers, contract counterparties, and employees, have appeared before the Court or responded informally to the Debtors' requests for relief. Furthermore, on the Petition Date, the Debtors owed Natura prepetition debt exceeding $1 billion. Resolving these liabilities thorough the Natura Settlement and the Sale required significant planning, documentation, discovery, and litigation, demonstrating that the complexity of these cases warrants an extension of the Exclusive Periods. Accordingly, the Debtors believe the size and complexity of these chapter 11 cases warrant the requested extension of the Exclusive Periods. The Debtors' Counsel: Zachary I. Shapiro, Esq. Mark D. Collins, Esq. Michael J. Merchant, Esq. David T. Queroli, Esq. RICHARDS, LAYTON & FINGER, P.A. One Rodney Square 920 North King Street Wilmington, Delaware 19801 Tel: (302) 651-7700 E-mail: collins@rlf.com merchant@rlf.com shapiro@rlf.com queroli@rlf.com - and - Ronit J. Berkovich, Esq. Matthew P. Goren, Esq. Alejandro Bascoy, Esq. WEIL, GOTSHAL & MANGES LLP 767 Fifth Avenue New York, New York 10153 Tel: (212) 310-8000 E-mail: ronit.berkovich@weil.com matthew.goren@weil.com alejandro.bascoy@weil.com About AIO US, Inc. AIO US Inc., Avon Products Inc, and some of its affiliates are manufacturers and marketers of beauty, fashion, and home products with operations and customers across the globe. AIO US and its affiliates sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Del. Lead Case No. 24-11836) on Aug. 12, 2024. In the petition filed by Philip J. Gund as chief restructuring officer, AIO US disclosed $1 billion to $10 billion in assets and debt. Richards, Layton & Finger, P.A. and Weil, Gotshal & Manges LLP are serving as counsel to the Debtors. Ankura Consulting Group LLC serves as restructuring advisor to the Debtors. Rothschild & Co US Inc is the Debtors' investment banker and financial advisor. Epiq Corporate Restructuring LLC acts as claims and noticing agent to the Debtors. AIRNET TECH: Names Assentsure as New Auditor -------------------------------------------- AirNet Technology Inc., formerly known as AirMedia Group Inc. (Nasdaq: ANTE), announced the appointment of Assentsure PAC as the Company's independent registered public accounting firm to replace Audit Alliance LLP, effective January 2, 2025, the Company disclosed in a Form 8-K filing with the U.S. Securities and Exchange Commission. "The change of the Company's independent auditor was made after careful consideration and evaluation process and was approved by the board of directors of the Company and the audit committee of the Board," the Company said. During each of the years ended December 31, 2022 and 2023, and during the subsequent period through January 2, 2025, there have been no (1) "disagreements" (as defined in Item 16F(a)(1)(iv) of Form 20-F and the related instructions thereto) between the Company and Audit Alliance on any matter of accounting principles or practices, financial statement disclosure, or auditing scope or procedure, which disagreement, if not resolved to the satisfaction of Audit Alliance, would have caused Audit Alliance to make reference to the subject matter of the disagreement thereto in its reports on the consolidated financial statements for such years, or (2) "reportable events" as that term is described in accordance with Item 16F(a)(1)(v) of Form 20-F. During the Company's two most recent fiscal years ended December 31, 2023, and the subsequent period prior to the Company's engagement of Assentsure, neither the Company nor anyone acting on its behalf consulted Assentsure with respect to (1) the application of accounting principles to a specified transaction, either completed or proposed, or the type of audit opinion that might be rendered on the Company's consolidated financial statements, and neither a written report nor oral advice was provided to the Company that Assentsure concluded was an important factor considered by the Company in reaching a decision as to any accounting, auditing or financial reporting issue, (2) any matter that was the subject of a disagreement, as that term is defined in Item 16F(a)(1)(iv) of the instructions to Form 20-F, or (3) any reportable event as defined in Item 16F(a)(1)(v) of the instructions to Form 20-F. "The Company is working closely with Assentsure and Audit Alliance to ensure a seamless transition," the Company further said. Penny Pei Investor Relations AirNet Technology Inc. Tel: +86-10-8460-8678 Email: penny@ihangmei.com About AirNet Technology AirNet Technology Inc. was incorporated in the Cayman Islands on April 12, 2007. AirNet, its subsidiaries, through its variable interest entities and the VIEs' subsidiaries, operate its out-of-home advertising network, primarily air travel advertising network, in the People's Republic of China. The Company also conducts cryptocurrencies mining business operations by its Hong Kong subsidiary, Blockchain Dynamics Limited. As of December 31, 2023, the Company had $115.1 million in total assets, $101.8 million in total liabilities, and $13.4 million in total equity. Singapore-based Audit Alliance LLP, the Company's auditor since 2021, issued a "going concern" qualification in its report dated April 26, 2024, citing that the Company has a history of operating losses and negative operating cash flows and has negative working capital of approximately $56 million as of December 31, 2023. These conditions indicate that a material uncertainty exists that raise substantial doubt on the Company's ability to continue as a going concern, the auditor said. ALACRITY SOLUTIONS: Lenders to Take Over in Debt Restructuring -------------------------------------------------------------- Carmen Arroyo, Ellen Schneider, and Reshmi Basu of Bloomberg News report that direct lenders, such as Antares Capital, Blue Owl Capital Inc., and KKR & Co., are set to assume control of insurance claims manager Alacrity Solutions in the latest restructuring within the private credit market, sources with knowledge of the situation said. According to Bloomberg News, BlackRock Inc. will hand over control to the lenders less than two years after acquiring a majority stake in the company from Kohlberg & Co. The sources, who wished to remain anonymous due to the private nature of the details, noted that BlackRock's equity investment will be fully wiped out. About Alacrity Solutions Based in Fishers, IN, Alacrity Solutions provides full-service handling of residential, commercial, automotive, flood and other insurance claims. ALL SAFE: Seeks Cash Collateral Access -------------------------------------- All Safe Fire Sprinkler Systems, Inc. asked the U.S. Bankruptcy Court for the Southern District of New York for authority to use cash collateral. The company proposed to use cash collateral only for ordinary and necessary operating expenses in accordance with its six-week operating budget. The New York State Department of Taxation and Finance may be secured by tax warrants filed in Westchester County. Meanwhile, the U.S. Department of Treasury, Internal Revenue, filed a Federal Tax Lien on or about December 6, 2024, with respect to alleged outstanding taxes. As adequate protection, the company will grant the secured creditors replacement liens on all of its pre-bankruptcy and post-petition assets and proceeds, including the collateral and the proceeds of the foregoing, to the extent that the secured creditors have a valid security interest in said pre-bankruptcy assets on the petition date and in the continuing order of priority that existed as of the petition date. The replacement liens will be subject and subordinate only to: (a) United States Trustee fees; (b) professional fees of duly retained professionals in the Chapter 11 case as may be awarded pursuant to Sections 330 or 331 of the Code or pursuant to any monthly fee order entered in the company's Chapter 11 case; (c) the fees and expenses of a hypothetical Chapter 7 trustee to the extent of $20,000; and will not include the recovery of funds or proceeds from the successful prosecution of avoidance actions. A copy of the motion is available at https://urlcurt.com/u?l=D4cciO from PacerMonitor.com. About All Safe Fire Sprinkler Systems Inc. All Safe Fire Sprinkler Systems Inc. is based in Elmsford, N.Y., and operates as a fire sprinkler systems installation and maintenance provider. All Safe Fire Sprinkler Systems sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D.N.Y. Case No. 25-22004) on January 3, 2025. In its petition, the Debtor reported $500,000 to $1 million in both assets and liabilities. Judge Sean H. Lane handles the case. Dawn Kirby, Esq., at Kirby Aisner & Curley, LLP represents the Debtor as legal counsel. ALPHAONE EXTERIORS: Amends Unsecureds Claims Pay Details -------------------------------------------------------- AlphaOne Exteriors LLC submitted a First Amended Plan of Reorganization dated January 2, 2025. The Debtor intends to continue the employment of Jarrod Clauser and Keyur Patel who are insiders. Jarrod Clauser and Keyur Patel will be paid a base salary of $50,000 each, plus sales commissions. The owners anticipated the salary to commence on July 1, 2024 (as identified in the initial draft of this Plan, filed on May 30, 2024). As such, the forecast provides for a catch-up payment to the owners of $25,000 each to be paid after confirmation of the plan, to the extent funds are available for such payment. The sales commissions (which are equal to what is made available to noninsider employees of the Debtor) equal 10% of gross sales price for sales where the customer was not identified by any marketing leads obtained by the company or 6% for sales where the owner used a resource of the Debtor (such as a sales lead, generated by the Debtor's marketing efforts). The base salary will be subject to cost-of-living adjustments that match the Consumer Price Index for Urban Wage Earners and Clerical Workers, issued by the Bureau of Labor Statistics. This salary and incentive-based compensation is built into the forecast projections. The Debtor anticipates it will be able to pay current operation expenses and fund the Chapter 11 Plan payments as identified in the forecast. Additional fine details of the Debtor's business operations and anticipated growth were used to create the forecast (through March of 2028) along with specifics for the cure and Administrative Expense amounts anticipated to be paid and payment of the remaining Secured debt built into the projections. The debt owed to Channel Partners Capital LLC and on the financing of the furniture were scheduled as Secured Claims, however, each of those creditors have filed Claims as general Unsecured Claims, the Channel Partners Capital LLC perfection of its security interest appears to be avoidable and the creditor that financed the purchase of the furniture did not file a UCC financing statement. As such, only the debt service to Prime 1 LLC is included in the projections relating to Class 3 Claims. Since the filing of the first draft of the Plan, the Debtor has updated the forecast to move cure payments and professional/administrative expenses forward to future dates and has increased the estimated amounts for payment of professionals. The Debtor has also updated for actual income and expenses for periods that have lapsed. In order to attempt to improve profitability, the Debtor has updated the forecast to extend the time period during which it anticipates operating without a physical office space (and the attendant overhead that would come with renting such space). The Plan provides for a reorganization and restructuring of Debtor's financial obligations and payments to creditors. The Plan provides, at a minimum, for distribution of the Net Excess Funds in the amount of $149,351.24 pro rata to Allowed General Unsecured. The Debtor estimates that the total of all Allowed General Unsecured Claims will be $1,140,422.68. As such, from the projected Net Excess Funds, the Debtor anticipates distribution of 13% to General Unsecured Creditors. Class 4 consists of Allowed General Unsecured Claims (excluding any Unsecured Claims to the extent of any punitive or exemplary damages, fines, penalties, treble damages, or multiplied or multiple damages). Class 4 Claims shall be paid the pro rata Net Excess Funds and, potentially, the Additional Distribution Amounts on the First Potential Distribution Date and the Subsequent Potential Distribution Dates. Unsecured Claims shall not be entitled to interest on their Allowed Claims. Class 4 is Impaired under the Plan. Class 5 consists of any Allowed Claim against the Debtor for Unsecured Claims to the extent of any punitive or exemplary damages, fines, penalties, treble damages, or multiplied or multiple damages. Allowed Class 5 Claims shall be paid the pro rata Net Excess Funds and Additional Distribution Amount(s), if any as are remaining after payment in full to Class 4 Claims. Class 5 is Impaired under the Plan. Class 6 consists of the membership Interests of the owners of the Debtor. Class 6 shall retain its ownership Interest in the Debtor. The salary and compensation of the Class 6 equity owners is disclosed above and no other distributions will be made while the Plan is in progress. The Debtor anticipates the continued operations of the business will be adequate to fund the Plan over the Term. A full-text copy of the Amended Plan dated January 2, 2025 is available at https://urlcurt.com/u?l=rBxszh from PacerMonitor.com at no charge. Counsel for the Debtor: Patricia J. Friesinger, Esq. Coolidge Wall Co., L.P.A. 33 West First Street, Suite 600 Dayton, OH 45402 Tel: (937) 223-8177 Fax: (937) 223-6705 Email: friesinger@coollaw.com About AlphaOne Exteriors LLC AlphaOne Exteriors LLC is an Ohio limited liability company and is member-managed. The Debtor sought protection for relief under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Ohio Case No. 24-30371) on March 1, 2024, listing $100,001 to $500,000 in both assets and liabilities. Judge Guy R Humphrey presides over the case. Patricia J Friesinger, Esq. at Coolidge Wall Co., L.P.A., is the Debtor's counsel. AMERICAN NATIONAL: Fitch Assigns 'BB+' Rating on $300MM Pref. Stock ------------------------------------------------------------------- Fitch Ratings has assigned a 'BB+' rating to the $300 million Series D, noncumulative preferred stock offered by American National Group Inc. Key Rating Drivers The rating for the new offering is equivalent to the rating on American National's existing noncumulative preferred stock. Proceeds from the issuance will be used to redeem in full the company's Series A and/or Series B Preferred Stock and the related depositary shares and, to the extent any proceeds remain, for general corporate purposes. The noncumulative preferred stock is perpetual. American National may elect to redeem the stock beginning in 2030. Dividends will be paid on a noncumulative basis, when and if declared. Based on Fitch's rating criteria, the noncumulative perpetual preferred stock is afforded 100% equity credit in Fitch's financial leverage calculations. Fitch affirmed the ratings of American National with a Stable Outlook on May 15, 2024. For more details, see 'Fitch Affirms American National Ratings; Outlook Stable'. RATING SENSITIVITIES Factors that Could, Individually or Collectively, Lead to Negative Rating Action/Downgrade - A downgrade of the Insurer Financial Strength (IFS) ratings of either of American National's operating subsidiaries; - Financial leverage in excess of 25%; - Fixed-charge coverage below 5x. Factors that Could, Individually or Collectively, Lead to Positive Rating Action/Upgrade - A material positive change in the IFS ratings of American National's operating subsidiaries; - Financial leverage below 20%; - Fixed-charge coverage maintained in excess of 8x. Date of Relevant Committee May 14, 2024 ESG Considerations The highest level of ESG credit relevance is a score of '3', unless otherwise disclosed in this section. A score of '3' means ESG issues are credit-neutral or have only a minimal credit impact on the entity, either due to their nature or the way in which they are being managed by the entity. Fitch's ESG Relevance Scores are not inputs in the rating process; they are an observation on the relevance and materiality of ESG factors in the rating decision. Entity/Debt Rating ----------- ------ American National Group Inc. Preferred LT BB+ New Rating AMERIFIRST FINANCIAL: Set to Return to Mediation w/ Creditors ------------------------------------------------------------- Vince Sullivan of Law360 Bankruptcy Authority reports that AmeriFirst Financial Inc., a bankrupt mortgage service provider, is set to re-enter mediation with unsecured creditors after a Delaware judge ruled on January 8, 2025, that a resolution is required to move forward with the stalled Chapter 11 case. About AmeriFirst Financial AmeriFirst Financial, Inc., is a mid-sized independent mortgage company in Mesa, Ariz. AmeriFirst and its affiliate Phoenix 1040, LLC, filed Chapter 11 petitions (Bankr. D. Del. Lead Case No. 23-11240) on Aug. 24, 2023. In the petitions signed by T. Scott Avila, chief restructuring officer, each Debtor disclosed between $50 million and $100 million in both assets and liabilities. Judge Thomas M. Horan oversees the cases. The Debtors tapped Laura Davis Jones, Esq., at Pachulski Stang Ziehl & Jones, LLP as bankruptcy counsel; and Paladin Management Group, LLC as restructuring advisor. Omni Agent Solutions, Inc., is the claims, noticing and administrative agent. On Sept. 15, 2023, the Office of the United States Trustee appointed an official committee of unsecured creditors. The Committee tapped Morris, Nichols, Arsht & Tunnell LLP as its counsel. ANDERSON TAP: Gets Final OK to Use Cash Collateral -------------------------------------------------- Anderson Tap House, LLC received final approval from the U.S. Bankruptcy Court for the Southern District of Ohio to use the cash collateral of Civista Bank. The final order signed by Judge Beth Buchanan on Jan. 7 approved the use of cash collateral to pay the company's operating expenses set forth in its budget, which shows total monthly expenses of $96,200. Civista asserts security interests in all pre-bankruptcy assets of Anderson, including cash, deposit accounts and accounts receivables, which constitute cash collateral. As protection for any diminution in the value of its interests, Civista was granted a replacement lien on the pre-bankruptcy collateral and all proceeds of the collateral generated after the company's Chapter filing; and administrative expense claim against the estate, with priority over other administrative expenses. As additional protection, Civista will receive a monthly payment of $2,000. Civista can be reached through its counsel: Dennis J. Morrison, Esq. Park Street Law Group, LLC 612 Park Street, Ste. 300 Columbus, OH 43215 (614) 585-8000 dmorrison@parkstreetlg.com About Anderson Tap House Anderson Tap House, LLC filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Ohio Case No. 24-12762) on Nov. 22, 2024, listing $50,001 to $100,000 in assets and $500,001 to $1 million in liabilities. Judge Beth A Buchanan presides over the case. The Debtor is represented by: Eric W Goering, Esq. Goering and Goering Tel: 513-621-0912 Email: eric@goering-law.com ANGIE'S TRANSPORTATION: To Sell Trailers to SD Trucking for $120K ----------------------------------------------------------------- Angie's Transportation, LLC, and its subsidiary, STL Equipment Leasing Co., LLC, seek permission from the U.S. Bankruptcy Court for the Eastern District of Missouri, Eastern Division, to sell their trailers free and clear of liens, claims, and interests. The Debtor's trailers that are up for sale include: -- 2020 Utility Refrigerated Van Trailer 1UYVS2534M6226013 -- 2020 Utility Refrigerated Van Trailer 1UYVS2530M6226011 -- 2020 Utility Refrigerated Van Trailer 1UYVS2532M6226009 -- 2020 Utility Refrigerated Van Trailer 1UYVS2532N6226012 -- 2020 Utility Refrigerated Van Trailer 1UYVS2539M6226010 Among the assets of the Debtors' estates are leasehold interests in five trailers and the lessor of the trailers is Contract Trailers, LLC. The Debtor seeks to sell three trailers to SD Trucking, LLC, for $120,000.00 free and clear of all liens, claims, and interests. The Debtor will retain two trailers and they shall be titled in the name of STL Equipment. The Buyer will remit the Purchase Price to Debtors and upon receipt, the Debtors will remit the proceeds directly to Contract Trailers to satisfy its claim against the Trailers. Contract Trailers shall then transmit appropriate title work and lien releases to Debtors so the Sale Trailers may be transferred to Buyer and Retained Trailers titled in the name of STL Equipment. About Angie’s Transportation, LLC Angie's Transportation LLC is a trucking company in St. Louis, Missouri. Angie's Transportation LLC sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. E.D. Miss. Case No. 24-44594) on December 16, 2024. In the petition filed by Angelina Twardawa, as manager, the Debtor reports estimated assets between $1 million and $10 million and estimated liabilities between $500,000 and $1 million. Honorable Bankruptcy Judge Bonnie L. Clair handles the case. The Debtor is represented by Andrew Magdy, Esq., at SCHMIDT BASCH, LLC. ANNALY CAPITAL: Board OKs $1.5-Bil. Repurchase Program ------------------------------------------------------ On December 31, 2024, the Board of Directors of Annaly Capital Management, Inc., authorized a new common share repurchase program and a new preferred share repurchase program, each of which shall expire on December 31, 2029, the Company disclosed in a Form 8-K filing with the U.S. Securities and Exchange Commission. Under the common share repurchase program, the Company may repurchase up to $1.5 billion of its outstanding shares of common stock. Under the preferred share repurchase program, the Company may repurchase up to an aggregate of 63,500,000 shares of its preferred stock, comprised of up to (i) 28,800,000 shares of its 6.95% Series F Fixed-to-Floating Rate Cumulative Redeemable Preferred Stock, par value $0.01 per share, (ii) 17,000,000 shares of its 6.50% Series G Fixed-to-Floating Rate Cumulative Redeemable Preferred Stock, par value $0.01 per share, and (iii) 17,700,000 shares of its 6.75% Series I Fixed-to-Floating Rate Cumulative Redeemable Preferred Stock, par value $0.01 per share. The new common share repurchase program and the new preferred share repurchase program replace the Company's existing common share and preferred share repurchase programs, each of which expired on December 31, 2024. The new authorizations do not obligate the Company to acquire any particular amount of common stock or preferred stock and each program may be suspended or discontinued at the Company’s discretion without prior notice. About Annaly Capital Management Inc. Headquartered in New York, New York, Annaly Capital Management, Inc. is a capital manager that invests in and finances residential and commercial assets. Egan-Jones Ratings Company on October 22, 2024, maintained its 'BB+' foreign currency and local currency senior unsecured ratings on debt issued by Annaly Capital Management, Inc. ASPEN LANDSCAPING: Court Narrows Claims in Cruz, et al Lawsuit -------------------------------------------------------------- In the case captioned as ANGEL CRUZ, EMANUEL RUPERTO LOPEZ, FERDINAND TORRES, EUCLIDES RUPERTO MENDEZ, LUIS OBANDO, JOSE ADOLFO BARRAZA, EFRAIN MORALES, WALTER CHAVARRIA, ANGEL E. CALVA SALAS, JOSE VERA VALDEZ, ANTONIO M. DA ROSA, and WILFREDO SANCHEZ, Plaintiffs-Appellants, v. ASPEN LANDSCAPING CONTRACTING, INC. and MARIA FUENTES, Defendants, and EASTERN LANDSCAPE CONTRACTORS, INC., and DONALD FUENTES, Defendants-Respondents, DOCKET NO. A-2157-22 (N.J. Super. Ct. App. Div.), Judges Francis J. Vernoia and Hon. Katie A. Gummer of the Superior Court of New Jersey Appellate Division reversed in part, vacated in part and remanded for further proceedings the orders of the Superior Court of New Jersey, Law Division granting Donald Fuentes and Eastern Landscape Contractors Inc.'s motion to dismiss the complaint for failure to state a claim upon which relief may be granted and denying the plaintiffs' motion for reconsideration of the dismissal order. In their fourth-amended complaint, plaintiffs Angel Cruz, Emanuel Ruperto Lopez, Ferdinand Torres, Euclides Ruperto Mendez, Luis Obando, Jose Adolfo Barraza, Efrain Morales, Walter Chavarria, Angel E. Calva Salas, Jose Vera Valdez, Antonio M. Da Rosa and Wilfredo Sanchez allege defendants, Aspen Landscaping Contracting Inc., Maria Fuentes, Donald Fuentes, and an alleged successor company of Aspen, Eastern Landscape Contractors Inc., breached various contractual obligations and violated "New Jersey Wage and Hour Laws, N.J.S.A. 34:11-1 to -68," by failing to pay to them wages, including overtime pay, during the years 2006 through 2017. The initial complaint in this matter was filed on Dec. 6, 2016, against Aspen as the sole defendant. After the matter returned to the Law Division, the plaintiffs filed the fourth-amended complaint that is at issue on this appeal. In the complaint the plaintiffs allege that at all times relevant to their claims, they were engaged and employed to perform, and performed, work for Aspen. During the years 2006 through 2017, the plaintiffs performed work for, and were employed by, Aspen and were routinely required to work hours for which they were not paid, including hours that should have been paid at overtime rates. They allege Aspen and its principals intentionally and knowingly failed and refused to pay plaintiffs for hours they worked, including overtime hours. The Plaintiffs asserted two causes of action. In the first, the plaintiffs allege Aspen breached various contracts that required Aspen to pay specified wages for all the time plaintiffs devoted to work on behalf of the company, including time spent working overtime. They further alleged Eastern, as a successor entity to Aspen, is liable for all damages accruing to Aspen. The second cause of action alleged that Aspen, Maria, Donald, and Eastern, as a successor to Aspen, had violated the New Jersey Wage and Hour Laws, N.J.S.A. 34:11-1 to -68. The Plaintiffs asserted: Aspen had defaulted on its wages obligations by filing the bankruptcy petition; Maria was personally liable for the unpaid wages as Aspen's sole shareholder and managing officer; Donald was personally liable for the unpaid wages by virtue of his position as an equitable owner and managing officer of Aspen; and Eastern was liable for all damages accruing to Aspen as a successor entity. Donald argued the complaint did not assert a claim against him upon which relief could be granted because he was not an employer bound by the requirements of the WHL, WPL, or PWA, and any claims against him under those statutes were time-barred by the applicable statutes of limitation. Eastern argued the complaint failed to state a claim against it because it had not been formed when the alleged statutory violations occurred, the complaint did not allege facts sufficient to support a claim it was a successor to Aspen, and the claims were otherwise time-barred. In response, the plaintiffs argued the claims were timely filed because their causes of action against Donald and Eastern -- and Maria as well -- did not accrue until Aspen defaulted on its obligation to pay the claimed wages, and that occurred when Aspen filed its bankruptcy petition. The trial court found there was no legal authority for the plaintiffs' claim the alleged causes of action against Donald, as a putative employer of the plaintiffs, and Eastern, as a successor to Aspen, did not accrue until Aspen filed for bankruptcy. It further found that the plaintiffs' claims against Donald and Eastern barred under the applicable statutes of limitation, there was no basis to find the claims against Donald and Eastern for the first time in 2020 related back to the filing of the original complaint in 2016, and the plaintiffs had not pleaded facts sufficient to establish that Eastern was either a successor to Aspen or had liability as a successor to Aspen. The trial court entered an order dismissing plaintiffs' complaint. Plaintiffs moved for reconsideration of the order. It denied the reconsideration motion and entered a memorializing order. Plaintiffs appeal from the trial court's orders. The Appellate Judges determine the court erred by dismissing plaintiffs' WPL claim against Donald and reverse the order dismissing that claim as to him. Additionally, they conclude the motion court correctly found plaintiffs did not allege sufficient facts to support their breach of contract and statutory claims against Eastern as an alleged 'successor to' Aspen and plaintiffs' statutory claims under the PWA and WHL against Donald. They add that rather than dismiss those claims with prejudice, the court should have given plaintiffs an opportunity to amend their complaint to provide additional facts that might support those claims. Although the case had been pending for four years, Eastern and Donald moved immediately to dismiss the complaint after it was first filed against them in 2020. And, a motion to dismiss pursuant to Rule 4:6-2(e) ordinarily is granted without prejudice, and the trial court provided no reasons for departing from that general rule. They therefore vacate the court's order dismissing the breach-of-contract and statutory (PWA, WHL, and WPL) claims against Eastern and the PWA and WHL claims against Donald and Eastern and remand for the court to allow plaintiffs to file an amended complaint providing additional facts supporting their claims Eastern is a successor to Aspen and Eastern and Donald violated the PWA and WHL. A copy of the Court's decision is available at https://urlcurt.com/u?l=NsSjez from PacerMonitor.com. About Aspen Landscaping Contracting Aspen Landscaping Contracting, Inc. -- https://www.aspennj.net/ -- is a landscaping contractor located in Union, New Jersey serving commercial and residential clients. The company offers wetland mitigation, planting, hydroseeding, irrigation, railroad spraying, tree removal/pruning/clearing, erosion control/soil stabilization, soil procurement and grading, and landfill work. Aspen Landscaping Contracting sought Chapter 11 protection (Bankr. D.N.J. Case No. 19-31885) on Nov. 20, 2019 in Newark, New Jersey. In the petition was signed by Maria A. Fuentes, president, the Debtor was listed with total assets at $2,429,468 and total liabilities at $2,510,983. Judge Vincent F. Papalia oversees the case. McManimon, Scotland & Baumann, LLC, is the Debtor's counsel. SAX, LLP, serves as accountant to the Debtor. AURORA MEDICAL: Seeks to Extend Plan Filing to April 10, 2025 ------------------------------------------------------------- Aurora Medical Group Corp. asked the U.S. Bankruptcy Court for the Middle District of Florida to extend its period to file disclosure statement and chapter 11 plan of reorganization, and enlarge the exclusivity period to file a plan of reorganization to April 10, 2025. The Debtor, with Court approval, entered into an agreement with debt collection agency, Advantage Collection Professionals ("ACP"), for analysis and pursuit of its extensive accounts receivables. The Debtor has rented its surgical suite throughout the month of December, generating $10,000.00 of cash flow. Additionally, the Debtor has increased its marketing efforts and is beginning to see the fruits of those efforts in new client referrals and services provided. The Debtor explains that the extension of the deadline will allow the company ample time to secure a written, long-term, rental agreement for its surgical suite, and will provide sufficient time for Debtor's continued marketing efforts to effectuate a ramp up of new client registration and performance of services. Both of these alternative income strategies are critical to the formulation of Debtor's Plan. Additionally, Section 1121(b) and (c) prescribe the periods of exclusivity during which only the Debtor may file a plan of reorganization, 120 days from the Petition Date to file a plan, and 180 days from the Petition Date to confirm a plan. The Debtor claims that enlargement is appropriate to allow the company ample time structure a feasible plan considering the above stated developments. Aurora Medical Group Corp., is represented by: Chad Van Horn, Esq. Courtney Milam, Esq. Van Horn Law Group, P.A. 500 NE 4th Street #200 Fort Lauderdale, FL 33301 Telephone: (954) 765-3166 Facsimile: (954) 756-7103 Email: Chad@cvhlawgroup.com About Aurora Medical Group Aurora Medical Group Corp. is a medical group that offers cosmetic surgery including liposuction, J plasma renuvion, abdominoplasty, brachioplasty, radiesse, fat transfer, vaginal rejuvenation, botox, fillers, laser hair removal, facials, among other services. Aurora Medical Group Corp. sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. M.D. Fla. Case No. 24-03353) on June 13, 2024. In the petition signed by Anisley Lanza Diaz, president, the Debtor disclosed total assets of $2,348,816 and total liabilities of $1,308,359. Judge Roberta A. Colton oversees the case. Chad Van Horn, Esq., at Van Horn Law Group, P.A., serves as the Debtor's counsel. AVINGER INC: Discontinues PAD Operations, Terminates 36 Workers --------------------------------------------------------------- In an effort to preserve and more efficiently allocate resources, the Board of Directors of Avinger, Inc., has determined to shift the Company's strategic focus from the manufacture and sale of products for the treatment of peripheral artery disease to the development of image-guided devices to allow physicians to penetrate a total blockage in an artery, known as a chronic total occlusion, in the treatment of coronary artery disease, the Company disclosed in a Form 8-K filing with the U.S. Securities and Exchange Commission. In connection with this strategic shift, the Company has terminated 36 employees, including all sales and manufacturing personnel relating to the Company's PAD products, effective January 3, 2025. Consequently, the Company will no longer manufacture PAD products and expects that it will no longer generate any revenues from the sales of PAD products. The Company does not believe that the change in strategic focus or the termination of employees will result in material charges. The Company will focus its operations on research and development activities to develop CTO crossing devices for the treatment of CAD. "There can be no guarantee that we will be successful in developing such products or, if such products are developed, that we will be able to successfully commercialize such products," the Company said. About Avinger Inc. Headquartered in Redwood City, Calif., Avinger, Inc. -- http://www.avinger.com-- is a commercial-stage medical device company that designs, manufactures, and sells real-time high-definition image-guided, minimally invasive catheter-based systems that are used by physicians to treat patients with peripheral artery disease ("PAD"). Patients with PAD have a build-up of plaque in the arteries that supply blood to areas away from the heart, particularly the pelvis and legs. The Company's mission is to significantly improve the treatment of vascular disease through the introduction of products based on its Lumivascular platform, the only intravascular real-time high-definition image-guided system available in this market. San Francisco, Calif.-based Moss Adams LLP, the Company's auditor since 2017, issued a "going concern" qualification in its report dated March 20, 2024, citing that the Company's recurring losses from operations and its need for additional capital raise substantial doubt about its ability to continue as a going concern. AVINGER INC: Paid Preferred Dividends ------------------------------------- Aveninger, Inc., disclosed in a Form 8-K filing with the U.S. Securities and Exchange Commission that it paid the Preferred Dividends on December 31, 2024. The Certificate of Designation of Preferences, Rights and Limitations of Series E Convertible Preferred Stock of the Company entitles the holders of Series E Preferred Stock to dividends on each share of Series E Preferred Stock at a rate of 8% of $1,000 per annum, compounded annually. The Series E Certificate of Designation allows the Company to pay the Series E Preferred Dividends by issuing and delivering fully paid and nonassessable shares of Series E Preferred Stock. Accordingly, on December 29, 2024, the Board of Directors of the Company declared a Series E Preferred Dividend on the Series E Preferred Stock of an aggregate of 156 shares of Series E Preferred Stock to pay the Series E Preferred Dividend to the holders of record of Series E Preferred Stock as of December 31, 2024. The Series F Certificate of Designation of Series F Convertible Preferred Stock entitles the holders of Series F Preferred Stock to dividends on each share of Series F Preferred Stock at a rate of 5% of $1,000 per annum until the third anniversary of the issuance date of the Series F Preferred Stock, compounded annually. The Series F Certificate of Designation allows the Company to pay the Series F Preferred Dividends by issuing and delivering fully paid and nonassessable shares of Series F Preferred Stock. Accordingly, on December 29, 2024, the Board of Directors of the Company declared a Series F Preferred Dividend on the Series F Preferred Stock of an aggregate of 298 shares of Series F Preferred Stock to pay the Series F Preferred Dividend to the holders of record of Series F Preferred Stock as of December 31, 2024, subject to approval by the holders of the Series E Preferred Stock of the issuance of the shares of Series F Preferred Stock, which rank pari passu with the shares of Series E Preferred Stock. The Series H Certificate of Designation of Series H Convertible Preferred Stock entitles the holders of Series H Preferred Stock to dividends on each share of Series H Preferred Stock at a rate of 8% of $1,000 per annum, compounded annually. The Series H Certificate of Designation allows the Company to pay the Series H Preferred Dividends by issuing and delivering fully paid and nonassessable shares of Series H Preferred Stock. Accordingly, on December 29, 2024, the Board of Directors of the Company declared a Series H Preferred Dividend on the Series H Preferred Stock of an aggregate of 552 shares of Series H Preferred Stock to pay the Series H Preferred Dividend to the holders of record of Series H Preferred Stock as of December 31, 2024, subject to approval by the holders of the Series F Preferred Stock of the issuance of the shares of Series H Preferred Stock, which rank senior in preference to the Series F Preferred Stock. The Company paid the Preferred Dividends on December 31, 2024. The Company relied on the exemption from registration available under Section 4(a)(2) and Rule 506 of Regulation D of the Securities Act of 1933, as amended, in connection with the distributions. On December 31, 2024, the Company filed a Certificate of Amendment to the Designated Number of Shares of Series F Convertible Preferred Stock with the Secretary of State of the State of Delaware to increase the number of designated shares of Series F Preferred Stock from 7,224 to 10,000. The Amendment was approved by the Company's board of directors and the requisite holders of outstanding shares of Series E Preferred Stock and Series F Preferred Stock. No approval of the holders of the Company's common stock was required to effectuate the Amendment. The Amendment became effective upon filing. Other than the Amendment, the rights, preferences and privileges of the Series F Preferred Stock remain unchanged. On December 31, 2024, the holders of all of the outstanding shares of the Series E Preferred Stock approved the issuance of shares of Series F Preferred Stock and the Amendment by written consent, and the Series F Preferred Stock approved the issuance of the shares of Series H Preferred Stock and the Amendment by written consent. A full-text copy of the Form 8-K is available at https://urlcurt.com/u?l=s9MHRW About Avinger Inc. Headquartered in Redwood City, Calif., Avinger, Inc. -- http://www.avinger.com-- is a commercial-stage medical device company that designs, manufactures, and sells real-time high-definition image-guided, minimally invasive catheter-based systems that are used by physicians to treat patients with peripheral artery disease ("PAD"). Patients with PAD have a build-up of plaque in the arteries that supply blood to areas away from the heart, particularly the pelvis and legs. The Company's mission is to significantly improve the treatment of vascular disease through the introduction of products based on its Lumivascular platform, the only intravascular real-time high-definition image-guided system available in this market. San Francisco, Calif.-based Moss Adams LLP, the Company's auditor since 2017, issued a "going concern" qualification in its report dated March 20, 2024, citing that the Company's recurring losses from operations and its need for additional capital raise substantial doubt about its ability to continue as a going concern. BALLISTIC FABRICATION: Seeks to Use Cash Collateral Until March 31 ------------------------------------------------------------------ Ballistic Fabrication, Inc. asked the U.S. Bankruptcy Court for the District of Arizona for authority to use cash collateral until March 31. The court previously issued an order allowing the company to use cash collateral to pay its operating expenses until Jan. 31 only. The two-month extension will ensure the company's business the ability to continue to operate while it moves towards confirmation of its Chapter 11 plan. A confirmation hearing is scheduled for Jan. 28. Ballistic Fabrication projects total expenses of $86,765 for February and $82,253 for March. The Internal Revenue Service, and U.S. Small Business Administration hold lien interests in the company's cash, cash equivalents, inventory and other property. The IRS has four unexpired liens, and all are senior to the SBA's lien. Ballistic Fabrication asserts that the IRS and the SBA are adequately protected based on the value of its fixed assets and machinery. Despite this assertions, the company's budget does contemplate monthly payments to the IRS and the SBA in the amounts of $731 and $1,131, respectively. These are the same monthly payments contemplated by the company's Chapter 11 plan. A court hearing is set for Jan. 28. About Ballistic Fabrication Ballistic Fabrication, LLC, a company in Tucson, Ariz., filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. D. Ariz. Case No. 24-06403) on August 4, 2024, with up to $50,000 in assets and up to $1 million in liabilities. Judge Brenda Moody Whinery oversees the case. The Debtor tapped Charles R. Hyde, Esq., at the Law Offices of C.R. Hyde, PLC as bankruptcy counsel and The Ruboyianes Company, PLLC as accountant. BECKER INC: Gets OK to Use Cash Collateral Until Feb. 7 ------------------------------------------------------- Becker, Inc. got the green light from the U.S. Bankruptcy Court for the Western District of Kentucky, Louisville Division, to use cash collateral until Feb. 7. The company requires the use of cash collateral to pay its operating and administrative expenses. PNC Bank, NA, Seacoast, Bluevine, ByzFunder, On Deck, Fox Funding Group, LLC, CAN Capital, CT-2, LLSV, CT-3, Metrics, VSTATE, and CT-4 assert an interest in the cash collateral. As adequate protection, each creditor will be granted replacement liens on all of the post-petition property of the company that is similar to or traceable to each creditor's respective pre-bankruptcy interest in the company's property. As additional adequate protection to PNC, Becker will make regular monthly payments of $3,450. PNC Bank can be reached through its counsel: Keith J. Larson, Esq. Morgan Pottinger McGarvey 401 South Fourth Street, Suite 1200 Louisville, KY 40202 Telephone: (502) 560-6785 Email: kjl@mpmfirm.com About Becker Inc. Becker, Inc. has two convenient superstore locations specializing in University of Louisville & University of Kentucky apparel, gifts, and accessories. Becker sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. W.D. Ky. Case No. 24-31386) on May 29, 2024, with up to $10 million in both assets and liabilities. Becker President John I. Becker signed the petition. Judge Charles R. Merrill oversees the case. Charity S. Bird, Esq., at Kaplan Johnson Abate and Bird LLP, represents the Debtor as legal counsel. BEST BUILD: Case Summary & One Unsecured Creditor ------------------------------------------------- Debtor: Best Build 1 LLC 776 East 8th Street, Unit 1 Brooklyn, NY 11230 Business Description: Best Build is a single asset real estate limited liability company formed under the laws of the State of New York for the purpose of holding the property known as 776 East 8th Street, Unit 1, Brooklyn, New York 11230. The Debtor purchased the property, a single-unit condominium, on or about Feb. 26, 2020. Chapter 11 Petition Date: January 9, 2025 Court: United States Bankruptcy Court Eastern District of New York Case No.: 25-40109 Judge: Hon. Nancy Hershey Lord Debtor's Counsel: Vivian Sobers, Esq. SOBERS LAW PLLC 11 Broadway Suite 615 New York, NY 10004 Tel: (917) 225-4501 Email: vsobers@soberslaw.com Total Assets: $1,100,840 Total Liabilities: $921,037 The petition was signed by Isaac Stern as sole member. The Debtor has identified the NYC Water Board, located at 59-17 Junction Blvd, Elmhurst, NY 11373, 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/RYCYF4I/Best_Build_1_LLC__nyebke-25-40109__0001.0.pdf?mcid=tGE4TAMA BIG LOTS: Davis Polk Advised Business on 363 Asset Sale ------------------------------------------------------- Davis Polk advised Big Lots, Inc. and its affiliates on the sale of substantially all of its assets pursuant to section 363 of the Bankruptcy Code to Gordon Brothers Retail Partners, LLC (GBRP). As part of the asset purchase agreement, GBRP acquired designation rights enabling it to assume and assign certain of Big Lots' assets, including store leases, distribution center leases, contracts and intellectual property, to third-party purchasers. Variety Wholesalers, Inc. intends to acquire between 200 and 400 Big Lots stores and up to two distribution centers, which it plans to operate under the Big Lots brand moving forward. The purchase price was approximately $495 million. On December 31, 2024, following a contested two-day sale hearing, Judge J. Kate Stickles of the United States Bankruptcy Court for the District of Delaware approved the sale to GBRP in its entirety. The sale subsequently closed on January 3, 2025. Headquartered in Columbus, Ohio, Big Lots operated more than 1,300 stores across 48 states in the United States, as well as an e-commerce store with expanded fulfillment and delivery capabilities. The Davis Polk restructuring team included partners Brian M. Resnick and Adam L. Shpeen, counsel Stephen D. Piraino and associates Ethan Stern, Vincent Cahill, Kevin L. Winiarski and Jacob Goldberger. The corporate team included partner Brian Wolfe, counsel Heather Weigel and associate Jonathan Bi. The finance team included partner Nikolaus Caro and counsel Jason Palios. The litigation team included partner James I. McClammy and associate Matthew R. Brock. Partner Corey M. Goodman and counsel Tracy L. Matlock provided tax advice. All members of the Davis Polk team are based in the New York office. Davis Polk refers to Davis Polk & Wardwell LLP, a New York limited liability partnership, and its associated entities. About Big Lots Big Lots (NYSE: BIG) -- http://www.biglots.com/-- is one of the nation's largest closeout retailers focused on extreme value, delivering bargains on everything for the home, including furniture, decor, pantry and more. On Sept. 9, 2024, Big Lots, Inc. and each of its subsidiaries initiated voluntary Chapter 11 proceedings (Bankr. D. Del. Lead Case No. 24-11967). The case is being administered by the Honorable J. Kate Stickles. Davis Polk & Wardwell LLP is serving as legal counsel, Guggenheim Securities, LLC is serving as financial advisor, AlixPartners LLP is serving as restructuring advisor, and A&G Real Estate Partners is serving as real estate advisor to the Company. Kroll is the claims agent. Kirkland & Ellis is serving as legal counsel to Nexus Capital Management LP. PNC Bank, National Association, the DIP ABL Agent and Prepetition ABL Agent, is represented by Choate, Hall & Stewart, LLP; and Blank Rome, LLP. 1903P Loan Agent, LLC, the DIP Term Agent, and the Prepetition Term Loan Agent are represented by Otterbourg, P.C. and Richards, Layton & Finger, P.A. BIG LOTS: Seeks to Extend Plan Exclusivity to April 7 ----------------------------------------------------- Big Lots, Inc. and certain of its affiliates asked the U.S. Bankruptcy Court for the District of Delaware to extend their exclusivity periods to file a plan of reorganization and obtain acceptance thereof to April 7 and June 6, 2025, respectively. The Debtors state that these Chapter 11 Cases involve 19 debtor affiliate entities. At the outset of these Chapter 11 Cases, the Debtors operated approximately 1,300 stores and employed over 27,000 employees. The Debtors have successfully consummated the GBRP Sale for substantially all of their assets, which will enable Variety Wholesalers, Inc. to acquire between 200 and 400 Big Lots stores, which Variety plans to operate under the Big Lots brand. The Debtors explain that given the size and complexity of these Chapter 11 Cases, terminating exclusivity would be detrimental to an efficient resolution of these cases. While no other party has yet suggested they would be willing or able to propose a plan, terminating exclusivity could create a situation where the Debtors' estates are saddled with multiple and competing plans. Specifically, now that the GBRP Sale has closed, and in order to determine the most value-maximizing path forward for all stakeholders, the Debtors need sufficient time to reconcile claims asserted by trade creditors and other administrative claimants and determine how best to maximize and distribute the remaining estate assets. Determining such a process will take time and will likely have a substantial impact on the terms of any chapter 11 plan proposed by the Debtors. The Debtors claim that this extension request is reasonable and consistent with the efficient prosecution of these Chapter 11 Cases because it will provide the Debtors with additional time to continue negotiations with creditors, including trade vendors and other alleged administrative claimants. Allowing the Exclusive Periods to lapse now would defeat the purpose of section 1121 and deprive the Debtors and their creditors of the benefit of a meaningful and reasonable opportunity to negotiate and confirm a consensual plan. The Debtors believe that all parties may benefit from an orderly process set forth in a chapter 11 plan, and the Debtors will endeavor to garner support for a plan if one is pursued, notwithstanding the likelihood that accrued administrative expense creditors will not receive a full recovery. There is potentially significant upside to the Excluded Assets, and the Debtors should have the opportunity to explore a plan around distributing the liquidated value of such Excluded Assets even if it contemplates impairment of administrative claims. Counsel to the Debtors: Robert J. Dehney, Sr., Esq. Sophie Rogers Churchill, Esq. Andrew R. Remming, Esq. Tamara K. Mann, Esq. Casey B. Sawyer, Esq. MORRIS, NICHOLS, ARSHT & TUNNELL LLP 1201 N. Market Street, 16th Floor Wilmington, DE 19801 Tel: (302) 658-9200 Email: rdehney@morrisnichols.com aremming@morrisnichols.com tmann@morrisnichols.com srchurchill@morrisnichols.com csawyer@morrisnichols.com -and- Brian M. Resnick, Esq. Adam L. Shpeen, Esq. Stephen D. Piraino, Esq. Ethan Stern, Esq. DAVIS POLK & WARDWELL LLP 450 Lexington Avenue New York, NY 10017 Tel: (212) 450-4000 Email: brian.resnick@davispolk.com adam.shpeen@davispolk.com stephen.piraino@davispolk.com ethan.stern@davispolk.com About Big Lots Big Lots (NYSE: BIG) -- http://www.biglots.com/-- is one of the nation's largest closeout retailers focused on extreme value, delivering bargains on everything for the home, including furniture, decor, pantry and more. On Sept. 9, 2024, Big Lots, Inc. and each of its subsidiaries initiated voluntary Chapter 11 proceedings (Bankr. D. Del. Lead Case No. 24-11967). The case is being administered by the Honorable J. Kate Stickles. Davis Polk & Wardwell LLP is serving as legal counsel, Guggenheim Securities, LLC is serving as financial advisor, AlixPartners LLP is serving as restructuring advisor, and A&G Real Estate Partners is serving as real estate advisor to the Company. Kroll is the claims agent. Kirkland & Ellis is serving as legal counsel to Nexus Capital Management LP. PNC Bank, National Association, the DIP ABL Agent and Prepetition ABL Agent, is represented by Choate, Hall & Stewart, LLP; and Blank Rome, LLP. 1903P Loan Agent, LLC, the DIP Term Agent, and the Prepetition Term Loan Agent are represented by Otterbourg, P.C. and Richards, Layton & Finger, P.A. BISHOP OF OAKLAND: Jeff Anderson Represents Sexual Abuse Claimants ------------------------------------------------------------------ The law firm of Jeff Anderson & Associates, P.A., filed a verified statement pursuant to Rule 2019 of the Federal Rules of Bankruptcy Procedure to disclose that in the Chapter 11 case of The Roman Catholic Bishop of Oakland, the firm represents Sexual Abuse Claimants. Pursuant to individual fee agreements, Jeff Anderson & Associates was individually retained by each Claimant to pursue claims for damages against The Roman Catholic Bishop of Oakland, as a result of childhood sexual abuse. This includes representing and acting on behalf of each Claimant in the bankruptcy case. Each Claimant maintains an individual economic interest against the Debtor that has been disclosed in the confidential Form 410 and Optional Supplement to Official Form 410 for Sexual Abuse Claimants or will be disclosed in the future. The law firm can be reached at: Michael G. Finnegan, Esq. JEFF ANDERSON & ASSOCIATES, P.A. 12011 San Vicente Boulevard, Suite 700 Los Angeles, California 90049 Telephone: (310) 357-2425 Facsimile: (651) 297-6543 Email: mike@andersonadvocates.com About Roman Catholic Bishop Of Oakland The Roman Catholic Bishop of Oakland, a tax-exempt religious organization, sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Cal. Case No. 23-40523) on May 8, 2023. In the petition signed by Bishop Michael Charles Barber, the Debtor disclosed $100 million to $500 million in both assets and liabilities. Judge William J. Lafferty oversees the case. The Debtor tapped Foley & Lardner LLP as legal counsel and Alvarez & Marsal North America, LLC as restructuring advisor. Kurtzman Carson Consultants LLC is the Debtors' claims and noticing agent and administrative advisor. The U.S. Trustee for Region 17 appointed an official committee to represent unsecured creditors in the Debtor's Chapter 11 case. The committee tapped Lowenstein Sandler, LLP as bankruptcy counsel; Burns Bair LLP as special insurance counsel; and Berkeley Research Group, LLC as financial advisor. BMF INC: Court Grants $439,250.26 in Attorney's Fees to MMG ----------------------------------------------------------- In the case captioned as MMG PRCI CFL LLC Plaintiff, v. BMF, INC., et al., Defendants, Civil No. 19–1461 (BJM) (D.P.R.), Magistrate Judge Bruce J. McGiverin of the United States District Court for the District of Puerto Rico granted MMG's motion for attorney's fees in the amount of $439,250.26. MMG PRCI CFL LLC brought this action under the court's diversity jurisdiction against BMF, Inc., Orlando Mayendia-Diaz, Julio BlancoDarcy, Wanda Mendez-Quinones, Andrew Bert Foti-Tallenger and Eva Judith Pagan-Burgos. MMG alleged BMF breached a mortgage contract, and the remaining defendants were guarantors liable for BMF's breach. MMG moved for summary judgment against defendants. Judge McGiverin granted the motion and allowed MMG to seek attorney's fees if it desired. MMG, as the current owner of the notes and mortgage deeds, moves for attorney's fees. MMG is the owner of the Promissory Note of $5,500,000, which BMF executed in favor of Westernbank on December 21, 2001. On the same date, Mayendia, Blanco, Mendez, Foti, and Pagan signed guarantees for any amounts BMF owed to Westernbank. BMF also pledged two mortgage notes, dated Oct. 3, 1997 and Jan. 30, 2004, as security for the amounts owed. MMG argues it is entitled to attorney's fees pursuant to the terms and conditions of the Promissory Note, Mortgage Note and Mortgage Deed in the amount of $550,000. Defendants oppose the amount because it lacks proportionality to the work done in the case and as extremely unfair and onerous. Defendants urge the court to use its equitable power under Puerto Rico law to lower the fee imposition. Under the Puerto Rico Civil Code, 31 L.P.R.A Sec. 3133, a court "shall equitably modify the penalty if the principal obligation should have been partly or irregularly fulfilled by the debtor." BMF argues the 10% penalty is not proportional to the "fairly light" litigation of the case and MMG could not have reasonably incurred $550,000 in attorney's fees. A lack of proportion is measured between the degree of fault and the degree of harm caused. Judge McGiverin concludes that it is uncontested that defendants have failed to pay the full principal amount of $5,500,000. However, BMF has irregularly paid the principal sum, and as of Jan. 28, 2022, it owed MMG the sum of $4,392,502.61 in principal, accrued interest in the amount of $2,214,288.03, which continues to accrue until full payment of the debt at the rate of $640.57 per diem, and force-placed insurance in the amount of $7,121.80. Because BMF did partly fulfill its obligations as required by Sec. 3133, the penal clause will be modified, and BMF will pay 10% of $4,392,502.61. A copy of the Court's decision is available at https://urlcurt.com/u?l=HAYyTv from PacerMonitor.com. About BMF Inc. BMF, Inc., is a privately held company that operates a water distillation operation to produce bottled drinking water. It markets the water it distills to various retail chains and restaurants throughout Puerto Rico and the Caribbean region. BMF previously sought bankruptcy protection (Bankr. D.P.R. Case No. 12-00658) on Nov. 14, 2012. BMF, Inc., based in Caguas, PR, filed a Chapter 11 petition (Bankr. D.P.R. Case No. 20-00964) on Feb. 26, 2020. In the petition signed by CEO Andrew Bert Foti-Tallenger, the Debtor was estimated to have $1 million to $10 million in assets and $10 million to $50 million in liabilities. The Law Offices of Hector Eduardo Pedrosa Luna, serves as bankruptcy counsel. BRE/EVERBRIGHT M6: S&P Withdraws 'B' Issuer Credit Rating --------------------------------------------------------- S&P Global Ratings withdrew all its ratings, including the 'B' issuer credit rating, on BRE/Everbright M6 Borrower LLC due to the company's acquisition by Oravel Stays Ltd. (OYO). Following the acquisition, BRE/Everbright's $300 million senior secured term loan was fully repaid, and the company no longer has any rated debt outstanding. At the time of the withdrawal, the outlook was stable. BURGESS BIOPOWER: Plan Exclusivity Extended to March 10, 2025 ------------------------------------------------------------- Judge Laurie Selber Silverstein of the U.S. Bankruptcy Court for the District of Delaware extended Burgess BioPower, LLC and Berlin Station, LLC's exclusive periods to file a plan of reorganization and obtain acceptance thereof to March 10, 2025 and May 5, 2025, respectively. As shared by Troubled Company Reporter, the Debtors focused their attention on, among other things, the formulation of a plan of reorganization and conducting a sale process since the Petition Date. As the Court is aware, on April 11, 2024, the Debtors filed the Plan which constitutes a "toggle" plan pursuant to which the Debtors pursued both a sale process and a plan that included a debt-for equity swap by the Lenders. In addition, the Debtors have negotiated the Settlement to resolve the Selling Lenders' claims and finalize the contours of an exit from Chapter 11, but need additional time to conclude negotiations with the Remaining Lender and the Third-Party Purchaser. The Debtors claim that creditors will not be harmed by the extension of the Exclusive Periods, and this is only the Debtors' third motion to extend the Exclusive Periods. The Debtors are not seeking an extension of the Exclusive Periods to delay administration of the Chapter 11 Cases, but rather to allow the Debtors to continue to maximize the value of their estates and proceed through consummation of the Settlement, and the sale/plan confirmation process with the Remaining Lenders and the Third Party Purchaser. Co-Counsel for Debtors: Chantelle D. McClamb, Esq. GIBBONS P.C. 300 Delaware Ave., Suite 1015 Wilmington, DE 19801 Tel: (302) 518-6300 Email: cmcclamb@gibbonslaw.com - AND - Robert K. Malone, Esq. Kyle P. McEvilly, Esq. GIBBONS P.C. One Gateway Center Newark, New Jersey 07102 Tel: (973) 596-4500 E-mail: rmalone@gibbonslaw.com kmcevilly@gibbsonlaw.com Co-Counsel for Debtors: Alison D. Bauer, Esq. William F. Gray, Jr., Esq. Jiun-Wen Bob Teoh, Esq. FOLEY HOAG LLP 1301 Avenue of the Americas, 25th Floor New York, New York 10019 Tel: (212) 812-0400 Email: abauer@foleyhoag.com wgray@foleyhoag.com jteoh@foleyhoag.com - AND - Kenneth S. Leonetti, Esq. Christian Garcia, Esq. FOLEY HOAG LLP 155 Seaport Boulevard Boston, Massachusetts 02210 Tel: (617) 832-1000 Email: ksl@foleyhoag.com cgarcia@foleyhoag.com About Burgess BioPower Burgess BioPower, LLC and its affiliates are renewable energy power companies that own and operate a 75-megawatt biomass-fueled power plant located on an approximately 62-acre site in Berlin, New Hampshire. Berlin Station owns the facility and the facility site, and Burgess BioPower leases the facility pursuant to a long-term lease. Burgess BioPower also holds the necessary regulatory licenses for the operation of the facility. The Debtors sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Del. Lead Case No. 24-10235) on Feb. 9, 2024, with $10 million to $50 million in assets and $100 million to $500 million in liabilities. Dean Vomero, chief restructuring officer, signed the petitions. Judge Laurie Selber Silverstein oversees the cases. The Debtors tapped Foley Hoag, LLP as general bankruptcy counsel; Gibbons P.C. as Delaware counsel; and SSG Capital Advisors, L.P. as investment banker. CALI NAILS 02: Douglas Adelsperger Named Subchapter V Trustee ------------------------------------------------------------- The U.S. Trustee for Region 10 appointed Douglas Adelsperger, Esq., as Subchapter V trustee for Cali Nails 02, Inc. Mr. Adelsperger will be paid an hourly fee of $375 for his services as Subchapter V trustee and will be reimbursed for work related expenses incurred. Mr. Adelsperger declared that he is a disinterested person according to Section 101(14) of the Bankruptcy Code. The Subchapter V trustee can be reached at: Douglas R. Adelsperger, Trustee 1251 N. Eddy St., Suite 200 South Bend, IN 46617 Tel: (260) 407-0909 Email: trustee@adelspergerlawoffices.com About Cali Nails 02 Cali Nails 02, Inc. sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Ind. Case No. 25-20001) on January 2, 2025, with up to $50,000 in assets and up to $1 million in liabilities. Judge James R. Ahler presides over the case. Sheila A. Ramacci, Esq., represents the Debtor as legal counsel. CASA ORONO: Seeks Chapter 11 Bankruptcy Protection in Texas ----------------------------------------------------------- On January 7, 2025, Casa Orono Everhart LLC sought Chapter 11 protection in the U.S. Bankruptcy Court for the Southern 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 Casa Orono Everhart LLC Casa Orono Everhart LLC is a single asset real estate company based in Cypress, Texas. Casa Orono Everhart LLC sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Tex. Case No. 25-30142) on January 7, 2025. In its petition, the Debtor reports estimated assets between $1 million and $10 million and estimated liabilities between $500,000 and $1 million. Jack N. Fuerst, Esq., at Jack N. Fuerst, Attorney At Law, represents the Debtor as counsel. CBDMD INC: No Longer in Compliance with NYSE Listing Standard ------------------------------------------------------------- On December 31, 2024, cbdMD, Inc., received notification from the NYSE American LLC that the Company is no longer in compliance with an additional NYSE American continued listing standard, the Company disclosed in a Form 8-K filing with the U.S. Securities and Exchange Commission. Specifically, the letter states that the Company is not in compliance with the continued listing standard set forth in Section 1003(a)(i) of the NYSE American Company Guide. Section 1003(a)(i) requires a listed company to have stockholders' equity of $2 million or more if the listed company has reported losses from continuing operations and/or net losses in two of its three most recent fiscal years then ended. The Company reported stockholders equity of $1,963,417 as of September 30, 2024, and losses from continuing operations and/or net losses in four of its five most recent fiscal years then ended. The Notice further provides that the Company remains subject to the conditions set forth in the NYSE American's initial non compliance notification dated June 5, 2024 and its compliance plan that was accepted by the NYSE American on August 20, 2024 for noncompliance under Section 1003(a)(ii) of the Company Guide due to stockholders' equity under $4 million which addressed how the Company intends to regain compliance with the continued listing standards by December 5, 2025. If the Company is not in compliance with the continued listing standards by December 5, 2025 or if the Company does not make progress consistent with the Plan during the Plan period, the Company will be subject to delisting procedures as set forth in the Company Guide. As previously disclosed, the Company is committed to undertaking a transaction or transactions in the future to achieve compliance with the NYSE American's requirements, including but not limited to seeking shareholder approval to convert its outstanding Series A Preferred Stock and accrued dividends, a liability totaling $4.67 million on September 30, 2024, into shares of Common Stock. Under certain Preferred Stock conversion proposals, the accrued dividend would move to equity and increase the Company's stockholder equity. However, there can be no assurance that the Company will be able to achieve compliance with the NYSE American's continued listing standards within the required timeframe. The Notice has no immediate impact on the listing of the Company's Common Stock or Preferred Stock, which will continue to be listed and traded on the NYSE American during this period, subject to the Company's compliance with the other listing requirements of the NYSE American. The Common Stock and Preferred Stock will continue to trade under the symbol "YCBD" and "YCBD-PA", respectively, with the designation of ".BC" to indicate the status of the Common Stock and Preferred Stock as "below compliance". The notice does not affect the Company's ongoing business operations or its reporting requirements with the Securities and Exchange Commission. If the Common Stock and Preferred Stock ultimately were to be delisted for any reason, it could negatively impact the Company by (i) reducing the liquidity and market price of the Company's Common Stock and Preferred Stock; (ii) reducing the number of investors willing to hold or acquire the Common Stock and Preferred Stock, which could negatively impact the Company's ability to raise equity financing; (iii) limiting the Company's ability to use a registration statement to offer and sell freely tradable securities, thereby preventing the Company from accessing the public capital markets; and (iv) triggering an event of default under the Company's outstanding Senior Secured Convertible Promissory Notes. 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. CCC INTELLIGENT: Michael Silva Steps Down as Executive VP, CCO -------------------------------------------------------------- In connection with Michael Silva's departure from CCC Intelligent Solutions Holdings Inc., which departure occurred effective as of December 31, 2024, the Company and Mr. Silva entered into a separation agreement on the Departure Date, the Company disclosed in a Form 8-K filing with the U.S. Securities and Exchange Commission. Pursuant to the Silva Separation Agreement, Mr. Silva departed his role as the Company's Executive Vice President, Chief Commercial Officer & Customer Success Officer effective as of the Departure Date. Pursuant to the Silva Separation Agreement, Mr. Silva will receive the following separation payments and benefits: (i) a cash payment equal to $477,360, payable during the twelve-month period following the Departure Date in twenty-six equal installments of $18,360 in accordance with the Company's standard payroll practice; (ii) a lump sum cash payment equal to $162,302, payable on the next available pay date following the effective date of the release; (iii) provided that Mr. Silva timely elects continued health coverage under COBRA, the Company will pay the employer portion of Mr. Silva's COBRA premiums during the twelve-month period following the Departure Date; and (iv) notwithstanding anything to the contrary set forth in the Company's 2021 Incentive Equity Plan or any of Mr. Silva's applicable grant agreements, (x) 63,673 of the time-based restricted stock units granted to Mr. Silva that are scheduled to vest no later than March 15, 2025 will remain outstanding and eligible to vest in accordance with the vesting schedule and terms set forth in the applicable grant agreement, and will in any event be settled and paid to Mr. Silva no later than March 15, 2025, (y) 87,210 of the target performance-based restricted stock units granted to Mr. Silva with a performance period that ends on December 31, 2024 will remain outstanding and eligible to vest in accordance with the vesting schedule and terms set forth in the applicable grant agreement; provided, that any such PSUs that vest as of the end of such performance period will be settled and paid to Mr. Silva no later than March 15, 2025, and (z) 227,975 of the target PSUs granted to Mr. Silva with a performance period that ends on December 31, 2025 will remain outstanding and eligible to vest in accordance with the vesting schedule and terms set forth in the applicable grant agreement; provided, that any such PSUs that vest as of the end of such performance period will be settled and paid to Mr. Silva no later than March 15, 2026. Any other unvested RSUs and/or PSUs held by Mr. Silva as of the Departure Date were immediately and automatically forfeited for no consideration. The separation payments and benefits under the Silva Separation Agreement are subject to and conditioned upon Mr. Silva's execution and non-revocation of a release of claims, and his continued compliance with restrictive covenants, including, but not limited to, non-competition and employee non-solicitation covenants during the 24-month period following the Departure Date. * * * S&P Global Ratings raised its issuer credit rating on U.S.-based provider of automotive insurance and repair solutions CCC Intelligent Solutions Inc. (CCC), as well as its issue-level rating on its senior secured term loan and revolving credit facility (RCF), to 'BB-' from 'B+'. CELULARITY INC: Raises $3-Mil. in Private Placement --------------------------------------------------- On December 27, 2024, Celularity Inc. entered into a securities purchase agreement with an institutional investor for the issuance and sale in a private placement of (i) 1,263,157 shares of the Company's Class A common stock, par value $0.0001 and (ii) warrants to purchase up to 1,263,157 shares of the Company's Common Stock, at a purchase price of $2.375 per share of Common Stock and accompanying warrants. The Common Warrants are exercisable beginning six (6) months after date of issuance at an exercise price of $2.97 per share and have a term of exercise equal to five years from the date of issuance. A holder of Common Warrants (together with its affiliates) may not exercise any portion of a warrant to the extent that the holder would own more than 4.99% (or, at the election of the holder 9.99%) of the Company's outstanding common stock immediately after exercise. In connection with the Private Placement, the Company entered into a registration rights agreement, dated as of December 27, 2024, with the Purchaser, pursuant to which the Company agreed to prepare and file a registration statement with the Securities and Exchange Commission registering the resale of the shares of Common Stock and the shares of Common Stock underlying the Common Warrants no later than 45 days after the date of the closing of the Private Placement, and to use commercially reasonable efforts to have the registration statement declared effective as promptly as practical thereafter, and in any event no later than 120 days following the closing date. The closing of the Private Placement is expected to occur during the week of January 6, 2025, subject to the satisfaction of customary closing conditions. The gross proceeds to the Company from the Private Placement are expected to be $3.0 million, before deducting estimated offering expenses payable by the Company. The Company intends to use the net proceeds received from the Private Placement for working capital and general corporate purposes. About Celularity Inc. Headquartered in Florham Park, N.J., Celularity Inc. -- www.celularity.com -- is a cellular and regenerative medicine company focused on improving health longevity, which the U.S. National Academy of Medicine defines as the state in which a person's number of years in good health approaches their biological lifespan. The objective of extending health longevity is to compress the period of time in which an individual experiences aging-related degenerative diseases and disorders associated with increased mortality towards the end of life. The Company is developing off-the-shelf placental-derived allogeneic cellular therapies and advanced biomaterial products for the treatment of degenerative disorders and diseases including those associated with aging. Morristown, New Jersey-based Deloitte & Touche LLP, the Company's auditor since 2018, issued a "going concern" qualification in its report dated July 30, 2024, citing that the Company has suffered recurring losses and net cash outflows from operations and has outstanding debt that is currently due for which the Company does not have sufficient liquidity to repay, which raises substantial doubt about its ability to continue as a going concern. Celularity reported a net loss of $196.30 million for the year ended Dec. 31, 2023, compared to a net income of $14.19 million for the year ended Dec. 31, 2022. As of June 30, 2024, Celularity had $135.5 million in total assets, $107.7 million in total liabilities, and $27.8 million in total stockholders' equity. CHAMPION WELDING: Seeks Chapter 11 Bankruptcy Protection in Florida ------------------------------------------------------------------- On January 7, 2025, Champion Welding Services 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 $100,000 and $500,000 in debt owed to 1 and 49 creditors. The petition states funds will be available to unsecured creditors. About Champion Welding Services LLC Champion Welding Services LLC based in Miami Lakes, Florida, operates as a structural steel and miscellaneous metals fabricator. Champion Welding Services LLC sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Fla. Case No. 25-10133) on January 7, 2025. In its petition, the Debtor reports estimated assets and liabilities between $100,000 and $500,000. Honorable Bankruptcy Judge Corali Lopez-Castro handles the case. Ido J. Alexander, Esq., at Alignx Law, represents the Debtor as counsel. CHRISTOPHER WILSON: McGriff Loses Bid to Dismiss Bankruptcy Case ---------------------------------------------------------------- In the case captioned as McGriff Insurance Services, LLC, Movant vs. Christopher Mark Wilson, Respondent, Case No. 24-51245-RMM (Bankr. M.D. Ga.), Judge Robert M. Matson of the United States Bankruptcy Court for the Middle District of Georgia denied the motion filed by McGriff Insurance Services, LLC to dismiss Christopher Mark Wilson's case pursuant to 11 U.S.C. Sec. 1112(b). McGriff's objection to the Debtor's designation as a small business debtor and election under Subchapter V pursuant to 11 U.S.C. Sec. 1182 and Fed.R.Bankr.P. 1020(b) is sustained. The Debtor is an individual who resides in Macon, Georgia with his spouse. On Sept. 1, 2004, the Debtor went to work as an insurance producer for BB&T Insurance Services, Inc., the predecessor in interest to McGriff. On Jan. 14, 2010, the Debtor executed an employment agreement with BB&T Insurance. On Oct. 31, 2022, the Debtor resigned from his employment with McGriff. On Nov. 1, 2022, the Debtor accepted a position as a producer with Sanford Insurance, LLC. When the Debtor resigned from McGriff, he was one of the top three insurance producers in McGriff's Macon office, and his highest annual compensation during his time at McGriff was $300,000. The Debtor had no ownership interest in McGriff, but he had the title of vice president. When Wilson resigned from McGriff, his book of business was in excess of $1 million and consisted of approximately 50 clients. Approximately 37 of the clients moved to Sanford. McGriff was less than amused with the circumstances surrounding Wilson's departure and the exodus of approximately 37 clients and various other employees, so on March 7, 2023, McGriff filed a complaint against the Debtor in the General Court of Justice, Superior Court Division of Forsyth County, North Carolina referenced as Case No. 23 CVS 1189. On August 22, 2024, Debtor filed his bankruptcy petition at the advice of counsel. The Debtor testified that he decided to file bankruptcy because he could not afford the cost of the trial of the District Court Action and filed a chapter 11 case instead of chapter 7 to secure creditors some sort of payback. The Debtor listed McGriff in schedule E/F as a creditor with a balance of $335,085 arising from an alleged breach of employment agreement. The Debtor indicates the claim is disputed, but he does not indicate the claim is unliquidated or non-contingent. On November 12, 2024, the Debtor filed his plan of reorganization. The plan provides for a payment of $178,741.57 to non-priority unsecured creditors over 36 months. The plan has not been confirmed by the Bankruptcy Court. Motion to Dismiss McGriff argues that the Bankruptcy Court should dismiss the Debtor's case pursuant to 11 U.S.C. Sec. 1112(b) because it was not filed in good faith. McGriff first argues that the filing of the bankruptcy case two days after the text order was entered in the District Court Action was done solely to evade the imminent order that would be entered against the Debtor. The Bankruptcy Court finds McGriff has not met its burden to establish that cause exists to dismiss the case for lack of good faith. Judge Matson explains, "Although the timing of the petition suggests the text order prompted the filing, the Debtor's unrefuted testimony indicates he consulted with Stone & Baxter in March of 2024 after the unsuccessful attempt to settle the District Court Action at mediation and again after the hearing on July 23, 2024." McGriff alleges the Debtor's pre-prepetition conduct including scheming with a competitor to steal McGriff's customers, employees and trade secrets indicates bad faith. The Bankruptcy Court dismisses this argument because there was no ruling as of the petition date in the District Court Action on the parties' summary judgment motions. The Debtor's pre-petition and post-petition conduct are also not indicative of a level of bad faith to dismiss the case, the Bankruptcy Court adds. Objection to Subchapter V Designation McGriff also argues that the Debtor is ineligible to qualify as a debtor under subchapter V because: 1) he was not engaged in commercial or business activities on the petition date, 2) he has not shown that not less than 50 percent of his debts arise from commercial or business activities and, 3) his debts did not arise from his commercial or business activities. Based on the broad construction of commercial or business activities, the Bankruptcy Court finds the Debtor was indeed engaged in commercial or business activities on the petition date. McGriff's debt is unliquidated, so it will not be included in the debt limit calculation. Since the Bankruptcy Court finds that McGriff's debt is not liquidated, there is no need to rule on whether McGriff's debt arose from commercial or business activities of the Debtor. The Debtor has not met his burden that not less than 50 percent of his debts arose from commercial or business activities, so he is not a small business debtor pursuant to 11 U.S.C. Sec. 101(51D) and is ineligible to proceed for relief under Subchapter V, the Bankruptcy Court concludes. The case shall proceed under the other applicable provisions of Chapter 11. A copy of the Court's decision is available at https://urlcurt.com/u?l=JXobxy from PacerMonitor.com. Christopher Mark Wilson filed for Chapter 11 bankruptcy protection (Bankr. M.D. Ga. Case No. 24-51245) on August 22, 2024, listing under $1 million in both assets and liabilities. CITY BREWING: S&P Lowers ICR to 'SD' on Missed Principal Payments ----------------------------------------------------------------- S&P Global Ratings lowered U.S.-based beverage co-manufacturer City Brewing Co.'s issuer credit rating to 'SD' from 'B-'. S&P also lowered the issue-level ratings on its first-lien first out and first-lien second out term loans to 'D' from 'B-'. S&P said, "At the same time, we assigned our 'B-' issue-level rating and '1+' recovery rating to the new priming bridge loan. The '1+' recovery rating indicates our expectation for full (100%) recovery in the event of a payment default.” U.S.-based beverage co-manufacturer City Brewing Co. LLC missed quarterly principal payments on its first-lien first out and first-lien second out term loans due Dec. 31, 2024, and subsequently entered into a forbearance agreement with its lenders. Additionally, the company issued a new $35 million priming bridge loan with a super-priority ranking on BrewCo collateral and amended its various term loans at BrewCo, which will require it to convene a special subcommittee to the board to propose a restructuring by Feb. 4, 2025. S&P views the missed principal payments and forbearance agreement as a default." City Brewing has experienced a series of operational challenges, including supply-side issues, throughput problems, and lower-than-expected demand, resulting in significantly impaired operating performance and cash flow deficits. The company has primarily exhausted its available liquidity, which precipitated the missed principal payments on its first-lien first out and its first-lien second out term loans. The company faces continued liquidity challenges and may require further support from its lenders to fund its operations and working capital in the immediate term. City Brewing has closed and funded a $35 million priming bridge loan with super-priority lenders to provide near-term runway. The loan is secured by a priming super-senior lien on all of the collateral under the existing BrewCo credit agreement. Furthermore, per the amendment to the existing credit agreement to establish the priming bridge loan, City Brewing must also form a restructuring subcommittee with the ultimate goal of reaching a restructuring support agreement with its lenders by early February. S&P said, "Given the extended 360-day forbearance period (consistent with the maturity of the priming bridge loan), we do not plan to raise the issuer credit rating from selective default in the near term. Moreover, we believe there is a high likelihood of further debt restructuring in the coming weeks." CLARIOS GLOBAL: S&P Rates New $2.5BB First-Lien Term Loan B 'BB-' ----------------------------------------------------------------- S&P Global Ratings assigned its 'BB-' issue-level rating and '3' recovery rating to Clarios Global L.P.'s proposed $2.5 billion first-lien U.S. dollar term loan B due in 2032 and proposed $800 million first-lien euro term loan B due 2032. The '3' recovery rating indicates its expectation for meaningful (50%-70%; rounded estimate: 55%) recovery for the senior secured lenders in the event of a payment default. S&P's 'B' issue-level rating and '6' recovery rating on the company's senior unsecured debt are unchanged. The '6' recovery rating indicates its expectation for negligible (0%-10%; rounded estimate: 0%) recovery for the unsecured lenders in the event of a payment default. S&P's recovery analysis also assumes an additional issuance of $1.2 billion of secured debt. Clarios plans to use the proceeds from the new debt to fund a distribution. Despite the increase in gross debt, the benefit from section 45X tax credits (Inflation Reduction Act) offsets the leverage impact. Therefore, our assessment of the company’s credit metrics is materially unchanged. ISSUE RATINGS - RECOVERY ANALYSIS Key analytical factors -- S&P's hypothetical default scenario contemplates a default occurring in 2028 as the company faces issues regarding filing orders and aggressive competition from new and existing competitors that cause its customers to procure their batteries from other aftermarket suppliers. -- S&P believes that if Clarios defaults, it would still have a viable business model because of the continued demand for its batteries, its nationwide network of locations, and its strong brand awareness. For this reason, it expects Clarios to reorganize and emerge as a smaller entity while retaining significant value. In addition, S&P would not expect its foreign operations to be included in any potential reorganization. -- S&P said, "We have valued the company on an enterprise-value basis and estimated an emergence EBITDA of about $1.45 billion. We then applied a 5.5x EBITDA multiple, which is half a turn above what we use for most auto suppliers, to arrive at a gross enterprise value of about $7.99 billion at emergence. We chose a higher multiple to reflect Clarios' stronger business risk profile compared with those of its peers. In our view, the company is well positioned to benefit from the growing demand for electric vehicles, which rely more on advanced batteries that feature higher margins." Simulated default assumptions -- Year of default: 2028 -- EBITDA at emergence: $1.45 billion -- EBITDA multiple: 5.5x Simplified waterfall -- Net enterprise value (after 5% administrative costs): $7.99 billion -- Valuation split (obligors/nonobligors): 87%/13% -- Priority claims: $953.6 million -- Value available to first-lien debt claims (collateral/noncollateral): $6.29 billion -- Secured first-lien debt claims: $11.66 billion --Recovery expectations: 50%-70%; rounded estimate: 55% -- Total value available to unsecured claims: $345.5 million -- Senior unsecured debt/pari passu secured/non-debt unsecured claims: $1.66 billion/$5.37 billion/$633 million --Recovery expectations: 0%-10%; rounded estimate: 0% Note: All debt amounts include six months of prepetition interest. Collateral value equals assets pledged from obligors after priority claims plus equity pledged from nonobligors after nonobligor debt. CLST ENTERPRISES: Court OKs Appointment of Chapter 11 Trustee ------------------------------------------------------------- Judge Martin Glenn of the U.S. Bankruptcy Court for the Southern District of New York approved the appointment of Kenneth Silverman, Esq., as Chapter 11 trustee for CLST Enterprises, LLC. The appointment comes upon the application filed by William Harrington, the U.S. Trustee for Region 2, to appoint a bankruptcy trustee to take over CLST Enterprises' Chapter 11 case. Mr. Silverman disclosed in a court filing that he is a "disinterested person" within the meaning of Section 101(14) of the Bankruptcy Code. About CLST Enterprises CLST Enterprises, LLC owns a 4,742-square-foot mixed-use building consisting of residence with commercial retail and office space rentals valued at $9.36 million. CLST Enterprises filed Chapter 11 petition (Bankr. S.D.N.Y. Case No. 24-10596) on April 8, 2024, listing $9,393,173 in assets and $7,356,006 in liabilities. The petition was signed by Carl Thomson as member. Judge Martin Glenn oversees the case. The Debtor tapped Weinberg Zareh Malkin Price, LLP and Vernon Consulting, Inc. as legal counsel and financial advisor, respectively. COMMERCE WAY: Files Chapter 11 Bankruptcy in California ------------------------------------------------------- On January 8, 2025, Commerce Way Property LLC filed Chapter 11 protection in the U.S. Bankruptcy Court for the Central District of California. According to court filing, the Debtor reports between $1 million and $10 million in debt owed to 1 and 49 creditors. The petition states funds will be available to unsecured creditors. About Commerce Way Property LLC Commerce Way Property LLC is a a single-asset real estate company located in Adelanto, California. Commerce Way Property LLC sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. C.D. Cal. Case No. 25-10082) on January 8, 2025. In its petition, the Debtor reports estimated assets and liabilities between $1 million and $10 million each. Honorable Bankruptcy Judge Scott H. Yun handles the case. COMMERCIAL OFFICE: Unsecureds to Split $10K over 36 Months ---------------------------------------------------------- Commercial Office Resource Environments, LLC ("CORE") and Mercedes D. Flores filed with the U.S. Bankruptcy Court for the District of Arizona a Joint Amended Plan of Reorganization for Small Business dated January 2, 2025. CORE is a small business that provides office design services and procures and installs furnishings for businesses, nonprofit organizations, government agencies, and other entities. Flores is an individual who operates CORE and other businesses. Flores founded CORE in January of 2015 with the intention of growing a thriving family business to provide income for Flores, her husband Rudolph Flores ("Rudy"), and their family. Flores and Rudy are presently involved in a divorce proceeding pending in the Pima County (Arizona) Superior Court (the "Family Court"). This Court granted relief from the automatic stay so that the Family Court may address all issues, including division of marital property that may be part of Flores's bankruptcy estate. When these cases were filed, Flores owned 51% percent of CORE, and Rudy owned 49% of CORE. Pursuant to the Family Court Ruling, Flores now owns 100% of CORE. CORE has $1,236,571.65 of unsecured claims and Flores has $958,857.55 of unsecured claims. Given the proposed distribution in each case to general unsecured creditors, general unsecured creditors will receive a return of approximately one percent for CORE and 0.84% for Flores. This is greater than the 0% the general unsecured creditors would receive if these cases were converted to Chapter 7 proceedings. The projections of disposable income show that the Debtors will have projected disposable income sufficient to pay the administrative, priority, secured, and unsecured creditors as provided for in the Amended Plan. The final Plan payments are expected to be paid 36 months after CORE's Amended Plan's Effective Date and 36 months after Flores's Amended Plan Effective Date. The Debtors may be able to seek refinancing opportunities or may otherwise obtain funds to allow them to fund payments sooner than projected. The Projections do not rely on the Debtors obtaining any refinance of any assets. This Amended Plan of Reorganization under chapter 11 of the Bankruptcy Code, Subchapter V, proposes to pay creditors of CORE and Flores from cash flow from their future operations and/or other expected future income. Class C3 consists of Non-priority unsecured claims against CORE. The creditors with allowed unsecured claims in Class C3 shall be paid in quarterly installments their pro rata share of funds paid into the Plan Fund after all administrative and priority claims are paid in full, and concurrently with payments to secured creditors. Each allowed unsecured claimant shall receive its pro-rata share of $10,000 on or before the date that is thirty-six months after the Effective Date. This Class is impaired. Class C4 consists of Interest Holders in CORE. On the Petition Date, the interest holders in CORE included Flores (51%) and Rudy (49%). The Family Court, however, awarded all the interest in CORE to Flores in its Family Court Ruling. Flores shall provide her ongoing services to CORE so that it is able to operate and make the payments required under the Amended Plan. 100% of the equity interest in CORE shall vest in Flores upon confirmation of the Amended Plan. However, Flores shall not receive any distribution on account of her interest until after all payments are made as set forth in the Amended Plan to ALL creditors, but Flores will receive a reasonable salary for her services rendered to CORE, as set forth in the Projections. All assets not distributed to creditors pursuant to the Amended Plan, shall be re-vested in CORE upon confirmation of the Amended Plan, if the Amended Plan confirmation is consensual, or upon closing of the case, if the Amended Plan confirmation is non-consensual. Class F3 consists of Non-priority unsecured against Flores. The creditors with allowed unsecured claims in Class F3 shall be paid in quarterly installments their pro rata share of funds paid into the Plan Fund after all administrative and priority claims are paid in full, and concurrently with payments to secured creditors. Each allowed unsecured claimant shall receive its pro-rata share of $10,000 on or before the date that is 36 months after the Effective Date. This Class is impaired. Flores shall retain all assets not distributed to creditors pursuant to the Amended Plan, and such assets shall be revested to Flores upon confirmation of the Amended Plan, if the Amended Plan confirmation is consensual, or upon closing of the case, if the Amended Plan confirmation is nonconsensual. The Debtors shall each establish a separate Plan Fund for the management of all funds for distribution to creditors and claimants. The Debtors shall be the Disbursing Agents and administer the Plan Fund if the confirmation is consensual. The Debtors and the Subchapter V Trustee agree that the Debtors should be the Disbursing Agent and administer the Plan Fund even if the Plan is nonconsensual but if the Court orders otherwise in connection with a nonconsensual confirmation, the Trustee shall be the Disbursing Agent and administer the Plan Fund. A full-text copy of the Joint Amended Plan dated January 2, 2025 is available at https://urlcurt.com/u?l=lVIsVN from PacerMonitor.com at no charge. Counsel for CORE: Keery McCue, PLLC Patrick F. Keery, Esq. 6803 East Main Street, Ste. 1116 Scottsdale, Arizona 85251 Email: pfk@keerymccue.com Counsel for Flores: Guidant Law, PLC D. Lamar Hawkins, Esq. 402 East Southern Ave. Tempe, AZ 85282 Email: lamar@guidant.law About Commercial Office Resource Environments Commercial Office Resource Environments, LLC d/b/a Core, LLC is a full-service corporate procurement & commercial furniture dealer. It serves corporate businesses, federal government, and an array of industries including education, healthcare, hospitality, and non-profit. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Ariz. Case No. 24-05551) on July 10, 2024, with $100,000 to $500,000 in assets and $1 million to $10 million in liabilities. Mercedes Flores, manager, signed the petition. Judge Scott H. Gan presides over the case. JoAnn Falgout, Esq. at Guidant Law, PLC, is the Debtor's bankruptcy counsel. CORSA COAL: Judge to Approve Chapter 11 Funding, Wage Payment ------------------------------------------------------------- Hilary Russ of Bankruptcy Authority reports that on January 8, 2025, a Pennsylvania bankruptcy judge announced plans to approve $10.5 million in interim postpetition financing for Corsa Coal Corp. and grant approval for other first-day motions. About Corsa Coal Corsa Coal 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. Corsa Coal sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. W.D. Pa. Case No. 25-70003) on January 6, 2025. In its petition, the Debtor reports estimated assets between $50,000 and $100,000 and estimated liabilities between $100,000 and $500,000. Honorable Bankruptcy Judge Jeffery A. Deller handles the case. Michael J. Roeschenthaler of Raines Feldman Littrell LLP represents the Debtor as counsel. COSMOS GROUP: Wong Nga Yin Polin Steps in as New CEO ---------------------------------------------------- Cosmos Group Holdings, Inc. disclosed in a Form 8-K Report filed with the U.S. Securities and Exchange Commission that Chan Man Chung resigned from his positions as the Chief Executive Officer, Chief Financial Officer, Secretary and Director effective December 24, 2024. Concurrently therewith, Wong Nga Yin Polin was appointed to serve as the new Chief Executive Officer, Chief Financial Officer, Secretary and Director of the Company. The departure of Chan Man Chung from his positions with the Company was for personal reasons and not due to any disagreement with the Company on any matter related to the Company's operations, policies or practices. Fu Wah continues to hold approximately 0.31% shares of the issued and outstanding shares of the Company's common stock. Wong Nga Yin Polin, age 44, was appointed to serve as the Company's Chief Executive Officer, Chief Financial Officer, Secretary and Director on December 24, 2024. Ms. Wong is currently the Business Development Manager of Marvel Digital Limited. From September 2021 to March 2023, she served as the Business Development Manager of Xtreme Business Enterprises Limited where she conducted research in glasses-free 3D display technologies. Ms. Wong was the Business Development Manager of Marvel Research Limited from April 2018 to August 2021 where she conducted research in glasses-free 3D display technologies. From August 2016 to March 2018, she served as the Project Associate of the State Key Laboratory of Ultraprecision Machining Technology at the Hong Kong Polytechnic University. From July 2015 to 2016, she was the research assistant at the same lab. From January 2003 to March 2013, Ms. Wong served as the Assistant Project Engineer and Project Engineer at Forexim (H.K.) Ltd. Ms. Wong received her Master of Science in Engineering (Mechanical Engineering) and Bachelor of Engineering (Mechanical Engineering) from the University of Hong Kong in 2013 and 2002, respectively. Ms. Wong brings to the Board her deep experience in research of 3d imaging and display technologies. About Cosmos Group Cosmos Group Holdings Inc. is a Nevada holding company with operations conducted through its subsidiaries based in Singapore and Hong Kong. The Company, through its subsidiaries, is engaged in two business segments: (i) the physical arts and collectibles business, and (ii) the financing/money lending business. As of September 30, 2024, the Company had $33,320,410 in total assets, $84,109,621 in total liabilities, and $50,789,211 in total stockholders' deficit. Cosmos Group had an accumulated deficit of $210,258,497 at September 30, 2024. The continuation of the Company as a going concern in the next 12 months is dependent upon the continued financial support from its stockholders. Management believes the Company is currently pursuing additional financing for its operations. However, there is no assurance that the Company will be successful in securing sufficient funds to sustain the operations. These and other factors raise substantial doubt about the Company's ability to continue as a going concern. CYTOSORBENTS CORP: Reports Prelim 4Q, Full-Year 2024 Revenue ------------------------------------------------------------ CytoSorbents Corporation (NASDAQ: CTSO), a leader in the treatment of life-threatening conditions in the intensive care unit and cardiac surgery using blood purification, today announced preliminary, selected, unaudited fourth quarter and full-year 2024 financial results and business updates. * Fourth quarter product revenue (excluding grant income) is estimated to be in the range of $9.0 million to $9.2 million, representing 22% to 25% growth versus $7.35 million in the fourth quarter of 2023 * Full-year product revenue (excluding grant income) is estimated to be in the range of $35.4 million to $35.6 million, representing approximately 14% growth versus $31.1 million for the full-year 2023 * Fourth quarter product gross margin is estimated to be approximately 70%, compared to 61% in the prior quarter and 72% in the fourth quarter of 2023. This sequential improvement reflects the successful resolution of both a planned production slowdown to rebalance inventory and a short-term manufacturing issue which reduced product gross margins in the third quarter of 2024 * On December 23, 2024, the Company commenced a rights offering with a subscription period that ends on January 10, 2025 * U.S. Food and Drug Administration (FDA) and Health Canada substantive and interactive reviews are underway for the marketing application for DrugSorb(TM)-ATR, the Company's investigational medical device to reduce the severity of perioperative bleeding in patients on Brilinta(R) (ticagrelor, AstraZeneca) undergoing coronary artery bypass graft (CABG) surgery. The Company continues to expect regulatory decisions for DrugSorb-ATR in the U.S. and Canada in 2025. "We are pleased with our topline performance in the quarter. Our strong year-over-year growth represents solid execution in our core international business, and underscores the importance of CytoSorb(R), our flagship product, in addressing a diverse range of critical care and cardiac surgery indications," commented Dr. Phillip Chan, Chief Executive Officer of CytoSorbents. "This strong top-line close to 2024, as well as our return to more normalized product gross margins, positions us well to drive improved efficiencies in our core business as we prepare to enter the North American market with DrugSorb-ATR to reduce the severity of perioperative bleeding in CABG surgery due to Brilinta(R), pending FDA and Health Canada approvals." The results disclosed in this press release are preliminary and unaudited. The Company expects to report full, audited results for the fourth quarter and year ended December 31, 2024, on March 6, 2025. Management will host in-person investor meetings in San Francisco alongside the 43rd Annual J.P. Morgan Healthcare Conference being held January 13-16, 2025, in San Francisco, CA. ICR Healthcare is coordinating meetings on the Company's behalf. To schedule a meeting with Dr. Phillip Chan, Chief Executive Officer, and Peter J. Mariani, Chief Financial Officer, please send requests to ICR Healthcare at ir@cytosorbents.com. U.S. Company Contact: Peter J. Mariani Chief Financial Officer pmariani@cytosorbents.com Investor Relations Contact: Aman Patel, CFA Investor Relations, ICR Healthcare (443) 450-4191 ir@cytosorbents.com 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. D.H. COOKSEY: Files Emergency Bid to Use Cash Collateral -------------------------------------------------------- D.H. Cooksey Properties, LLC asked the U.S. Bankruptcy Court for the Western District of Louisiana, Shreveport Division, for authority to use cash collateral. The company requires the use of cash collateral to meet necessary expenses incurred in the ordinary course of its business, including payroll and the costs associated with its Chapter 11 proceedings, while it restructures and reorganizes its indebtedness and business in a manner that maximizes value and is fair and equitable to all parties-in-interest. D.H. Cooksey Properties asserts that all cash collateral now existing and hereafter acquired will be deposited and maintained the debtor-in-possession account at Regions Bank, pending disbursement in the ordinary course of business of the consistent with the provisions of the proposed interim order and the budget. A court hearing is scheduled for Jan. 29. About D.H. Cooksey Properties D.H. Cooksey Properties LLC is a limited liability company in Minden, La. D.H. Cooksey Properties sought relief under Subchapter V of Chapter 11 of the U.S. Bankruptcy Code (Bankr. W.D. La. Case No. 24-1143) on December 3, 2024, with $1 million to $10 million in both assets and liabilities. Deborah H. Cooksey, sole member and manager of D.H. Cooksey Properties, signed the petition. Judge John S. Hodge handles the case. The Debtor is represented by Angela Smith, Esq., at the Law Office of Angela Smith. DALF ENERGY: Dismissal of Certain Claims in Scribner Suit Vacated ----------------------------------------------------------------- In the case captioned as DALF Energy, Limited Liability Company; Titan Vac & Flow, Limited Liability Company; TitanUrbi21, Limited Liability Company, Appellants, versus GS Oilfield Services, Limited Liability Company; Jeffery Charles Scribner; Jeffery R. Scribner; TROFA Operating, Limited Liability Company, Appellees, No. 24-50032 (5th Cir.), Judges Catharina Haynes, Don R. Willett and Andrew S. Oldham of the United States Court of Appeals for the Fifth Circuit vacated the dismissal of DALF Energy, LLC's breach of fiduciary duty claim and DALF's and TU's fraudulent inducement claims by the United States District Court for the Western District of Texas and remanded those claims for further proceedings. The Fifth Circuit affirmed the remainder of the district court's judgment. This case primarily involves common law claims filed by DALF Energy, L.L.C. and TitanUrbi21, L.L.C. against Jeffrey Scribner regarding several oil and gas lease purchases. In 2015, DALF hired Scribner as its independent contractor and agent to identify potential oil and gas investment opportunities in Texas. Relying on Scribner's advice, DALF's parent company, TU, purchased several oil and gas leases in Shackelford, Archer, and Callahan Counties. Two of the leases that TU purchased were owned by TROFA Operating, L.L.C. At the time, DALF and TU did not know that Scribner's father, J.C. Scribner, managed TROFA. Several months later, again relying on Scribner's advice, TU purchased additional leases in the panhandle of Texas. Several of these purchase agreements assigned an overriding royalty interest to Oil & Gas Holdings, L.L.C. DALF and TU learned later that Scribner owned, founded, and managed O&GH. Scribner sent biweekly or monthly production reports to Plaintiffs. Initially, the production reports showed that the wells were performing well, but DALF and TU eventually became suspicious that Scribner might have been hiding something. They requested additional documentation regarding subcontractors and wanted direct communication with GS Oilfield Services, L.L.C., which was the "biggest subcontractor" working on the wells. Scribner claimed he could not reach the owners or managers of GSOS. DALF and TU later discovered that Scribner was GSOS's manager. Plaintiffs sued Scribner, J.C. Scribner, TROFA, O&GH, and GSOS in Texas state court for, inter alia, fraud, breach of fiduciary duty, and civil conspiracy. After DALF filed for bankruptcy, Plaintiffs removed their claims to federal court pursuant to 28 U.S.C. Sec. 1452. In August 2022, the bankruptcy court held a trial on Plaintiffs' common law claims. Neither the Scribner Defendants nor their counsel appeared at trial or put on any evidence. Plaintiffs' only live witness was their corporate representative, Carlos Sada. Plaintiffs also admitted documentary evidence, including a transcript of at least part of Scribner's deposition testimony. Plaintiffs appeal the dismissal of their breach of fiduciary duty, fraud, and civil conspiracy claims. Breach of Fiduciary Duty Under Texas law, a plaintiff suing for breach of fiduciary duty must prove: [1] the plaintiff and defendant had a fiduciary relationship, [2] the defendant breached its fiduciary duty to the plaintiff, and [3] the breach resulted in injury to the plaintiff or benefit to the defendant. As the United States Bankruptcy Court for the Western District of Texas concluded, Scribner was DALF's agent and thus owed a fiduciary duty to DALF. The Circuit Judges agree with the bankruptcy court that Scribner did not owe a fiduciary duty to TU. They conclude that Scribner breached his duty to DALF by: (1) falsifying production reports, (2) self-dealing related to O&GH and TROFA, (3) exaggerating risk predictions regarding the wells, (4) placing "P.E." after his name, and (5) financially benefitting from using GSOS as a subcontractor. First, the Circuit Judges conclude that DALF proved each element of its breach of fiduciary duty claims based on Scribner's falsification of production records, failure to disclose his relationship to O&GH, and failure to disclose his father's relationship to TROFA. They therefore vacate the dismissal of those claims and remand for the trial court to calculate damages. Second, they conclude that DALF proved Scribner breached his fiduciary duty by placing 'P.E.' after his name and failing to disclose his relationship to GSOS, and remand those claims for the trial court to determine whether those breaches caused DALF an injury. The breach of fiduciary duty claims that are not a part of these claims are affirmed. Fraud Plaintiffs identify four categories of Scribner's representations or nondisclosures that they claim are actionable as fraud: (1) reservation of overriding royalty interests, (2) duplicate invoices, (3) falsified production reports, and (4) opinions about profitability. The Circuit Judges agree with the bankruptcy court that Plaintiffs have failed to carry their burden to prove fraud based on Scribner's reservation of overriding royalty interests and the allegedly duplicative invoices. They therefore affirm the dismissal of those claims. However, the bankruptcy court erred in dismissing Plaintiffs' fraudulent inducement claims based on the falsified production reports and Scribner's opinions about the wells' profitability. Civil Conspiracy The evidence supporting J.C. Scribner's involvement in a conspiracy consists of: (1) the fact that J.C. Scribner owned TROFA and is Scribner's father, and (2) Sada's testimony that "'a lot of different people' had told him they saw Scribner and J.C. Scribner together in the oil fields." The Circuit Judges conclude that this evidence is insufficient to show J.C. Scribner's involvement in a conspiracy. Plaintiffs have thus failed to prove J.C. Scribner's participation in the alleged conspiracy, which is fatal to their civil conspiracy claim. The Circuit Judges therefore affirm the dismissal of Plaintiffs' civil conspiracy claim. A copy of the Court's decision is available at https://urlcurt.com/u?l=zll8Ia from PacerMonitor.com. About Dalf Energy San Antonio, Texas-based DALF Energy, LLC is a privately held company in the oil and gas extraction business. DALF Energy filed its voluntary petition under Chapter 11 of the Bankruptcy Code (Bankr. W.D. Texas Case No. 20-50369) on Feb. 17, 2020. In the petition signed by Carlos Sada Gonzalez, co-manager, the Debtor disclosed $1 million to $10 million in both assets and liabilities. The Debtor tapped the Law Office of H. Anthony Hervol as its bankruptcy legal counsel. Crowe & Dunlevy PC, Christopher B. Payne PLLC and Hendershot Cowart, P.C. serve as the Debtor's special counsel. DIGITAL ALLY: Registers 808,377 Common Shares for Possible Resale ----------------------------------------------------------------- Digital Ally, Inc. filed a prospectus on Form S-1 with the U.S. Securities and Exchange Commission relating to the offer and resale by the selling stockholders -- Sabby Volatility Warrant Master Fund, Ltd., L1 Capital Global Opportunities Master Fund, Anson East Master Fund LP, and Anson Investments Master Fund LP -- of up to an aggregate of 808,377 shares, of common stock, par value $0.001 per share of the Company, issued pursuant to that certain Securities Purchase Agreement, dated November 6, 2024, by and between the Company and the Selling Stockholders. The Shares will be resold from time to time by the Selling Stockholders. The Selling Stockholders, or their respective transferees, pledgees, donees or other successors-in-interest, will sell the Shares through public or private transactions at prevailing market prices, at prices related to prevailing market prices or at privately negotiated prices. The Selling Stockholders may sell any, all or none of the Shares offered by this prospectus, and we do not know when or in what amount the Selling Stockholders may sell their Shares hereunder following the effective date of this registration statement. The Company is registering the Shares on behalf of the Selling Stockholders, to be offered and sold by them from time to time. It will not receive any proceeds from the sale of the Shares by the Selling Stockholders. The Company have agreed to bear all of the expenses incurred in connection with the registration of the Shares. The Selling Stockholders will pay or assume discounts, commissions, fees of underwriters, selling brokers or dealer managers and similar expenses, if any, incurred for the sale of the Shares. The Company's common stock is currently listed on the Nasdaq Capital Market under the symbol "DGLY." On December 27, 2024, the last reported sale price of common stock was $0.5280 per share. A full-text copy of the Report is available at: https://tinyurl.com/2h329ayx 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. As of June 30, 2024, Digital Ally had $43.33 million in total assets, $40.28 million in total liabilities, and $3.05 million in total stockholders' equity. DIGITAL GRAPHICS: Unsecureds to Split $16,500 over 3 Years ---------------------------------------------------------- Digital Graphics Plus, LLC, filed with the U.S. Bankruptcy Court for the Middle District of Florida a Plan of Reorganization dated January 2, 2025. The Debtor operates a specialty printing and custom cutting business that includes custom signs, stickers, decals, banners and flags located in Longwood, Florida. The Debtor is a Florida limited liability company created by Articles of Organization filed with the Florida Secretary of State on or around May 15, 2007. The Debtor's principal place of business is located at 1550 S. US Highway 17-92, Longwood, FL 32750 ("Premises"), which the Debtor leases from Zimmer-Young Investments (a noninsider). The Debtor's projected Disposable Income over the life of the Plan is $16,279.00. This Plan provides for: 3 class of secured claims; 1 class of unsecured claims; and 1 class of equity security holders. Class 4 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 $16,500.00 Payments will be made in equal quarterly payments of $1,375.00. 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 4 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, $16,279.00 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 estimated annual payment shall be $5,426.00. Holders of Class 4 claims shall be paid directly by the Debtor. Class 3 consists of any and all equity interests and warrants currently issued or authorized in the Debtor. This Class is Unimpaired. Holders of a Class 3 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 January 2, 2025 is available at https://urlcurt.com/u?l=EYfCKf from PacerMonitor.com at no charge. Attorneys for the Debtor: Jeffrey S. Ainsworth, Esq. Cole B. Branson, Esq. BransonLaw, PLLC 1501 E. Concord Street Orlando, Florida 32803 Telephone (407) 894-6834 Fax (407) 894-8559 E-mail: jeff@bransonlaw.com E-mail: cole@bransonlaw.com About Digital Graphics Plus Digital Graphics Plus, LLC, provides graphic design and printing services. Its offerings typically include a range of products such as promotional materials, custom signage, marketing collateral, and digital solutions aimed at enhancing branding and visibility for businesses. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. M.D. Fla. Case No. 24-05422) on Oct. 4, 2024, with up to $50,000 in assets and up to $500,000 in liabilities. Judge Grace E. Robson oversees the case. The Debtor is represented by Jeffrey Ainsworth, Esq., at Bransonlaw, PLLC. DIOCESE OF BURLINGTON: Seeks to Extend Plan Exclusivity to July 28 ------------------------------------------------------------------ The Roman Catholic Diocese of Burlington Vermont asked the U.S. Bankruptcy Court for the District of Vermont to extend its exclusivity periods to file a plan of reorganization and obtain acceptance thereof to July 28 and September 29, 2025, respectively. The Diocese believes that the limited proposed extension to formulate and file a plan sought in the Motion will be beneficial to the estate, will allow the plan to be based on more accurate information, and will result in a more efficient use of the estate's assets for the benefit of all creditors. The status of the case and the application of the factors support the conclusion that an extension of the exclusivity period and solicitation period is warranted in the Diocese's case. The Diocese claims that the extensions sought will be beneficial to the Diocese as well as creditors and other parties in interest; will provide time to attempt to reach a consensus regarding plan terms; will allow the plan to be based on more accurate information; and will result in a more efficient use of estate assets for the benefit of all creditors. The Diocese asserts that the requested extensions of the exclusive period and solicitation period are essential to allow the Diocese to proceed with the plan process as contemplated by the Bankruptcy Code. Moreover, the possibility of multiple plans would inevitably lead to unnecessary and costly confrontations that would likely cause a dramatic increase in the professional fee burden borne by the estate and reduce potential distributions to creditors. The Diocese believes that an acceptable plan can be developed within the requested extensions of the exclusivity period and solicitation period but reserves the right to request additional extensions. The Diocese's request for an extension is modest and does not impermissibly extend the dates for filing and solicitation past the time periods provided for in Sections 1121(d)(2)(A) and (B) of the Bankruptcy Code. Accordingly, the exclusivity period and solicitation period should be extended to afford the Diocese a full and fair opportunity to negotiate, propose, and seek acceptance of a plan. The Roman Catholic Diocese Of Burlington is represented by: Raymond J. Obuchowski, Esq. OBUCHOWSKI LAW OFFICE 1542 Route 107, PO Box 60 Bethel, VT 05032 Phone: (802) 234-6244 Email: ray@oeblaw.com James L. Baillie, Esq. Steven R. Kinsella, Esq. Samuel M. Andre, Esq. Katherine A. Nixon, Esq. FREDRIKSON & BYRON, P.A. 60 South Sixth Street, Suite 1500 Minneapolis, MN 55402-4400 (612) 492-7000 Email: jbaillie@fredlaw.com skinsella@fredlaw.com sandre@fredlaw.com knixon@fredlaw.com About Roman Catholic Diocese Of Burlington Vermont Roman Catholic Diocese of Burlington sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Vt. Case No. 24-10205) on Sept. 30, 2024. In the petition signed by Reverend John Joseph McDermott, bishop, the Debtor disclosed up to $50 million in assets and up to $10 million in liabilities. Judge Heather Z. Cooper oversees the case. The Debtor tapped James Baillie, Esq., at Fredrikson & Byron, P.A. as bankruptcy counsel and Obuchowski Law Office as local counsel. DIOCESE OF CAMDEN: Court Narrows Claims in Underwriters' Lawsuit ---------------------------------------------------------------- Judge Jerrold N. Poslusny, Jr. of the United States Bankruptcy Court for the District of New Jersey granted the Diocese of Camden, New Jersey's motion to dismiss the first and second counts of the amended complaint filed by certain underwriters at Lloyd's, London and Certain London Market, Companies, Interstate Fire and Casualty Company, and Century Indemnity Company in the case captioned as CENTURY INDEMNITY COMPANY, AS SUCCESSOR TO CCI INSURANCE COMPANY, AS SUCCESSOR TO INSURANCE COMPANY NORTH AMERICA, et al., Adv. Pro. No. 22-01123 Plaintiffs, v. THE DIOCESE OF CAMDEN, NEW JERSEY, Defendant, Case No. 20-21257 (JNP) (Bankr. D.N.J.). After multiple sessions of court ordered mediation, the Debtor and the Insurers entered into the Insurance Settlement. The Insurance Settlement provided for the Insurers to contribute funds to a post-confirmation trust to be formed pursuant to a plan of reorganization in exchange for releases, injunctions, and a buy-back of insurance policies held by the Debtor. The releases were to include claims filed by tort claimants. On Jan. 5, 2022, the Debtor filed a motion seeking approval of the Insurance Settlement. The Official Committee of Tort Claimant Creditors opposed the Insurance Motion, and on Jan. 18, 2022, all parties engaged in further mediation in an effort to negotiate a global settlement. The Debtor filed several plans of reorganization, which incorporated the Insurance Settlement, while it continued to engage in negotiations with the Committee. The Court eventually confirmed the Plan and denied approval of the Insurance Settlement. The decision denying approval of the Insurance Settlement noted that Insurers failed to establish the value of the Survivor Claims, and as such, had failed to establish that the Insurers' contributions were fair and equitable payment for the Policies. The initial complaint alleged the Debtor breached the Insurance Settlement and sought specific performance, damages for breach of contract, a declaration that such damages are an administrative expense, and a claim for substantial contribution under section 503(b) of Title 11 of the United States Code. The first three counts of that complaint were dismissed, the second and third without prejudice to the Insurers amending the complaint, but the claim for substantial contribution was allowed to proceed. The Insurers then filed the Amended Complaint, which contains causes of action for: (1) breach of contract; (2) declaratory judgment that any damages are an administrative expense; and (3) substantial contribution under section 503(b) of the Bankruptcy Code. According to the Amended Complaint, the Debtor breached the Insurance Settlement by failing to pursue confirmation of a plan containing all provisions' specified in the Insurance Settlement, and no provision that is contrary to or inconsistent with the Insurance Settlement. Further, the Amended Complaint alleges that the Debtor actively opposed approval of the Insurance Settlement by: (1) filing an objection to its approval; (2) objecting to discovery requests and asserting privilege to oppose certain discovery requests; (3) objecting to the introduction of evidence including expert witness testimony; (4) failing to prepare witnesses for the hearing on the Insurance Motion; and (5) cross-examining the Insurers' expert witness. The Motion argues that, even assuming all of the allegations in the Amended Complaint are true, the Debtor's conduct was an appropriate exercise of its fiduciary duty to act in the best interests of the estate as described by the Third Circuit in In re Martin, 91 F.3d 389 (3d Cir. 1996). The Insurers' opposition argues that the Debtor's active opposition to the Insurance Motion went beyond the safe harbor described in Martin and constituted a breach of contract. The primary dispute in this Motion is the same as it was in the Previous Decision -- whether the Debtor's conduct falls within the safe harbor provided in Martin, 91 F.3d 389. Based on the parameters laid out in Martin, the Court concludes that the Debtor's actions were appropriate to ensure the Court had all relevant information to make its determination, particularly given the fact that the value of the assets being sold in the Insurance Motion was not readily ascertainable and was heavily disputed. Additionally, the Amended Complaint alleges that the Debtor filed objections to and asserted privilege in response to discovery requests made by the Insurers related to consideration of the Insurance Settlement. However, the Court has already ruled several times that none of the discovery disputes by either party were improper, and this Court will not find that asserting a privilege constitutes a breach of contract. Therefore, these allegations do not constitute a claim for breach of contract under Martin. The Court finds the remaining allegations in the Amended Complaint are also insufficient to establish a breach of contract under Martin. The Amended Complaint alleges the Debtor objected to the introduction of evidence including witness declarations and failed to prepare witnesses for the hearing. However, a trustee objecting to evidence is not improper because the trustee has a duty to ensure the court has the necessary information to decide the best interest of the estate. Judge Poslusny concludes that the allegations of the Debtor's conduct in the Amended Complaint do not constitute a breach of contract under Martin. The Motion is granted and counts 1 and 2 of the Amended Complaint are dismissed without prejudice to the Insurers filing a further amendment within thirty days. The case may alternatively move forward based on the remaining count. A copy of the Court's decision is available at https://urlcurt.com/u?l=1RcvFb from PacerMonitor.com. About The Diocese of Camden, NJ The Diocese of Camden, New Jersey is a nonprofit religious corporation organized pursuant to Title 16 of the Revised Statutes of New Jersey. The Diocese is the secular legal embodiment of the Roman Catholic Diocese of Camden, a juridic person recognized under Canon Law. The Diocese of Camden sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D.N.J. Case No. 20-21257) on Oct. 1, 2020. The petition was signed by Reverend Robert E. Hughes, vicar General and vice president. At the time of the filing, the Debtor had total assets of $53,575,365 and liabilities of $25,727,209. Judge Jerrold N. Poslusny Jr. oversees the case. McManimon, Scotland & Baumann, LLC, is the Debtor's legal counsel. DITECH HOLDING: $28,672.04 Warner Claim Disallowed -------------------------------------------------- The Honorable James L. Garrity, Jr. of the United States Bankruptcy Court for the Southern District of New York entered a Memorandum Decision and Order sustaining the objection of the Consumer Claims Trustee in the bankruptcy case of Ditech Holding Corporation with respect to the proof claim filed by Deborah Warner. The Court disallows the claim. Deborah Warner timely filed Proof of Claim No. 22916 as an unsecured claim in an undetermined amount against Ditech Holding Corporation (f/k/a Walter Investment Management Corp.). The Consumer Claims Trustee filed her Twentieth Omnibus Objection seeking to disallow unsecured proofs of claim, including the Claim, that lack sufficient information or documentation to establish their underlying merits. In sum, the Consumer Claims Trustee argues that the Claim fails to state a claim for relief against Ditech and accordingly, the Court should disallow and expunge the Claim. The Court held the Sufficiency Hearing. The Court finds the Claim fails to state a claim to relief against Ditech. On or around Aug. 23, 2007, Claimant and her former husband, Gary Paul Warner, executed a promissory note in favor of Homecomings Financial, LLC (f/k/a Homecomings Financial Network, Inc.), in the amount of $256,000.00, secured by a mortgage on the real property located on two separate parcels, identified by parcel number 093-280-017,000, and parcel number 093-110-013-000, respectively, at 24864 State Highway 44, Millville, California 96062. The Mortgage was recorded in Shasta County, California. On February 12, 2014, the Mortgage was assigned to Green Tree Servicing LLC and on February 5, 2020, the Mortgage was assigned to New Residential Mortgage LLC. On January 19, 2021, Claimant and her former husband entered into an agreement with NewRez LLC d/b/a Shellpoint Mortgage Servicing to modify the Loan, adjusting the principal balance and interest rate. The Claimant asserts that the total amount of her Claim is $28,672.04. The Consumer Claims Trustee concludes that the Claimant has failed to state a viable claim for recovery against Ditech and cannot meet the Rule 12(b)(6) standard. The Consumer Claims Trustee interprets the Claim to allege that Ditech breached the Mortgage terms by failing to pay the unpaid Property taxes for five years, and then advancing the unpaid Property taxes and adding the arrearages to the Claimant’s Mortgage. The Consumer Claims Trustee argues that the facts demonstrate Ditech did not breach the Mortgage, and contends that in seeking reimbursement of Property tax payments through force-placed escrow, Ditech did what it was permitted to do under the Mortgage and pursuant to the Real Estate Settlement Procedures Act. She contends that the Claimant has failed to allege facts demonstrating that Ditech breached the Mortgage or how any such breach caused damages to the Claimant. The Court finds the Claimant has failed to allege facts demonstrating that she was damaged by Ditech’s payment of the property taxes and has not demonstrated that it breached the Mortgage by paying them. She has failed to do so because Ditech had a contractual right to pay the taxes. A copy of the Court's decision is available at https://urlcurt.com/u?l=sUReQn from PacerMonitor.com. About Ditech Holding Corporation Fort Washington, Pennsylvania-based Ditech Holding Corporation and its subsidiaries -- http://www.ditechholding.com/-- are independent servicer and originator of mortgage loans. Ditech Holding and certain of its subsidiaries, including Ditech Financial LLC and Reverse Mortgage Solutions, Inc., filed voluntary Chapter 11 petitions (Bankr. S.D.N.Y. Lead Case No. 19 10412) on Feb. 11, 2019, after reaching terms with lenders of a Chapter 11 plan that will reduce debt by $800 million. The Debtors tapped Weil, Gotshal & Manges LLP as legal counsel, Houlihan Lokey as investment banker and AlixPartners LLP as financial advisor. Epiq Bankruptcy Solutions LLC served as claims and noticing agent. Kirkland & Ellis LLP and FTI Consulting Inc. served as the consenting term lenders' legal counsel and financial advisor, respectively. The U.S. Trustee for Region 2 appointed an official committee of unsecured creditors in the Debtors' cases on Feb. 27, 2019. The creditors' committee tapped Pachulski Stang Ziehl & Jones LLP as its legal counsel and Goldin Associates, LLC, as its financial advisor. On May 2, 2019, the U.S. trustee appointed an official committee of consumer creditors. The consumers committee tapped Quinn Emanuel Urquhart & Sullivan, LLP, as counsel and TRS Advisors LLC, as financial advisor. On Sept. 26, 2019, the Bankruptcy Court confirmed Ditech's Chapter 11 bankruptcy plan, which became effective four days later. A Consumer Claims Trustee has been appointed in the case and is represented by Richard Levin, Esq., at Jenner & Block, LLP. DULING SONS: Par Land v. Grossenburg Suit Remanded to State Court ----------------------------------------------------------------- Judge Lawrence L. Piersol of the United States District Court for the District of South Dakota granted the Par Land Holdings, LLC's motion to remand the case captioned as PAR LAND HOLDINGS, LLC., Plaintiff, vs. GROSSENBURG CATTLE COMPANY, Defendant, Case No. 4:24-CV-04I43 (D.S.D.), to the Circuit Court for the Second Judicial Circuit, Minnehaha County, South Dakota. The defendant's motion to refer this matter to the United States Bankruptcy Court for the District of South Dakota is denied. The present case arose from a real estate sale in a subchapter Y, Chapter 11 Bankruptcy proceeding in the United States Bankruptcy Court for the District of South Dakota entitled In re: Duling Sons, Inc., Case No. 21-30026. In September of 2023, the Bankruptcy Court approved the Trustee's motion to sell substantially all of debtor's assets and outlined the related sale procedures. The property to be sold consisted of roughly 6,000 acres of farmland and ranchland in Gregory County, South Dakota, a 5,000 square foot home, a 4,000 square foot heated shop with an office, and a corral site. Pursuant to the sale procedures, the Plaintiff submitted its initial bid and participated in the auction. The Defendant did not. Plaintiff was selected as the successful bidder with the highest bid of $9.8 million and subsequently entered into a real estate purchase agreement with the Trustee. Prior to the sale being approved by the Bankruptcy Court, the Defendant submitted an offer to the Debtor's estate to purchase the property for $10.5 million, and on Nov. 8, 2023, counsel for the Estate of Daniel Duling filed an affidavit with the Bankruptcy Court notifying it of the higher offer and requesting that the Court deny approval of the purchase agreement between the Plaintiff and the Trustee. In light of the Defendant's offer and at the request of the Trustee, Plaintiff agreed to increase its offer to $10.5 million. On Jan. 18, 2024, pursuant to the sale procedures, the Trustee filed a sale motion, and the Bankruptcy Court held a sale hearing on Feb. 7, 2024. At the hearing, the Bankruptcy Court denied approval of the purchase agreement between the Plaintiff and the Trustee and reopened the auction reasoning that the agreement was not in the best interest of the estate and would be potentially prejudicial to secured creditors whose interest exceeded the sale proceeds. The auction resumed on March 8, 2024, and neither the Plaintiff nor the Defendant was the successful bidder. The subsequently approved purchase price was $11,425,000. On July 9, 2024, the Bankruptcy Court issued an order converting the bankruptcy from Chapter 11 reorganization to Chapter 7 liquidation. On July 2, 2024, the Plaintiff commenced this action in the Circuit Court for the Second Judicial Circuit, Minnehaha County, South Dakota alleging tortious interference with a contract. On July 31, 2024, the Defendant filed a notice of removal with this Court pursuant to 28 U.S.C. Secs. 1441, 1452, and 1334(b). On Aug. 30, 2024, the Plaintiff filed this motion for remand pursuant to 28 U.S.C. Sec. 1447. The Plaintiff argues that the outcome of the present action will have no effect on the Debtor or the administration of the bankruptcy estate, and thus is not "related to" the Duling Sons bankruptcy. Conversely, the Defendant contends that the outcome of the current action could give rise to indemnity and contribution claims against the debtor, creditors, and equity holders. Consequently, the Defendant argues the outcome of the instant action could affect the administration of the Duling Sons bankruptcy, and thus the District Court has "related to" jurisdiction. The District Court finds that the present action will have no effect on the property of the bankruptcy estate, the Debtor, or the administration of the Bankruptcy Case. Accordingly, even considering the breadth of the jurisdictional grant conveyed under 28 U.S.C. Sec. 1334(b), the District Court finds that the present matter is not "related to" the Duling Sons bankruptcy, and thus lacks jurisdiction. Mandatory Abstention The Defendant argues that because this case is related to the Duling Sons Inc. bankruptcy, this matter should be referred to the bankruptcy court. Under Sec 1334(c)(2) neither the District Court nor the Bankruptey Court has jurisdiction to try the State Court Action if the six factors set forth in Sec. 1334(c)(2) are present. The six factors are as follows: (1) a timely motion is made; (2) the claim or cause of action is based upon state law; (3) the claim or cause of action is "related to" a bankruptcy case, but did not "arise in" or "arise under" the bankruptcy case; (4) such action could not have been commenced in federal court absent Sec. 1334 jurisdiction; (5) such action is commenced in state court; and (6) such action can be timely adjudicated in state court. In the instant ease, all six elements are satisfied, the District Court finds. Accordingly, the District Court finds that all six factors mandating abstention are present, therefore, even if this Court had "related to" jurisdiction, the Court is required to abstain and remand back to the state court from which it came. Discretionary Abstention Assuming, arguendo, that the District Court has subject matter jurisdiction, and that the mandatory abstention factors are not met, it would still abstain from exercising jurisdiction over these proceedings under the discretionary abstention provision of 28 U.S.C. Sec. 1334 or, on similar grounds, equitably remand the proceeding under 28 U.S.C. Sec. 1452(b). The District Court finds that all these reasons, questions of comity, deference to the state court's knowledge of state law, dominance of state law issues and non-debtor parties, and the expertise of the court in which the action originated, favor abstention and remand. A copy of the Court's decision is available at https://urlcurt.com/u?l=cXZshk from PacerMonitor.com. About Duling Sons Duling Sons Inc., a company based in Gregory, S.D., filed a voluntary petition for Chapter 11 protection (Bankr. D. S.D. Case No. 21-30026) on Dec. 3, 2021, with $10 million to $50 million in assets and $1 million to $10 million in liabilities. Raymond Joseph Duling, president of Duling Sons, signed the petition. Judge Charles L. Nail, Jr., presided over the case. Clair R. Gerry, Esq., at Gerry & Kulm Ask, Prof. LLC represented the Debtor as legal counsel. Elizabeth M. Lally was the Subchapter V trustee appointed in the Debtor's case. The trustee tapped Spencer Fane, LLP as counsel and Berkeley Research Group LLC as accountant. The case was converted to Chapter 7 on July 9, 2024. E.W. SCRIPPS: S&P Places 'B-' ICR on CreditWatch Negative --------------------------------------------------------- S&P Global Ratings placed all of S&P's ratings on E.W. Scripps Co., including the 'B-' issuer credit rating, on CreditWatch with negative implications. S&P expects to resolve the CreditWatch placement before the company's term loan becomes current in May 2025. The negative CreditWatch reflects increasing uncertainty around the company's ability to refinance its upcoming debt maturities. E.W. Scripps' revolving credit facility, which S&P believes it fully repaid as of year-end 2024 using cash on hand and the proceeds from its recent asset sales, will mature in January 2026. Following this, the company's $723 million senior secured term loan will mature in May 2026 and its $425 million of senior unsecured notes will mature in July 2027. E.W. Scripps lacks sufficient cash to address its 2026 debt maturities because it is already used most of its 2024 cash and FOCF for debt reduction. In addition, S&P expects the company will generate only $20 million-$40 million of FOCF in 2025. E.W. Scripps' 2026 debt will mature in the first half of the year, which precedes the period of high cash inflows from political revenue it typically experiences in the latter half of the year. S&P said, "As such, we believe the company will rely on some form of debt refinancing or restructuring to meet its 2026 maturities. We expect E.W. Scripps' leverage (calculated on an average trailing-eight-quarters basis to balance the financial benefit of political advertising revenue in election years) will remain in the mid- to high-6x range in 2025 (including the value of its preferred stock and payment-in-kind [PIK] interest, which adds about 1x to our leverage calculation), with FOCF to debt of about 1%-3%. These credit metrics indicate that E.W. Scripps could face difficulty in refinancing its debt or lead to a step-up in rates that limit its ability to maintain healthy cash flow generation and reduce its leverage over time. "We note the company paid down about $300 million of debt in 2024 and enacted material expense reductions that it expects it will improve the margin of its networks business by 400 basis points (bps)-600 bps in 2025. However, we view the potential for significant deleveraging as dependent on E.W. Scripps' ability to outperform our base-case forecast, continue to reduce its operating expenses, and complete potential future asset sales, such as of Bounce TV and certain real estate properties. "We expect to resolve the CreditWatch before E.W. Scripps' term loan becomes current in May 2025. If the company doesn't refinance its 2026 term loan before May, we could lower our issuer credit rating to the 'CCC' category. Alternatively, if the company pursues a debt restructuring that we view as tantamount to a default, we could lower our issuer credit rating to 'SD'. "However, we could affirm our 'B-' issuer credit rating on E.W. Scripps if it addresses its 2026 maturities through a transaction we view as opportunistic or that we believe will provide its lenders with adequate offsetting compensation and it retains a path to reduce its leverage and address its upcoming maturities." EARTH SCIENCE: Increases CEO, COO Salaries, Adds Bonuses -------------------------------------------------------- Earth Science Tech, Inc. disclosed in a Form 8-K Report filed with the U.S. Securities and Exchange Commission that the Company's CEO and COO amended the Employment Agreement originally dated August 26, 2024. Under the amended terms, the CEO will receive a monthly salary of $200,000 and the COO will receive a monthly salary of $150,000, effective January 1, 2025. In addition to their base salaries and in lieu of stock compensation (which the Company does not offer), both the CEO and COO will be eligible for quarterly performance bonuses. The CEO will receive a bonus equal to ten percent of the Company's revenue for the preceding quarter, while the COO will receive a bonus equal to seven percent. These bonuses are contingent upon the Company's assets increasing by at least five percent quarter-over-quarter. About Earth Science Tech Miami, Fla.-based Earth Science Tech, Inc. was incorporated under the laws of the State of Nevada on April 23, 2010, subsequently changed to the State of Florida on June 27, 2022. As of November 8, 2022, the Company is a holding entity set to acquire companies with its current focus in the health and wellness industry. The Company is presently in compounding pharmaceuticals and telemedicine through its wholly owned subsidiaries RxCompoundStore.com, LLC., Peaks Curative, LLC., and Earth Science Foundation, Inc. Boca Raton, Fla.-based R. Bolko, CPA P.A, the Company's auditor since 2022, issued a "going concern" qualification in its report dated April 16, 2024, citing that the Company has suffered negative cash flows and has a significant accumulated deficit. These factors raise substantial doubt about the Company's ability to continue as a going concern. As of September 30, 2024, Earth Science Tech had $5,049,628 in total assets, $1,848,496 in total liabilities, and $3,201,132 in total stockholders' equity. EARTH SCIENCE: Two New Directors Appointed ------------------------------------------ Earth Science Tech, Inc. disclosed in a Form 8-K Report filed with the U.S. Securities and Exchange Commission that a majority of shareholders, acting by written consent without a meeting, approved the expansion of the Company's Board of Directors from five to seven members. In connection with this action, Ernesto L. Flores and Victoria Losada were elected as new members of the Board. As part of their appointment, both Flores and Losada will receive compensation of four thousand dollars for each Board meeting attended. On December 27, the Company's Board of Directors established a Compensation Committee and appointed Ernesto L. Flores as its chair. The committee will also include Emiliano Curia, MD, and Victoria Losada. Additionally, the Board elected Ernesto L. Flores to the Audit Committee, succeeding Mario G. Tabraue. The Audit Committee now consists of Jeff P.H. Cazeau, Emiliano Curia, MD, and Ernesto L. Flores. About Earth Science Tech Miami, Fla.-based Earth Science Tech, Inc. was incorporated under the laws of the State of Nevada on April 23, 2010, subsequently changed to the State of Florida on June 27, 2022. As of November 8, 2022, the Company is a holding entity set to acquire companies with its current focus in the health and wellness industry. The Company is presently in compounding pharmaceuticals and telemedicine through its wholly owned subsidiaries RxCompoundStore.com, LLC., Peaks Curative, LLC., and Earth Science Foundation, Inc. Boca Raton, Fla.-based R. Bolko, CPA P.A, the Company's auditor since 2022, issued a "going concern" qualification in its report dated April 16, 2024, citing that the Company has suffered negative cash flows and has a significant accumulated deficit. These factors raise substantial doubt about the Company's ability to continue as a going concern. As of September 30, 2024, Earth Science Tech had $5,049,628 in total assets, $1,848,496 in total liabilities, and $3,201,132 in total stockholders' equity. EASTSIDE DISTILLING: 4 out of 6 Proposals OK'd at Annual Meeting ---------------------------------------------------------------- The 2024 Annual Meeting of the Stockholders of Eastside Distilling, Inc. was held virtually, during which the Company's stockholders voted on: (i) the election of six members of the Company's Board of Directors to serve until the annual meeting of stockholders to be held in 2025; (ii) to approve, by non-binding "say-on-pay" vote, the compensation of the Company's named executive officers; (iii) to approve a non-binding "say-on-frequency" vote regarding the frequency of future advisory votes on the compensation of the Company's named executive officers (every year, every two years, or every three years); and (iv) to adopt and approve an amendment to the Company's Articles of Incorporation to effect a reverse stock split of our issued shares of common stock, at a specific ratio, ranging from one-for-two to one-for-ten, at any time prior to the one-year anniversary date of the 2024 Annual Meeting, with the exact ratio to be determined by the Board of Directors without further approval or authorization of the stockholders. The proposal set forth in the proxy statement for the 2024 Annual Meeting to ratify the appointment of M&K CPAS, PLLC as the Company's independent registered public accounting firm was not presented at the meeting (Proposal 4) as the Company subsequently appointed Salberg & Company, P.A. as the Company's independent registered public accounting firm, rendering that proposal moot. In addition, the proposal set forth in the proxy statement for the 2024 Annual Meeting to approve the adjournment of the Annual Meeting to a later date or dates, if necessary or appropriate, to permit further solicitation and vote of proxies in the event that there not sufficient votes to approve the Charter Amendment Proposal (Proposal 6) was also not presented at the meeting, as there were sufficient votes present and cast in favor of such matter to render such proposal moot. Voting results on each matter submitted to the stockholders at the 2024 Annual Meeting: Proposal 1: Election of Directors At the meeting, the stockholders voted to elect Joseph Caltabiano, Joseph Freedman, Geoffrey Gwin, Stephanie Kilkenny, Eric Finnsson, and Robert Grammen to the Board of Directors, each to serve until the annual meeting of stockholders to be held in 2025 Proposal 2: Advisory Vote (Non-Binding) on Executive Compensation At the Meeting, the stockholders approved, by non-binding "say-on-pay" vote, the compensation of the Company's named executive officers. Proposal 3: Advisory Vote on the Frequency of Advisory Approval of the Compensation of the Named Executive Officers At the Meeting, the stockholders approved a non-binding "say-on-frequency" vote regarding the frequency of future advisory votes on the compensation of the Company's named executive officers (every year, every two years, or every three years). Proposal 4: Ratify Appointment of Independent Registered Public Accounting Firm The proposal to ratify the appointment of M&K CPAS, PLLC as the Company's independent registered public accounting firm was not presented at the meeting and was moot. Proposal 5: The Reverse Split Proposal At the Meeting, the stockholders adopted and approved an amendment to the Company's Articles of Incorporation to effect a reverse stock split of its issued shares of common stock, at a specific ratio, ranging from one-for-two to one-for-ten, at any time prior to the one-year anniversary date of the Annual Meeting, with the exact ratio to be determined by the Board of Directors without further approval or authorization of its stockholders. Proposal No. 6: Authorization to Adjourn the Annual Meeting At the Meeting, the proposal to approve the adjournment of the Annual Meeting to a later date or dates, if necessary or appropriate, to permit further solicitation and vote of proxies in the event that there not sufficient votes to approve the Charter Amendment Proposal was moot. About Eastside Distilling Headquartered in Portland, Oregon, Eastside Distilling, Inc. has been producing craft spirits in Portland, Oregon since 2008. The Company is distinguished by its highly decorated product lineup that includes Azunia Tequilas, Burnside Whiskeys, Hue-Hue Coffee Rum, and Portland Potato Vodkas. All Eastside spirits are crafted from natural ingredients for the highest quality and taste. Eastside's Craft Canning + Printing subsidiary is one of the Northwest's leading independent mobile canning, co-packing, and digital can printing businesses. The Woodlands, Texas-based M&K CPAS, PLLC, the Company's former auditor, issued a "going concern" qualification in its report dated April 1, 2024, citing that the Company suffered a net loss from operations and used cash in operations, which raises substantial doubt about its ability to continue as a going concern. Eastside Distilling incurred a net loss of $7.5 million during the year ended December 31, 2023. As of June 30, 2024, Eastside Distilling had $16,589,000 in total assets, $18,523,000 in total liabilities, and $1,934,000 in total stockholders' deficit. EASTSIDE DISTILLING: Inks Termination Agreement with Gunnar ----------------------------------------------------------- On December 31, 2024, Eastside Distilling, Inc., entered into a Termination Agreement with Joseph Gunnar & Co., LLC, pursuant to which the Company paid Gunnar $100,000 and issued Gunnar 250,000 shares of Series G in exchange for Gunnar's agreement to waive and release the Company from certain contractual rights, including a right of first refusal and tail fee under the Company's engagement letter with Gunnar which was terminated pursuant to the Termination Agreement, according to a Form 8-K filing with the U.S. Securities and Exchange Commission. Under the Termination Agreement, the Company also granted Gunnar with "piggyback" registration rights pursuant to which the Company agreed to register Gunnar's resale of the shares of common stock underlying the Series G in a future registration statement the Company files with the Securities and Exchange Commission. A full-text copy of the Form 8-K is available at https://urlcurt.com/u?l=NdO1pZ Parties to the Termination Agreement may be reached at: If to Gunnar: Stephan A. Stein Joseph Gunnar & Co., LLC 40 Wall Street, 30th Floor New York, New York 10005 SStein@jgunnar.com with a copy to: Ross D. Carmel, Esq. Sichenzia Ross Ference Carmel, LLP 1185 Avenue of the Americas, 31st Floor New York, NY 10036 RCarmel@srfc.law If to the Company: Eastside Distilling, Inc. 755 Main Street, Building 4, Suite 3 Monroe, CT 06468 Att: Geoffrey Gwin GGwin@Eastsidedistilling.com And Beeline Financial Holdings, Inc. 188 Valley Street, Suite 225 Providence, RI 02909 Att: Nick Liuzza Nick@Makeabeeline.com with a copy to: Law Office of Harvey Kesner, P.C. 305 Broadway, Suite #700 New York, NY 10007 Harvey@hkesnerlaw.com About Eastside Distilling Headquartered in Portland, Oregon, Eastside Distilling, Inc. has been producing craft spirits in Portland, Oregon since 2008. The Company is distinguished by its highly decorated product lineup that includes Azunia Tequilas, Burnside Whiskeys, Hue-Hue Coffee Rum, and Portland Potato Vodkas. All Eastside spirits are crafted from natural ingredients for the highest quality and taste. Eastside's Craft Canning + Printing subsidiary is one of the Northwest's leading independent mobile canning, co-packing, and digital can printing businesses. The Woodlands, Texas-based M&K CPAS, PLLC, the Company's auditor since 2017, issued a "going concern" qualification in its report dated April 1, 2024, citing that the Company suffered a net loss from operations and used cash in operations, which raises substantial doubt about its ability to continue as a going concern. Eastside Distilling incurred a net loss of $7.5 million during the year ended December 31, 2023. As of June 30, 2024, Eastside Distilling had $16,589,000 in total assets, $18,523,000 in total liabilities, and $1,934,000 in total stockholders' deficit. EASTSIDE DISTILLING: Sells Shares to N. Liuzza, Investors for $975K ------------------------------------------------------------------- On December 27, 2024, Nick Liuzza, Jr. purchased $425,000 of units comprised of a total of 833,333 shares of Series G Convertible Preferred Stock and 416,667 Warrants to purchase shares of Common Stock of Eastside Distilling, Inc., on the same terms as all other investors, according to a Form 8-K filing with the U.S. Securities and Exchange Commission. On December 30, 2024, Mr. Liuzza purchased $75,000 of units comprised of a total of 147,059 shares of Series G and 73,529 Warrants of the Company on the same terms as all other investors. Mr. Liuzza is the Chief Executive Officer of Beeline Financial Holdings, Inc., a subsidiary of the Company. and a principal holder of the Company's Series F and Series F-1 Convertible Preferred Stock. From December 27, 2024 to January 2, 2025, the Company entered into a Securities Purchase Agreement with accredited investors pursuant to which the Company sold units comprised of a total of 1,911,765 shares of a newly designated Series G Convertible Preferred Stock and five-year Warrants to purchase a total of 955,882 shares of the Company's Common Stock for total gross proceeds of $975,000. Included in these sales is the purchase by Nick Liuzza. The offers and sales are part of the Company's offering of up to a total of 5,956,467 shares of Series G and Warrants to purchase up to 2,978,234 shares of Common Stock for total gross proceeds of up to $3,037,800. Since the offering of Series G shares and Warrants commenced on November 26, 2024, the Company has sold to accredited investors a total of 5,163,908 shares of Series G and Warrants to purchase 2,581,954 shares of Common Stock for total gross proceeds of $2,633,593. The Company intends to use the net proceeds, after deducting offering expenses and related costs, for working capital and general corporate purposes. A full-text copy of the Form 8-K is available at https://urlcurt.com/u?l=NdO1pZ About Eastside Distilling Headquartered in Portland, Oregon, Eastside Distilling, Inc. has been producing craft spirits in Portland, Oregon since 2008. The Company is distinguished by its highly decorated product lineup that includes Azunia Tequilas, Burnside Whiskeys, Hue-Hue Coffee Rum, and Portland Potato Vodkas. All Eastside spirits are crafted from natural ingredients for the highest quality and taste. Eastside's Craft Canning + Printing subsidiary is one of the Northwest's leading independent mobile canning, co-packing, and digital can printing businesses. The Woodlands, Texas-based M&K CPAS, PLLC, the Company's auditor since 2017, issued a "going concern" qualification in its report dated April 1, 2024, citing that the Company suffered a net loss from operations and used cash in operations, which raises substantial doubt about its ability to continue as a going concern. Eastside Distilling incurred a net loss of $7.5 million during the year ended December 31, 2023. As of June 30, 2024, Eastside Distilling had $16,589,000 in total assets, $18,523,000 in total liabilities, and $1,934,000 in total stockholders' deficit. EDGIO INC: Seeks to Extend Plan Exclusivity to April 7, 2025 ------------------------------------------------------------ Edgio, Inc. and affiliates asked the U.S. Bankruptcy Court for the District of Delaware to extend their exclusivity periods to file a plan of reorganization and obtain acceptance thereof to April 7, 2025 and June 9, 2025, respectively. The Debtors explain that they are not seeking an extension to prejudice their creditor constituencies or grant the Debtors any unfair bargaining leverage. The Debtors have no ulterior motive in seeking an extension of the exclusive periods. The Debtors claim that they have been in regular communication with their creditor constituencies on numerous issues facing their estates, including formulation of a path forward for the Chapter 11 Cases, and have worked diligently in the prepetition and postpetition periods to maximize the value of their estates. The Debtors assert that they will use the extended exclusive periods to continue to negotiate with all interested parties to develop, file and solicit a chapter 11 plan or to reach an alternative of these Chapter 11 Cases. The Debtors' substantial progress in negotiating with their creditors and administering their cases supports the extension of the exclusive periods. In addition, termination of the exclusive periods would adversely impact the Debtors' efforts to preserve and maximize the value of their estates and the progress of the Chapter 11 Cases. Such termination may disincentivize creditors from negotiating with the Debtors and would certainly undermine the Debtors' efforts to successfully conclude the Chapter 11 Cases. Co-Counsel to the Debtors: Mark D. Collins, Esq. Russell C. Silberglied, Esq. Brendan J. Schlauch, Esq. Huiqi Liu, Esq. Emily R. Mathews, Esq. Gabrielle A. Colson, Esq. RICHARDS, LAYTON & FINGER, P.A. One Rodney Square 920 North King St. Wilmington, DE 19801 Tel: 1 (302) 651-7700 Fax: 1 (302) 651-7701 Email: Collins@RLF.com Silberglied@RLF.com Schlauch@RLF.com Liu@rlf.com Mathews@rlf.com Colson@rlf.com -and- Dennis F. Dunne, Esq. Tyson Lomazow, Esq. Lauren C. Doyle, Esq. Benjamin M. Schak, Esq. MILBANK LLP 55 Hudson Yards New York, NY 10001 Phone: 1 (212) 530-5000 Email: DDunne@Milbank.com TLomazow@Milbank.com LDoyle@Milbank.com BSchak@Milbank.com About Edgio Inc. Edgio Inc. (NASDAQ: EGIO) helps companies deliver online experiences and content faster, safer, and with more control. Its developer-friendly, globally scaled edge network, combined with our fully integrated application and media solutions, provide a single platform for the delivery of high-performing, secure web properties and streaming content. Through this fully integrated platform and end-to-end edge services, companies can deliver content quicker and more securely, thus boosting overall revenue and business value. Edgio Inc. and its affiliates sought Chapter 11 protection (Bankr. D. Del. Lead Case No. 24-11985) on Sept. 9, 2024 with a deal to sell its assets to lender Lynrock Lake Master Fund LP for a credit bid of $110 million, absent higher and better offers. The Hon. Karen B. Owens presides over the cases. Edgio disclosed $379,013,042 in total assets against $368,613,842 in total liabilities as of June 30, 2024. The Debtors tapped MILBANK LLP as general bankruptcy counsel; RICHARDS, LAYTON & FINGER, P.A., as local counsel; TD SECURITIES (USA) LLC (d/b/a TD COWEN) as financial restructuring advisor; and RIVERON CONSULTING LLC as business advisor. C STREET ADVISORY GROUP is serving as strategic communications advisor to the Debtors. OMNI AGENT SOLUTIONS, INC., is the claims agent. EPIC Y-GRADE SERVICES: Moody's Puts 'B3' CFR on Review for Upgrade ------------------------------------------------------------------ Moody's Ratings placed EPIC Y-Grade Services, LP's ratings on review for upgrade, including its B3 Corporate Family Rating, B3-PD Probability of Default Rating, B3 backed senior secured 1st lien term loan B rating and Ba3 backed senior secured super priority revolving credit facility rating. Previously, the outlook was positive. These rating actions follow the agreement announced[1] by Phillips 66 Company (Phillips 66, A3 stable) to acquire EPIC Y-Grade for a total consideration of $2.2 billion paid in cash. The transaction is expected to close as early as first quarter of 2025, subject to regulatory clearance and other customary closing conditions. RATINGS RATIONALE / FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS EPIC Y-Grade's ratings were placed on review for upgrade based on its potential ownership by Phillips 66 which has a much stronger credit profile and financial resources. Moody's expect that EPIC Y-Grade's term loan and revolving credit facility will be fully repaid in connection with the closing of the acquisition, and therefore Moody's will likely withdraw all of EPIC Y Grade's ratings upon extinguishment of its debt. EPIC Y-Grade Services, LP (a subsidiary of EPIC Y-Grade, LP) is a privately owned midstream energy business with NGL pipelines running from the Permian Basin to Corpus Christi, Texas. The company is majority-owned by affiliates of Ares Management Corporation with ownership stakes also held by Chevron Corporation (Aa2 stable), and an investor group led by FS Investments. The principal methodology used in these ratings was Midstream Energy published in February 2022. EXACTECH INC: Recovery for Unsecureds Still to Be Determined ------------------------------------------------------------ Exactech, Inc., and its affiliates filed with the U.S. Bankruptcy Court for the District of Delaware a Disclosure Statement relating to the Joint Chapter 11 Plan dated December 31, 2024. Founded in 1985, Exactech is a global medical device company that designs, manufactures, and markets joint replacement implants and related surgical instruments to help surgeons worldwide make patients more mobile. The Company was successful in negotiating a sale transaction for certain of its core business lines to EI BIDCO, LLC (the "Stalking Horse Purchaser") pursuant to which EI BIDCO, LLC agreed to credit bid all of the DIP Claims and all of the Prepetition First Lien Claims on behalf of the Prepetition Pari 1L Claims, and assume certain liabilities, including for the payment of certain cure costs. The terms of the contemplated Stalking Horse sale transaction are set forth in the Stalking Horse APA dated October 29, 2024, between the Debtors and the Stalking Horse Purchaser and attached to the Restructuring Support Agreement. The Stalking Horse APA is subject to higher or otherwise better bids submitted in accordance with the Bidding Procedures Order, and therefore sets a floor for such other potential bids to acquire the corresponding assets (the "Going Concern Assets") during the Company's Chapter 11 Cases. On October 29, 2024, the Debtors commenced the Chapter 11 Cases in the United States Bankruptcy Court for the District of Delaware, with the goal of completing the sale to the Stalking Horse Purchaser or, in the event the Stalking Horse Purchaser is not the Winning Bidder, then to the Winning Bidder and responsibly winding down the Debtors' Estates thereafter. Shortly thereafter, the Debtors filed their Bidding Procedures Motion to establish certain sale process dates and deadlines discussed in greater detail herein. The Bankruptcy Court entered the Bidding Procedures Order on December 10, 2024. Following the consummation of the contemplated sale of substantially all of the Debtors' assets (the "Sale Transaction") under the Plan, the Debtors propose to wind down their Estates. Under chapter 11, a debtor may reorganize or liquidate their business for the benefit of all stakeholders. The consummation of the Sale Transaction followed by an orderly wind-down is the principal objective of these Chapter 11 Cases. Generally speaking, the Plan: * provides for the sale of substantially all of the Debtors' assets to the Winning Bidder through the Sale Transaction; * provides the vesting of remaining assets following consummation of the Sale Transaction in the Wind-Down Trust for the purpose of monetization and distribution to Holders of Allowed Claims; * designates a Wind-Down Trustee to wind down the Debtors' affairs, pay and reconcile Claims against the Debtors, and administer the Plan in an efficient manner; * provides for payment in full or such other treatment as to render such Claims Unimpaired of Allowed Administrative Claims, Statutory Fees, Allowed Priority Tax Claims, Allowed Other Security Claims, and Allowed Priority Non-Tax Claims; * does not provide for a recovery for holders of section 510(b) Claims or Prepetition Equity Interests; and * subject to the consent of the Winning Bidder, does not provide a recovery for holders of Intercompany Claims or Intercompany Interests. Class 4 consists of General Unsecured Claims. Each Holder of an Allowed General Unsecured Claim shall receive its aggregate Pro Rata share of: (i) the Wind-Down Distributable Consideration remaining after distributions, if any, of such Wind-Down Distributable Consideration to Holders of Prepetition Pari 1L Claims, and (ii) the GUC Reserve. The Disclosure Statement still has blanks as to the estimated allowed amount and percentage recovery for holders of unsecured claims. Each Prepetition Equity Interests shall be cancelled, and the Holders thereof shall not receive or retain any property on account of such interests under the Plan. The Debtors or the Wind-Down Trust, as applicable, will fund the distributions under the Plan as set forth in the Plan with (i) the Sale Proceeds, including the Wind-Down Amount, (ii) the Wind-Down Distributable Consideration, (iii) Wind-Down Trust Assets, and (iv) the GUC Reserve. A full-text copy of the Disclosure Statement dated December 31, 2024 is available at https://urlcurt.com/u?l=5XzXzO from Kroll Restructuring Administration LLC, claims agent. Co-Counsels for the Debtors: Ryan Preston Dahl, Esq. Benjamin M. Rhode, Esq. Luke Smith, Esq. ROPES & GRAY LLP 191 N. Wacker Drive, 32 nd Floor Chicago, Illinois 60606 Tel: (312) 845-1200 Fax: (312) 845-5500 E-mail: ryan.dahl@ropesgray.com benjamin.rhode@ropesgray.com luke.smith@ropesgray.com -and- Ryan M. Bartley, Esq. Andrew A. Mark, Esq. Elizabeth S. Justison, Esq. Andrew A. Mark, Esq. YOUNG CONAWAY STARGATT & TAYLOR, LLP 1000 North King Street Rodney Square Wilmington, Delaware 19801 Tel.: (302) 571-6600 Fax: (302) 571-1253 Email: rbartley@ycst.com ejustison@ycst.com amark@ycst.com About Exactech, Inc. Exactech Inc. -- https://www.exac.com/ -- is a joint-replacement implant manufacturer owned by TPG Capital. Exactech Inc. and its affiliates 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, Exactech estimated assets and liabilities between $100 million and $500 million each. Young Conaway Stargatt & Taylor, LLP serves as as co-counsel to the Debtors. Riveron Management Services, LLC is the Debtors' chief restructuring officer. Centerview Partners LLC is the investment banker. Kroll Restructuring Administration LLC is the claims agent and administrative advisor. F&G ANNUITIES: Fitch Rates $375MM Jr. Subordinated Notes 'BB' ------------------------------------------------------------- Fitch Ratings has assigned a 'BB' long-term rating to F&G Annuities & Life, Inc.'s $375 million issuance of 7.3% junior subordinated notes due 2065. F&G's and its affiliates' existing ratings are unaffected by the rating action. Key Rating Drivers Fitch has assigned the notes a rating three notches below F&G's 'BBB' Long-Term Issuer Default Rating (IDR), reflecting two notches for subordination based on a baseline 'Poor' recovery assumption and one notch for minimal non-performance risk. The notes will not receive equity credit in the financial leverage calculation under Fitch's "Insurance Rating Criteria". Proceeds from the issuance are expected to be used for general corporate purposes, including supporting organic growth opportunities. F&G's financial leverage was 26.5% as of 3Q24 and is expected to increase in 1Q25 proforma the issuance. Fitch then expects financial leverage to decline over the rating horizon through growth in retained earnings and the 1H25 maturity of $300 million of senior notes. RATING SENSITIVITIES Factors that Could, Individually or Collectively, Lead to Negative Rating Action/Downgrade - A material reduction in group RBC ratios or a decline in the Prism score to the low end of 'Strong'; - Risky asset ratio above 130%; - Financial leverage above 28%. Factors that Could, Individually or Collectively, Lead to Positive Rating Action/Upgrade - The Prism capital model score maintained in the 'Very Strong' category; - An improvement in Fitch's assessment of the company's profile factor to 'a', driven by enhanced diversification; - Continued stable investment performance that does not lead to realized losses; - GAAP fixed-charge coverage above 7x. ESG Considerations The highest level of ESG credit relevance is a score of '3', unless otherwise disclosed in this section. A score of '3' means ESG issues are credit-neutral or have only a minimal credit impact on the entity, either due to their nature or the way in which they are being managed by the entity. Fitch's ESG Relevance Scores are not inputs in the rating process; they are an observation on the relevance and materiality of ESG factors in the rating decision. Entity/Debt Rating ----------- ------ F&G Annuities & Life, Inc. junior subordinated LT BB New Rating F&G ANNUITIES: Moody's Rates Junior Subordinated Notes 'Ba1(hyb)' ----------------------------------------------------------------- Moody's Ratings has assigned a Ba1 (hyb) rating to F&G Annuities & Life, Inc.'s (F&G, Baa3 stable) issuance of junior subordinated notes. F&G intends to use the net proceeds from the issuance for general corporate purposes, including the repurchase, redemption or repayment at maturity of outstanding indebtedness. The outlook for F&G is unchanged at stable. RATINGS RATIONALE F&G's ratings reflect the expansion of its product suite and its distribution channels which has led to sales growth following its June 2020 acquisition by Fidelity National Financial, Inc (FNF; Baa2 stable). FNF has provided additional financial flexibility and capital to support F&G's strategic growth plans. While F&G's largest distribution channel continues to be independent marketing organizations, the company expanded its broker/ dealer channel and established bank distribution relationships with the help of FNF and improvements in F&G's credit profile. These strengths are offset by the concentration in FIAs, the company's relatively small size in a consolidating industry, and above average risk in its investment portfolio. However, F&G has leveraged the expertise of Blackstone Inc. that has allowed it to enhance its risk-adjusted investment yields and maintain net investment spreads and achieve product pricing returns. The Ba1 (hyb) rating on the junior subordinated debt reflects Moody's typical notching for instruments issued by insurers relative to their insurance financial strength and senior debt ratings. Following the junior subordinated debt issuance, Moody's expect F&G's adjusted financial leverage (excluding accumulated other comprehensive income) to remain in the mid-20s. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATING The following factors could lead to an upgrade of F&G's rating: 1) sustained strong capital generation and cash flow from the life operating entities; 2) more balanced growth in profitably-priced new FIA business and life insurance; and 3) an upgrade of FNF's debt ratings. Conversely, the following factors could result in a downgrade of F&G's rating: 1) increased investment risk from more aggressive asset allocations; 2) adjusted financial leverage above 30%; 3) sustained US GAAP return on capital less than 4%; 4) significant use of reinsurance to finance growth; 5) more aggressive capital actions or the NAIC RBC ratio (company action level) declining below 400%; or 6) a downgrade of FNF's debt ratings. F&G Annuities & Life, Inc. is an insurance holding company headquartered in Delaware. As of September 30, 2024, F&G Annuities & Life, Inc. reported total assets of $84.1 billion and total equity of $4.5 billion. The principal methodology used in this rating was Life Insurers published in April 2024. FELIX PAYMENT: Chapter 15 Case Summary -------------------------------------- Chapter 15 Debtor: Felix Payment Systems Ltd. 20th Floor, 250 Howe Street Vancouver, BC, V6C 3R8 Canada Business Description: Felix Payment is a privately-held financial technology company based in Vancouver, British Columbia specializing in cloud-based payment acceptance infrastructure and associated software systems. The Debtor, a start-up, has developed an innovative solution that transforms non-traditional hardware into a certified payment terminal. Chapter 15 Petition Date: January 7, 2025 Court: United States Bankruptcy Court Eastern District of North Carolina Case No.: 25-00053 Judge: Hon. Pamela W Mcafee Foreign Proceeding: Matter of a Plan of Compromise or Arrangement of Felix Payment Systems Ltd. No. S-248103 Foreign Representative: Felix Payment Systems Ltd. 20th Floor, 250 Howe Street Vancouver, BC, V6C 3R8 Canada Signed by: Andrew Cole Foreign Representative's Counsel: Brian R. Anderson, Esq. FOX ROTHSCHILD LLP 230 N. Elm Street, Suite 1200 Greensboro, NC 27401 Tel: (336) 378-5205 Email: branderson@foxrothschild.com Estimated Assets: Unknown Estimated Debt: Unknown A full-text copy of the Chapter 15 petition is available for free on PacerMonitor at: https://www.pacermonitor.com/view/MTLJX5A/Felix_Payment_Systems_Ltd__ncebke-25-00053__0001.0.pdf?mcid=tGE4TAMA FELIX PAYMENT: Seeks Chapter 15 Bankruptcy ------------------------------------------ Emily Lever of Law360 reports that Felix Payment Systems Ltd., based in Vancouver, has filed a Chapter 15 petition in North Carolina, citing liabilities of CA$19 million (US$13.2 million). According to Law360, the company aims to shield its assets from creditors while it restructures through Canadian insolvency proceedings. About Felix Payment Systems Ltd. Felix Payment Systems Ltd. is a privately-held financial technology company based in Vancouver, British Columbia specializing in cloud-based payment acceptance infrastructure and associated software systems.” Felix Payment Systems Ltd. sought relief under Chapter 15 of the U.S. Bankruptcy Code (Bankr. E.D.N.C.) on January 7, 2025. Andrew Cole is the company's foreign representative. FGVKJW LLC: Seeks Chapter 11 Bankruptcy Protection in Texas ----------------------------------------------------------- On January 7, 2025, FGVKJW LLC filed a Chapter 11 petition with the U.S. Bankruptcy Court for the Southern 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 FGVKJW LLC FGVKJW LLC is a single asset real estate company, operates from its principal location at 10518 Heizer in Corpus Christi, Texas. FGVKJW LLC relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Tex.Case No. 25-30157) on January 7, 2025. In its petition, the Debtor reports estimated assets and liabilities between $500,000 and $1 million. Honorable Bankruptcy Judge Eduardo V. Rodriguez handles the case. FRANCHISE GROUP: Amends Plan to Include Intercompany Claims Details ------------------------------------------------------------------- Franchise Group, Inc., and its Affiliated Debtors submitted a Disclosure Statement describing First Amended Joint Plan dated January 3, 2025. The Plan constitutes a joint plan of reorganization for all of the Debtors. All Claims and Interests, except DIP Claims, Administrative Expense Claims, Fee Claims, U.S. Trustee Fees and Priority Tax Claims, are placed in the Classes set forth in Article IV. The Plan consolidates certain Claims against all Debtors solely for purposes of voting and confirmation. In accordance with section 1123(a)(1) of the Bankruptcy Code, the Debtors have not classified Administrative Expense Claims, DIP Claims, Fee Claims, U.S. Trustee Fees and Priority Tax Claims. Class 6-A consists of Franchise Group, Inc. General Unsecured Claims. In full and final satisfaction, compromise, settlement, release, and discharge of each Allowed General Unsecured Claim at Franchise Group, Inc., except to the extent that a Holder of a General Unsecured Claim against Franchise Group, Inc. agrees to less favorable treatment, on the Effective Date, or as soon as practicable thereafter, each Holder of an Allowed General Unsecured Claim at Franchise Group, Inc. shall receive: * in the event the Restructuring Transactions are consummated through a Plan Equitization Transaction (including, for the avoidance of doubt, following any Partial Sale Transaction, if any), the greater of (A) the recovery such claimant would be entitled to receive under section 1129(a)(7) of the Bankruptcy Code, and (B) its pro rata share of the OpCo General Unsecured Claims Distribution allocable to Franchise Group, Inc. in connection with any Partial Sale Transaction, if any. If the proceeds of the Partial Sale Transaction do not result in a OpCo General Unsecured Claims Distribution, then such Holder of a General Unsecured Claim at Franchise Group, Inc. shall receive no consideration on account of its General Unsecured Claim at Franchise Group, Inc.; or * in the event the Restructuring Transactions are consummated through a Sale Transaction, its pro rata share of the OpCo General Unsecured Claims Distribution allocable to Franchise Group, Inc., if any. If the proceeds of the Sale Transaction do not result in a OpCo General Unsecured Claims Distribution, then such Holder of a General Unsecured Claim at Franchise Group, Inc. shall receive no consideration on account of its General Unsecured Claim at Franchise Group, Inc. Class 6-C consists of Buddy's General Unsecured Claims. In full and final satisfaction, compromise, settlement, release, and discharge of each Allowed General Unsecured Claim against the Buddy's Debtors, except to the extent that a Holder of a General Unsecured Claim against the Buddy's Debtors agrees to less favorable treatment, on the Effective Date, or as soon as practicable thereafter, each Holder of an Allowed General Unsecured Claim against the Buddy's Debtors shall receive: * in the event the Restructuring Transactions are consummated through a Plan Equitization Transaction (including, for the avoidance of doubt, following any Partial Sale Transaction, if any), the greater of (A) the recovery such claimant would be entitled to receive under section 1129(a)(7) of the Bankruptcy Code, and (B) its pro rata share of the OpCo General Unsecured Claims Distribution allocable to the Buddy's Debtors resulting from any Partial Sale Transaction with respect to the Buddy's Debtors, if any. If the proceeds of the Partial Sale Transaction do not result in a OpCo General Unsecured Claims Distribution, then such Holder of a General Unsecured Claim against the Buddy's Debtors shall receive no consideration on account of its General Unsecured Claim against the Buddy's Debtors; or * in the event the Restructuring Transactions are consummated through the Sale Transaction, its pro rata share of the OpCo General Unsecured Claims Distribution allocable to the Buddy's Debtors, if any. If the proceeds of the Sale Transaction do not result in a OpCo General Unsecured Claims Distribution, then such Holder of a General Unsecured Claim against the Buddy's Debtors shall receive no consideration on account of its General Unsecured Claim against the Buddy's Debtors. Class 6-D consists of PSP General Unsecured Claims. In full and final satisfaction, compromise, settlement, release, and discharge of each Allowed General Unsecured Claim against the PSP Debtors, except to the extent that a Holder of a General Unsecured Claim against the PSP Debtors agrees to less favorable treatment, on the Effective Date, or as soon as practicable thereafter, each Holder of an Allowed General Unsecured Claim against the PSP Debtors shall receive: * in the event the Restructuring Transactions are consummated through the Plan Equitization Transaction (including, for the avoidance of doubt, following any Partial Sale Transaction, if any), the greater of (A) the recovery such claimant would be entitled to receive under section 1129(a)(7) of the Bankruptcy Code, and (B) its pro rata share of the OpCo General Unsecured Claims Distribution allocable to the PSP Debtors resulting from any Partial Sale Transaction with respect to the PSP Debtors, if any. If the proceeds of the Partial Sale Transaction do not result in a OpCo General Unsecured Claims Distribution, then such Holder of a General Unsecured Claim against the PSP Debtors shall receive no consideration on account of its General Unsecured Claim against the PSP Debtors; or * in the event the Restructuring Transactions are consummated through the Sale Transaction, its pro rata share of the OpCo General Unsecured Claims Distribution allocable to the PSP Debtors, if any. If the proceeds of the Sale Transaction do not result in a OpCo General Unsecured Claims Distribution, then such Holder of a General Unsecured Claim against the PSP Debtors shall receive no consideration on account of its General Unsecured Claim against the PSP Debtors. Class 6-E consists of Vitamin Shoppe General Unsecured Claims. In full and final satisfaction, compromise, settlement, release, and discharge of each Allowed General Unsecured Claim against the Vitamin Shoppe Debtors, except to the extent that a Holder of a General Unsecured Claim against the Vitamin Shoppe Debtors agrees to less favorable treatment, on the Effective Date, or as soon as practicable thereafter, each Holder of an Allowed General Unsecured Claim against the Vitamin Shoppe Debtors shall receive: * in the event the Restructuring Transactions are consummated through the Plan Equitization Transaction (including, for the avoidance of doubt, following any Partial Sale Transaction, if any), the greater of (A) the recovery such claimant would be entitled to receive under section 1129(a)(7) of the Bankruptcy Code, and (B) its pro rata share of the OpCo General Unsecured Claims Distribution allocable to the Vitamin Shoppe Debtors resulting from any Partial Sale Transaction with respect to the Vitamin Shoppe Debtors, if any. If the proceeds of the Partial Sale Transaction do not result in a OpCo General Unsecured Claims Distribution, then such Holder of a General Unsecured Claim against the Vitamin Shoppe Debtors shall receive no consideration on account of its General Unsecured Claim against the Vitamin Shoppe Debtors; or * in the event the Restructuring Transactions are consummated through the Sale Transaction, its pro rata share of the OpCo General Unsecured Claims Distribution allocable to the Vitamin Shoppe Debtors, if any. If the proceeds of the Sale Transaction do not result in a OpCo General Unsecured Claims Distribution, then such Holder of a General Unsecured Claim against the Vitamin Shoppe Debtors shall receive no consideration on account of its General Unsecured Claim against the Vitamin Shoppe Debtors. Class 8 consists of HoldCo General Unsecured Claims. In full and final satisfaction, compromise, settlement, release, and discharge of each Allowed HoldCo General Unsecured Claim, except to the extent that a Holder of an Allowed HoldCo General Unsecured Claim agrees to less favorable treatment on account of their Claim, on the Effective Date, or as soon as practicable thereafter, each Holder of an Allowed HoldCo General Unsecured Claim shall receive: * in the event the Restructuring Transactions are consummated through the Plan Equitization Transaction, (including, for the avoidance of doubt, following any Partial Sale Transaction, if any), (A) its pro rata share of the Prepetition HoldCo Lender Distribution resulting from any Partial Sale Transaction, if any, and (B) solely with respect to Allowed HoldCo General Unsecured Claims against the Freedom HoldCo Debtors (if any), to the extent that, after conclusion of the Freedom HoldCo Independent Investigation, it is determined that the Freedom HoldCo Debtors have Claims and Causes of Action that are not otherwise settled, discharged or released under or pursuant to the Plan, its pro rata share of any recovery from the Freedom HoldCo Debtor Liquidation Trust. If the proceeds of the Partial Sale Transaction do not result in a Prepetition HoldCo Lender Distribution, or, with respect to respect to Allowed HoldCo General Unsecured Claims against the Freedom HoldCo Debtors, there is no recovery from the Freedom HoldCo Debtor Liquidation Trust, then such Holder of a HoldCo General Unsecured Claims Distribution shall receive no distribution or recovery on account of its HoldCo General Unsecured Claim; or * in the event the Restructuring Transactions are consummated through the Sale Transaction, (A) its pro rata share of the HoldCo General Unsecured Claims Distribution, if any and (B) solely with respect to Allowed HoldCo General Unsecured Claims against the Freedom HoldCo Debtors (if any), to the extent that, after conclusion of the Freedom HoldCo Independent Investigation, it is determined that the Freedom HoldCo Debtors have Claims and Causes of Action that are not otherwise settled, discharged or released under or pursuant to the Plan, its pro rata share of any recovery from the Freedom HoldCo Debtor Liquidation Trust. If the proceeds of the Sale Transaction do not result in a HoldCo General Unsecured Claims Distribution, or, with respect to respect to Allowed HoldCo General Unsecured Claims against the Freedom HoldCo Debtors, there is no recovery from the Freedom HoldCo Debtor Liquidation Trust, then such Holder of a HoldCo General Unsecured Claims Distribution shall receive no consideration on account of its HoldCo General Unsecured Claim. Class 9 consists of Intercompany Claims. On the Effective Date, each Holder of an Allowed Intercompany Claim shall receive the following treatment: * Plan Equitization Transaction. In the event of the Plan Equitization Transaction, on or after the Effective Date: (a) any and all Intercompany Claims between, among and/or against, Franchise Group, Inc. and any of its direct or indirect subsidiaries (including, for the avoidance of doubt, the American Freight Debtors, the Buddy's Debtors, the PSP Debtors, and the Vitamin Shoppe Debtors, to the extent each of the foregoing constitute Non-Partial Sale Transaction Debtors) shall, at the option of the Debtors and the Required Consenting First Lien Lenders, either be (i) extinguished, canceled, and/or discharged on the Effective Date or (ii) reinstated and otherwise survive the Debtors' restructuring by virtue of such Intercompany Claims being left unimpaired; and (b) any and all Intercompany Claims between and among the HoldCo Debtors shall, at the option of the Debtors, in consultation with the Required Consenting First Lien Lenders, either be (i) extinguished, canceled, and/or discharged on the Effective Date, or (ii) reinstated and otherwise survive the Debtors' restructuring by virtue of such Intercompany Claims being left unimpaired. * Sale Transaction. In the event of a Sale Transaction, any and all Intercompany Claims between and among any Debtors whose equity is not purchased by the Successful Bidder shall, at the option of the Debtors, either be (i) extinguished, canceled and/or discharged on the Effective Date or (ii) reinstated and otherwise survive the Debtors' restructuring by virtue of such Intercompany Claims being left unimpaired. To the extent any such Intercompany Claim is reinstated, or otherwise adjusted (including by contribution, distribution in exchange for new debt or equity, or otherwise), paid or continued as of the Effective Date, any such transaction may be effected on or after the Effective Date without any further action by the Bankruptcy Court, act or action under applicable law, regulation, order or rule or the vote, consent, authorization or approval of any Person. In the event of a Plan Equitization Transaction, the Debtors shall fund Cash distributions under the Plan with Cash on hand, including Cash from operations, the American Freight Liquidation Proceeds, the Sale Proceeds (if any) and the proceeds of the DIP Facility. Cash payments to be made pursuant to the Plan will be made by the Reorganized Debtors or the Disbursing Agent. In the event of a Sale Transaction or a Partial Sale Transaction, the Debtors shall fund Cash distributions under the Plan from Cash on hand (if any), the American Freight Liquidation Proceeds, and the Sale Proceeds in accordance with the terms of the Sale Documents and the Plan. In the event a Freedom HoldCo Debtor Liquidation Trust is established, the Debtors shall fund distributions to Allowed Claims against the Freedom HoldCo Debtors from proceeds of the Freedom HoldCo Debtor Liquidation Trust. A full-text copy of the First Amended Plan dated January 3, 2025 is available at https://urlcurt.com/u?l=boC0A7 from Kroll Restructuring Administration LLC, claims agent. Proposed Co-Counsel to the Debtors: Edmon L. Morton, Esq. Shella Borovinskaya, Esq. Matthew B. Lunn, Esq. Allison S. Mielke, Esq. Shella Borovinskaya, Esq. YOUNG CONAWAY STARGATT & TAYLOR, LLP Rodney Square 1000 North King Street Wilmington, Delaware 19801 Tel: (302) 571-6600 Fax: (302) 571-1253 E-mail: emorton@ycst.com mlunn@ycst.com amielke@ycst.com sborovinskaya@ycst.com 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, New York 10019 Tel: (212) 728-8000 Fax: (212) 728-8111 E-mail: 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. FREEPORT LNG: Moody's Rates Amended Senior Secured Term Loan 'B3' ----------------------------------------------------------------- Moody's Ratings assigned a B3 rating to Freeport LNG Investments, LLLP ("FLNGI"'s) amended senior secured term loan B, due December 2028. FLNGI's existing ratings and stable outlook remain unchanged. The amount of the amended term loan B will be equivalent to the outstanding principal on the existing secured term loan B, keeping the company's leverage profile unchanged. The repricing transaction will allow FLNGI to benefit from an improved cost of capital. The company will concurrently amend its term loan agreement, which will reduce interest cost and keep other existing terms. RATINGS RATIONALE FLNGI's senior secured term loan B is rated B3, at the same level as the B3 Corporate Family Rating (CFR). The term loan represents the bulk of the debt of the company and will benefit from the same security package, as the existing term loan B, including the first-lien pledge of the ownership interests in Freeport LNG Development, L.P. ("FLNG"). The B3 CFR of FLNGI and stable outlook reflects continuous support from the majority shareholder, including prompt equity contributions, that enabled covenant compliance and debt service by FLNGI. Distributions from the operating subsidiaries to FLNGI resumed in April 2024 and by October 2024 distributions were more than sufficient to fully cover debt service marking the end of the extended interruption caused by the industrial accident in June 2022. FLNGI's cash flows and debt capacity are supported by the predictable and recurring nature of the long-dated, contractually derived cash flow generated by its operating companies and distributed to FLNGI through intermediate holding companies. FLNGI and its principal owner maintain effective controlling rights over the group's distributions, entire operations and strategic development. FLNGI's ratings are constrained by the high absolute level of indebtedness maintained by the group. The stability and magnitude of FLNGI's cash flow stream is also tempered by the high extent to which FLNGI's debt is structurally subordinated to substantial debt raised at intermediate holding company FLEX-IH and project debt that the group's LNG operating companies raised earlier to finance construction of the three principal operating assets. While FLNGI retains strong governance control, Moody's note risks associated with concentrated ownership, as well as financial risks associated with more complex capital structures and the presence of significant minority shareholders in operating companies. Finally, Moody's note a high degree of tolerance for debt and leverage. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATING The ratings may be upgraded if FLNGI's stand-alone liquidity position improves, including proactive management of maturities, and leverage metrics are restored, such that EBITDA/interest is maintained above 2x. Weaker liquidity could lead to the downgrade of the ratings. Freeport LNG Investments, LLLP (FLNGI) is a limited liability limited partnership that holds 55.35% interest in Freeport LNG Development, L.P. Additionally, FLNGI Option Holdco, LLC (FLNGI Option) owns an additional 8.11% interest in FLNG. FLNGI and FLNGI Option are ultimately owned by Mr. Michael Smith, the founder and the beneficial controlling shareholder of the group. FLNG holds through its 100% subsidiary FLEX Intermediate Holdco, LLC (FLEX IH) interests in the three operating LNG facilities, including 50% interest in FLNG Liquefaction 1, LLC (FLIQ1), 42% interest in FLNG Liquefaction 2, LLC (FLIQ2) and 100% interest in FLNG Liquefaction 3, LLC (FLIQ3). All three trains operate under long term use-or-pay tolling contracts and have capacity of 5 MTPA per train. The principal methodology used in this rating was Midstream Energy published in February 2022. FRONTLINE MEDICAL: Law Firm Loses Bid to Dismiss Bankruptcy Case ---------------------------------------------------------------- In the case captioned as BUSCH LAW FIRM, LLC, Appellant, v. FRONTLINE MEDICAL SERVICES LLC, Appellee, BAP No. CO-24-008 (10th Cir.), Judges Janice Lloyd, Cathleen Parker and William Thurman of the United States Bankruptcy Appellate Panel of the Tenth Circuit affirmed the decision of the United States Bankruptcy Court for the District of Colorado denying the motion of Busch Law Firm to dismiss Frontline Medical Services, LLC's bankruptcy case. The Panel reversed the Bankruptcy Court's decision confirming the plan of reorganization filed by the Debtor. It remands the issue to the Bankruptcy Court for further proceedings. Frontline is certified as a Service-Disabled, Veteran-Owned Small Business, which provides it with an advantage to receive government contracts from the Veteran's Administration and other government healthcare providers. Over the years, the company operated under several different contracts with the VA. Frontline was profitable in 2018 and 2019, but its profits were substantially affected in 2020 due to the COVID-19 pandemic -- VA locations were closed, and durable medical equipment orders were not placed. In October 2020, Frontline received notice that the VA was partially terminating a contract because several line items had been awarded to it in error. The notice indicated the partial termination was effective immediately and a formal termination notification would follow. In response, Frontline retained Appellant Busch Law Firm to represent it in resolving the Terminated Contract issue pursuant to an engagement letter dated Oct. 16, 2020. In December 2021, the Appellant terminated its engagement with Frontline and began efforts to recover its fees. Although the Engagement Letter required the parties to engage in mediation to resolve fee disputes, no mediation took place because the parties were unable to agree on a mediator. In May of 2022, the Appellant filed a lawsuit in state court against Frontline asserting breach of contract claims, and alternatively, seeking equitable relief. Frontline filed five counterclaims. The Appellant moved to dismiss four of them. While the motion to dismiss was pending, on September 6, 2022, Frontline filed a petition for chapter 11 bankruptcy relief, electing to proceed under subchapter V. Immediately following Frontline's bankruptcy filing, Appellant sought relief from the automatic stay to proceed with the State Court Litigation. The Bankruptcy Court denied Appellant's request. Subsequently, Frontline filed its Subchapter V Plan of Reorganization. Appellant objected. On Jan. 13, 2023, the Appellant filed its Motion to Dismiss Case Pursuant to Sec. 1112(b) arguing: (1) Frontline's bad faith constitutes cause for dismissal or conversion, and (2) dismissal rather than conversion is appropriate because this case involves a two-party dispute. Frontline amended the Plan on March 20, 2023, and again on March 29, 2023, to which Appellant objected on several grounds, including that Appellant had not proposed the Plan in good faith and the Plan failed to meet the requirements of Secs. 1129 and 1191. The Bankruptcy Court held an evidentiary hearing on both the Motion to Dismiss and plan confirmation. Motion to Dismiss On Feb. 20, 2024, the Bankruptcy Court denied the Motion to Dismiss and confirmed the Plan. This appeal followed. The main argument advanced by the Appellant is that this case is purely a two-party dispute that Frontline filed as a litigation tactic to gain advantage over the law firm. Specifically, the Appellant asserts Frontline filed bankruptcy to avoid an adverse ruling by the State Court in order to exert pressure on the law firm, to avoid paying the full amount of the state law claim, and to avoid revealing its false claims and misconduct to the VA. The Appellant contends further that, in not finding Frontline exhibited bad faith, the Bankruptcy Court largely ignored: (i) Frontline's unauthorized postpetition payments to its State Court attorneys, (ii) Frontline's unique statutory and contractual duties as a government contractor, (iii) Frontline's record of inconsistent statements, and (iv) Frontline's ability at any time to submit a Standard Form 30 to the VA for reimbursement of its legal fees which would have extinguished the need for the bankruptcy case. In short, the Appellant contends the totality of Frontline's conduct establishes a pattern and practice of bad faith gamesmanship. The Panel agrees that the Bankruptcy Court committed no clear error in finding that Frontline did not file its case in bad faith. The Bankruptcy Court thoroughly analyzed each of the Laguna Factors as they applied to the facts established in the record regarding Frontline's prepetition and postpetition conduct. The evidence supports its conclusion that Frontline filed its bankruptcy petition for the legitimate purpose of reorganizing an ongoing business and proposed its Plan in good faith. This Court is not left with the definite and firm conviction that the Bankruptcy Court made a mistake regarding this issue. The term "bad faith" is not defined in the Bankruptcy Code. The Tenth Circuit analyzes whether a debtor filed for relief in good faith by considering a nonexclusive list of factors from In re Laguna Associates Ltd. Partnership. The Bankruptcy Court discussed each Laguna Factor in turn and determined the evidence did not support a finding of bad faith: (1) Frontline has more than one asset; (2) Frontline's submission of the Settlement Proposal to the VA and subsequent dispute of the attorney's fees contained therein did not constitute improper prepetition conduct because Appellant did not establish Frontline had knowledge the fees were improperly submitted to the VA for payment; (3) the low number of unsecured creditors was justified because Frontline's business model does not require it to acquire debt in the ordinary course of business; (4) Frontline was not facing foreclosure; (5) there was no standstill in the State Court Litigation and Frontline had not lost; (6) Frontline had not evaded any court orders; (7) Frontline has an ongoing business, has cash flow sufficient to pay its operating expenses, and expects to hire employees in the future; and (8) Frontline has shown a likelihood of reorganization. Confirmation of the Plan The Appellant contends the Bankruptcy Court did not apply the correct legal standard when analyzing the feasibility of the Plan. Specifically, the Appellant notes Sec. 1129(a)(11) is the standard only when the proposed plan is consensual; however, if the plan is nonconsensual, a proposed plan must also meet the requirements under Sec. 1191(c)(3). Despite the Bankruptcy Court's detailed analysis under Sec. 1129(a) and language concluding the Plan was fair and equitable, it did not conduct an analysis under Sec. 1191(c)(3), the Panel finds. Namely, it did not explicitly find that Frontline would be able to make all payments under the Plan or that there is a reasonable likelihood that it would be able to make all payments and the Plan provides for appropriate remedies if payments are not made. That feasibility finding is a requirement to find a plan is fair and equitable for purposes confirmation under subchapter V. Accordingly, the Panel remands this issue to the Bankruptcy Court to conduct an analysis applying the correct legal standard. A copy of the Court's decision is available at https://urlcurt.com/u?l=neeP82 About Frontline Medical Services Frontline Medical Services, LLC filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. D. Colo. Case No. 22-13411) on Sept. 6, 2022, with between $100,001 and $500,000 in both assets and liabilities. Joli A. Lofstedt serves as Subchapter V trustee. Judge Kimberley H. Tyson oversees the case. Steven T. Mulligan, Esq., at Coan, Payton & Payne, LLC, is the Debtor's counsel. FTX TRADING: Disputes Backpack's Claims on FTX EU Acquisition ------------------------------------------------------------- FTX Trading Ltd. (d/b/a. FTX.com) and the FTX Recovery Trust on Jan. 8, 2025, clarified certain statements made by the Backpack entities regarding Backpack's purported acquisition of FTX EU Ltd and return of funds to former FTX EU customers. FTX is aware that, on Jan.7, 2025, Backpack issued a press release announcing its acquisition of FTX EU. The Backpack Press Release was issued without the knowledge or involvement of FTX. In addition, the Backpack Press Release, as well as a related website established by Backpack contain numerous potentially confusing statements regarding FTX EU, FTX and the U.S. bankruptcy process. -- As of Jan. 8, 100% of the share capital of FTX EU is held by FTX Europe AG, an FTX subsidiary. The previously announced transfer of the FTX EU shares to certain former insiders of FTX Europe has not yet occurred. -- The United States Bankruptcy Court for the District of Delaware did not approve the acquisition of FTX EU by Backpack. As previously announced, under the supervision of the U.S. Bankruptcy Court, the FTX Debtors agreed to sell FTX EU to certain former insiders of FTX Europe in connection with a settlement agreement. FTX has now been informed that these former insiders have agreed to the indirect transfer of FTX EU to Backpack. Neither FTX nor the U.S. Bankruptcy Court was made aware of the indirect sale of FTX EU to Backpack prior to this week. -- Backpack has not been authorized by FTX to make any distributions to any FTX customers or other creditors, including any former FTX EU customers. FTX EU is solely responsible for the return of any funds it owes to former FTX EU customers. -- Backpack has no involvement whatsoever in the U.S. Bankruptcy Court-approved process for returning funds to any FTX customers and other creditors. -- Any amounts owed by FTX EU to its former customers have not and will not be determined by FTX or the U.S. Bankruptcy Court. FTX EU holds customer funds belonging to customers of FTX EU. Any amounts due by FTX EU to its customers will be determined solely by FTX EU following completion of a sale of FTX EU. FTX will not be responsible for the repayment of any funds owed by FTX EU to its former customers and expressly disclaims any responsibility for such repayment by FTX EU. -- FTX has not reviewed or approved a website established by Backpack regarding asset recovery for former FTX EU customers, or reviewed or approved any other communications by Backpack. FTX expressly disclaims any responsibility for the accuracy or completeness of any information contained in Backpack's press release, website or other communications released by Backpack, including with respect to the statements by Backpack highlighted above. Additional Information about FTX Recoveries and Distributions As previously announced, FTX's U.S. Bankruptcy Court-approved Chapter 11 plan of reorganization became effective on Jan. 3, 2025. The initial distribution record date for holders of allowed claims in the Plan's convenience classes was also Jan. 3, 2025. The Initial Distribution is expected to occur within 60 days of Jan. 3, 2025, with participation subject to know-your-customer and other distribution requirements. U.S. Bankruptcy Court filings, including the Plan and other documents related to the U.S. Bankruptcy Court proceedings, are available at https://cases.ra.kroll.com/FTX/. 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: Plan Exclusivity Period Extended to April 7 -------------------------------------------------------------- Judge Thomas M. Horan of the U.S. Bankruptcy Court for the District of Delaware extended Fulcrum Bioenergy Inc. and affiliates' exclusive periods to file a plan of reorganization and obtain acceptance thereof to April 7, 2025 and June 6, 2025, respectively. As shared by Troubled Company Reporter, prior to the Petition Date, the Debtors and Switch negotiated a "stalking horse" asset purchase agreement (the "Switch APA"), contemplating a total purchase price of $15 million. At the time, the Switch APA represented the best and highest offer for the purchase of certain of the Debtors' assets. On November 14, 2024, the Court entered orders approving the sales of substantially all of the Debtors assets. The sales contemplated by the sale orders closed on November 19, 2024. Since the closing of the sales, the Debtors have been focused on negotiating with their primary constituencies on the terms of the disclosure statement and plan. The Debtors explain that they should now be given sufficient time to craft a chapter 11 plan, that will be best for the Debtors' estates and creditors after spending the initial months of these chapter 11 cases focused on their primary goal of maximizing the value of their assets. The extension request is reasonable and consistent with the efficient prosecution of these chapter 11 cases because it will provide the Debtors with additional time to consider important issues, negotiate, draft and finalize a plan, and solicit acceptances. Counsel to the Debtors: MORRIS, NICHOLS, ARSHT & TUNNELL LLP Robert J. Dehney, Sr., Esq. Curtis S. Miller, Esq. Clint M. Carlisle, Esq. Avery Jue Meng, Esq. 1201 N. Market Street, 16th Floor Wilmington, Delaware 19801 Telephone: (302) 658-9200 Email: rdehney@morrisnichols.com cmiller@morrisnichols.com ccarlisle@morrisnichols.com ameng@morrisnichols.com 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. GA VIEWS: Business Income, or Sale/Refinance, to Fund Plan ---------------------------------------------------------- GA Views Management, LLC, filed with the U.S. Bankruptcy Court for the District of Columbia a Disclosure Statement in support of Chapter 11 Plan dated January 6, 2025. GA Views is a Single Asset Real Estate entity as the owner of the improved commercial real property known as 3557-3559 Georgia Avenue, N.W., Washington, DC 20010 (the "Property"). The Property currently consists of 20 residential rental units, of which 17 are currently rented, and a ground floor, in which a restaurant is currently performing renovations to allow its operations. A penthouse is also being readied for occupancy, which will bring the total number of rentable residential units to 21. The Debtor's principal assets are the Property and four bank accounts. In the event of a Chapter 7 liquidation, assuming that the Property were to sell for the $11,500,000.00 appraised value, it is estimated that there would be sufficient proceeds to pay all non-insider general unsecured creditors in full, and to pay insider general unsecured claims in part. The Plan provides for payment of administrative expenses, priority claims, and secured claims as provided for in the Plan, either in cash or in deferred cash payments, and provides for payments to unsecured creditors in an amount equal to or greater than they would receive in the event of a Chapter 7 liquidation. Funds for implementation of the Plan will be derived from the Debtor's business income and the refinance or sale of the Debtor's improved real estate. Class C consists of all allowed general unsecured claims of non insiders against the Debtor. This class is impaired. The allowed unsecured claims total $691,098.95. Holders of Class C claims shall be paid as follows: * If the Property is refinanced, allowed claims in this class shall be paid, pro rata, all of the net proceeds of the refinance, if any, after the payment of closing costs and liens on the Property, up to the balance of such claims, without interest. Such net proceeds, if any, shall be paid within thirty days after closing. * If the Property is sold, allowed claims in this class shall be paid, pro rata, all of the net proceeds of sale, if any, after the payment of closing costs and liens on the Property, up to the balance of such claims, without interest. Such net proceeds, if any, shall be paid within thirty days after closing. * If there is any balance owed the Class C creditors after the payments made pursuant to subparagraphs (1) such allowed claims shall be paid in full, without interest, in monthly pro rata payments over five years, with the first such payment beginning on the first day of the first month following the first anniversary of the Confirmation of this Plan. Class D consists of all allowed general unsecured claims by insiders against the Debtor. The allowed unsecured claims total $1,797,000.00. This class is impaired. Following the payment in full of all Class A, B-1, and C creditors, any remaining proceeds from the refinance or sale of the Property shall be distributed pro rata amongst Class D creditors. The Debtor shall fund this Plan as to Class B-1 with proceeds from the refinance or sale of the Property, which refinance or sale shall occur and payments made pursuant to the Plan within one year after the Effective Date, and ongoing payments from income from the Property. As to Class C, payments shall be made either from the debtor's Disposable Income, or pro rata if the Property is sold from the net proceeds of sale. Subject to the foregoing, the Debtor shall retain the Assets of the estate, and shall pay ordinary living expenses, pay the operating expenses for the real estate, and pay the creditors the amounts set forth in the Plan from the proceeds thereof. A full-text copy of the Disclosure Statement dated January 6, 2025 is available at https://urlcurt.com/u?l=cMoSfK from PacerMonitor.com at no charge. Attorney for the Debtor: Brett Weiss, Esq. The Weiss Law Group, LLC 8843 Greenbelt Road, Box 299 Telephone: (301) 924-4400 Facsimile: (240) 627-4186 Email: brett@BankruptcyLawMaryland.com About GA Views Management GA Views Management LLC is the fee simple owner of real property located at 3557-3559 Georgia Avenue NW, Washington, DC 20010 valued at $12 million. GA Views Management LLC sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Col. Case No. 24-00339) on Oct. 9, 2024. In the petition filed by Hector Rodriguez, as managing member, the Debtor reports total assets of $12,000,000 and total liabilities of $8,553,000. Judge Elizabeth L. Gunn oversees the case. Brett Weiss, Esq., at The Weiss Law Group, LLC, serves as the Debtor's counsel. GAUCHO GROUP: U.S. Trustee Unable to Appoint Committee ------------------------------------------------------ The U.S. Trustee for Region 21, until further notice, will not appoint an official committee of unsecured creditors in the Chapter 11 case of Gaucho Group Holdings, Inc., according to court dockets. About Gaucho Group Holdings Gaucho Group Holdings, Inc. is a Delaware holding company headquartered in Miami, Fla., which owns certain subsidiaries including operating companies that own a winery, boutique hotel and real property in Argentina. Gaucho filed Chapter 11 petition (Bankr. S.D. Fla. Case No. 24-21852) on November 12, 2024, with $10 million to $50 million in both assets and liabilities. Nathan G. Mancuso, Esq., at Mancuso Law, P.A. is the Debtor's legal counsel. GFL ENVIRONMENTAL: S&P Places 'BB-' ICR on CreditWatch Positive --------------------------------------------------------------- S&P Global Ratings placed all its ratings on GFL Environmental Inc., including its 'BB-' issuer credit rating on the company, on CreditWatch with positive implications. The CreditWatch placement reflects the likelihood that S&P will raise its ratings on GFL by at least one notch following close of the proposed asset sale. GFL Environmental Inc. announced that it has entered into an agreement to sell its Environmental Services (ES) business and use a portion of the proceeds to repay debt outstanding. S&P said, "According to GFL's press release, the company intends to sell the majority of its stake in its ES business to private equity firms Apollo and BC Partners, while maintaining a 44% stake in the business that we assume will be equity accounted. GFL expects to receive approximately C$6.2 billion of net proceeds from the asset sale, expected to close in the first quarter of 2025, and plans to use up to C$3.75 billion of the incoming proceeds to repay debt outstanding, with the remainder being used for stock repurchases and general corporate purposes. Pro forma this transaction, we anticipate 2025 S&P adjusted debt to EBITDA to be about 4x, which is about a turn lower than our previous forecast. This reflects our estimate that the proposed debt reduction would more than offset the loss of EBITDA of about C$450 million annually from the sale of ES. Once the sale of its majority stake is complete later this quarter, we assume GFL will equity account its 44% interest in ES, thereby resulting in its debt and EBITDA being excluded from our adjusted credit measures for GFL. That said, we expect the ES business to maintain a highly leveraged balance sheet and follow a relatively more aggressive financial policy when compared to GFL. While this could be a qualitative consideration in our view of GFL's credit profile, we do not expect it to offset the significant debt repayment proposed with the sale proceeds." S&P said, "The proposed sale of ES is unlikely to have a meaningful impact on our view of GFL's competitive position. The ES business provides soil remediation and liquid waste services primarily in Canada, and we estimate it generated about C$450 million of annual EBITDA in 2024 (about 20% of GFL's adjusted EBITDA). Following the sale, GFL will still be the fourth largest waste management company in North America, benefiting from resilient demand and a robust pricing environment that should contribute to relatively stable and growing earnings. In our view, this stems from the essential nature of its solid waste services and high revenue visibility due to multiyear service contracts and high renewal rates across a diversified customer base. In addition, GFL intends to retain a 44% equity stake in the ES business, which could enable it to continue to capture some operational synergies. "The CreditWatch Positive placement reflects the likelihood that we will raise our ratings on GFL over the next few months by at least one notch following close of the proposed asset sale. This incorporates our expectation that GFL will use up to C$3.75 billion of the sale proceeds to repay debt and maintain adjusted credit measures commensurate with a higher rating." GLASS MANAGEMENT: Seeks to Extend Plan Exclusivity to April 14 -------------------------------------------------------------- Glass Management Services, Inc., asked the U.S. Bankruptcy Court for the Northern District of Illinois to extend its exclusivity periods to file a plan of reorganization and obtain acceptance thereof to April 14 and June 13, 2025, respectively. The Debtor claims that cause exists to extend the Exclusivity Periods, as requested by Debtor in this case. Debtor is working diligently to comply with the chapter 11 operating and filing requirements and to formulate a reorganization plan. The Debtor explains that it requires accurate and complete information regarding the claims of creditors in this case, and has therefore filed a motion for the fixing of a bar date for claims so that the number and amount of claims to be dealt with in the plan may be determined. The Debtor has requested that the Court fix the bar date as March 24, 2025. Glass Management Services, Inc. is represented by: David P Leibowitz, Esq. Leibowitz Hiltz & Zanzig, LLC 53 West Jackson Blvd., Suite 1301 Chicago, IL 60604 Telephone: (312) 566-9008 Email: dleibowitz@lodpl.com About Glass Management Glass Management Services, Inc. is a construction contractor based in Illinois, specializing in glazing services. Established with a focus on high-profile projects, the company has been involved in significant developments, including the Obama Presidential Library, Terminal 5 at O'Hare Airport, and multiple Chicago Public Schools and CTA transit stations. Glass Management Services sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Ill. Case No. 24-14036) with $3,029,997 in assets and $11,989,444 in liabilities. Ernest B. Edwards, president of Glass Management Services, signed the petition. Hon. Janet S. Baer presides the case. David P. Leibowitz, Esq., at Leibowitz, Hiltz & Zanzig, LLC represents the Debtor as legal counsel. GOLDNER CAPITAL: Property Sale Proceeds to Fund Plan Payments ------------------------------------------------------------- LHW Master Tenant LLC, a Debtor affiliate of Goldner Capital Management LLC, filed with the U.S. Bankruptcy Court for the Eastern District of New York a Chapter 11 Plan of Liquidation dated December 31, 2024. For purposes of the Plan, except for all Unclassified Claims, all Allowed Claims shall be placed in the following Classes, which Classes shall be mutually exclusive. Class 3 class consists of the Allowed General Unsecured Claims. Upon and as reasonably practicable after the Effective Date, and subsequent to the sale of the Property, and after the date upon which all objections to Class 3 General Unsecured Claims have been resolved or adjudicated by the Bankruptcy Court, from and to the extent of available funds (which shall include recovered proceeds from any litigation (including the Affirmative Claims) prosecuted by the Debtor), each holder of an Allowed Class 3 Claim shall receive payment on account of its Allowed General Unsecured Claim in the amount of its pro rata share of available funds, after payment in full of the secured (to the extent of the value of the collateral) Allowed Class 1 Claims, Allowed Class 2 Claims, Allowed Administrative Expense Claims, and Allowed Priority Tax Claims (if any), and subject to any Court approved carve out and/or section 506(c) determination, and any reserves for post confirmation professional fees, except as otherwise agreed with the holder of such Claims. Class 3 Claims are impaired, and therefore holders of Class 3 Claims are entitled to vote to accept or reject the Plan. Class 4 consists of Allowed Member Interest. On the Effective Date, the member shall retain its Class 4 Interest under the Plan. The Class 4 Interest will receive Distributions under the Plan based upon available funds, and only in the event that all senior classes of Allowed Claims have been paid in full. The Class 4 Interest is unimpaired, and therefore the Class 4 Interest is not entitled to vote on the Plan and is deemed to have accepted the Plan. Consistent with the requirements set forth in Article V, the implementation of the Plan occurs on the Effective Date, provided, however, that the Debtor, in its sole discretion, may waive the requirement that any orders in this case be a Final Order. The Debtor's goal is to effectuate a sale of the Property in an orderly manner which maximizes value. This liquidating Plan contemplates such a sale, and from the sale proceeds, the rents, and recoveries in connection with the litigation of the Affirmative Claims, to pay to the maximum extent the creditors of the Debtor's estate in accordance with the requirements and priorities under the Bankruptcy Code and non-bankruptcy law. A full-text copy of the Liquidating Plan dated December 31, 2024 is available at https://urlcurt.com/u?l=6BJfJ4 from PacerMonitor.com at no charge. The Debtor's Counsel: Gary F. Herbst, Esq. Adam P. Wofse, Esq. LAMONICA HERBST & MANISCALCO, LLP 3305 Jerusalem Avenue, Suite 201 Wantagh, NY 11793 Tel: 516-826-6500 E-mail: gfh@lhmlawfirm.com About Goldner Capital Management Goldner Capital Management LLC sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. E.D.N.Y. Case No. 24-73789) on October 2, 2024. In the petition filed by Samuel Goldner, as manager, the Debtor reports estimated assets up to $50,000 and estimated liabilities between $10 million and $50 million. Bankruptcy Judge Alan S. Trust handles the case. The Debtor is represented by Gary F. Herbst, Esq. at LAMONICA HERBST & MANISCALCO, LLP. GRAFTECH INT'L: Davis Polk Advised Noteholders on Refinancing ------------------------------------------------------------- Davis Polk advised an ad hoc group of noteholders in connection with the capital raise and refinancing of GrafTech International Ltd. and its affiliates. As part of this transaction, GrafTech entered into a new $275 million first-lien term loan facility, refinanced its existing revolving credit facility (RCF) and consummated exchange offers for over 99% of its existing senior secured notes for new 4.625% senior secured notes due 2029 and 9.875% senior secured notes due 2029 in an aggregate principal amount of $498,245,000 and $446,167,000, respectively. Davis Polk also advised GLAS in its capacity as administrative and collateral agent for the first-lien term loans. GrafTech is a leading manufacturer of high-quality graphite electrode products essential to the production of electric arc furnace steel and other ferrous and nonferrous metals. The company has approximately 1,250 employees worldwide, and has graphite electrode manufacturing facilities in France, Spain, Mexico and the United States. The Davis Polk restructuring team included partners Damian S. Schaible and Angela M. Libby, counsel Joanna McDonald and associates Abraham Bane, Audrey Youn and Trevor D. Jones. The capital markets team included partner Hillary A. Coleman and associates Meaghan Kennedy, Dennis Chu and Maddie White. The finance team included partner Kenneth J. Steinberg, counsel Bernard Tsepelman and associate Matthew Vallade. Partner Lucy W. Farr and associate Tyler Scheiner provided tax advice. All members of the Davis Polk team are based in the New York office. Davis Polk refers to Davis Polk & Wardwell LLP, a New York limited liability partnership, and its associated entities. As reported by the Troubled Company Reporter on Dec. 30, 2024, S&P Global Ratings raised its issuer credit rating to 'CCC+' from 'D' on Ohio-based graphite electrode producer GrafTech International Ltd. The outlook is negative. At the same time, S&P assigned a 'B' issue-level rating to the company's new first-lien term loan. The recovery rating is '1'. S&P rated the new senior notes 'CCC' with a '5' recovery rating. S&P said the negative outlook reflects S&P's expectation of free operating cash flow (FOCF) deficits and that GrafTech will sustain elevated metrics because of weak graphite electrode prices over the next 12 months. While the new financing provides a sufficient liquidity cushion over the next 12-24 months, the company will be required to fund a cash burn in 2025 and possibly 2026 and working capital investments for the subsequent recovery. GREATER LIGHT: Seeks Cash Collateral Access Until June 30 --------------------------------------------------------- Greater Light Baptist Church of Sacramento asked the U.S. Bankruptcy Court for the Eastern District of California, Sacramento Division, for authority to use cash collateral until June 30. Greater Light Baptist Church requires the use of cash collateral to pay operating expenses set forth in its projected budget, with a 15% variance. Everest Business Funding is a secured lender, holding a first priority security interest secured by a UCC-1 financing statement recorded on April 20, 2023, against all of Greater Light's personal property. Greater Light believes Everest Business Funding has a balance of $22,267 as of the petition date. U.S. Bank National Association is a creditor of Greater Light Baptist Church, and on September 18, 2018, the church executed a deed of trust against its commercial property located at 7257 East Southgate Drive Sacramento, Calif. The deed of trust secures repayment of a note dated September 18, 2018 in the original principal amount of $2.1 million and executed by Greater Light Baptist Church. U.S. Bank is the beneficiary under the deed of trust. Union Home Loan, Inc. is also a creditor of Greater Light Baptist Church, and the church believes that Union Home Loans has a promissory note and first deed of trust with assignment of rents against its commercial property located at 7240 E. Southgate Dr. Sacramento Calif. The 7240 note has a maturity date of March 11, 2023. Greater Light Baptist Church currently has two tenants at the 7240 E. Southgate property and collects $11,900 in gross rents per month. Greater Light Baptist Church proposed to provide secured creditors with adequate protection in the form of replacement liens on its post-petition cash collateral (other than avoidance actions) and other property. In addition, Everest Business Funding and Union Home will receive monthly payments of $1,000 and $9,417, respectively. Meanwhile, U.S. Bank will receive interest only payments at 8.5% interest per annum at $13,104 a month. A court hearing is set for Jan. 21. U.S. Bank can be reached through its counsel: Dane W. Exnowski, Esq. McCalla Raymer Liebert Pierce, LLP 301 E. Ocean Blvd., Suite 1720 Long Beach, CA 90802 Telephone: 562-661-5060 BK.CA@mccalla.com Union Home Loan can be reached through its counsel: Jeffrey B. Smith, Esq. Curd, Galindo & Smith LLP 301 E. Ocean Blvd., Ste. 1700 Long Beach, CA 90802 Phone: (562) 624-1177 Fax: (562) 624-1178 About Greater Light Baptist Church of Sacramento Greater Light Baptist Church of Sacramento is a tax-exempt religious organization in Sacramento, Calif. Greater Light Baptist Church filed its voluntary petition for Chapter 11 protection (Bankr. E.D. Calif. Case No. 23-24467) on Dec. 13, 2023, listing $10 million to $50 million in assets and $1 million to $10 million in liabilities. Pastor O.J. Swanigan, president of Greater Light Baptist Church, signed the petition. Judge Fredrick E. Clement oversees the case. The Law Offices of Gabriel Liberman, APC serves as the Debtor's legal counsel. GRIFFIN RESOURCES: Unsecureds to Get 100 Cents on Dollar in Pla --------------------------------------------------------------- Griffin Resources, LLC, filed with the U.S. Bankruptcy Court for the Eastern District of California a Plan of Reorganization for Small Business dated December 31, 2024. Griffin Resources, LLC ("GR"), was formed in June 2010 as a California limited liability company. The company headquarters is in Ventura, California and the primary and majority of the assets are in Kern and Kings Counties. GR owns and operates approximately 108 oil and gas "Stripper Wells" located in Kern and Kings Counties. The oil from GR's operations is sold to Phillips 66 Company and Plains Marketing, L.P. on a contract basis. The owners of GR are William A. Griffin Living Trust (547,000 shares; 54.7%), Stephen J. Griffin (151,000 shares; 15.1%), Susan L. Broderick (151,000 shares; 15.1%), Robert A. Griffin Lifetime Trust (150,000 shares; 15.0%), and the Estate of Robert A. Griffin (1,000 shares; 0.1%). GR proposes that it will pay its projected net revenues as defined in Section 1191(c)(2) as "projected income" for 60 months, from which the allowed claims will be paid in the order of priority set out in the Code. Based on the Liquidation Analysis, the Debtor proposes to fund the deficiency between the projected income over 60 months ($20,000 * 60 = $1,200,000) and the liquidation value of the estate ($1,797,110) via the controlled liquidation process. Administrative expense claims will be paid first. Then allowed priority tax claims. Then allowed royalty claims that accrued pre petition. General unsecured creditors will be paid on a pro rata basis up to 100% of the allowed claim without interest. The City of Bakersfield Claim will be paid out via a fund established pursuant to the Plan; this will avoid all other general unsecured creditors having to defer payment until the allowed amount of the City of Bakersfield claim is determined. CalGEM is in a separate class. No payment will be made on insider claims, except for services to GR, until all general unsecured claims are paid in full. The claims of all Griffin family members and related parties ("Insiders"), except for postpetition services, will be subordinated to non-insiders. No payment will be made on the subordinated claims until the amounts are fixed and determined and until all higher priority claims are paid. In addition to committing all net revenues, GR will contribute a portion of the sales of assets to the fund. GR will continue to seek recoveries of damages on litigation recoveries, including on account of the regulatory abuses. GR will seek payment on sums owed by Insiders and will identify and sell excess equipment. Non-priority unsecured creditors held by non-insiders holding allowed claims, except the City of Bakersfield and CalGEM, will receive distributions, which GR has valued at approximately 100 cents on the dollar. Non-priority unsecured creditors held by insiders including Stephen Griffin, Deanna Griffin, and Mesa Verde Office Park, LLC will receive no payment (except for post-petition services) until non-insiders are paid in full and then will receive payment on a pro-rata for the term of the Plan. This Plan also provides for the payment of administrative and priority claims ahead of unsecured claims, subordinated claims, and equity interests. Class 3 consists of all non-priority unsecured claims held by non insiders. Paid pro-rata after Class 2 claims are paid. This Class is unimpaired Class 3.1 Claim shall consist of the disputed claims by the City of Bakersfield, to the extent allowed. The Class 3.2 Claim shall consist of the disputed claims by CalGem, to the extent allowed. Any claims by the Class 3.1 and 3.2, to the extent allowed, will be included and paid in Class 3. Class 4 consists of all non-priority unsecured claims held by Insiders allowed under Section 502 of the Code, except for post-petition services, including Stephen Griffin, Deanna Griffin, and Mesa Verde Office Park, LLC. Class 4 is a class of subordinated unsecured claims. Paid pro-rata after Class 3 claims are paid. Class 5 consists of equity interest holder of the Debtor including Stephen J. Griffin, Susan L. Broderick, the William A. Griffin Living Trust, the Robert A. Griffin Lifetime Trust; and the Estate of Robert A. Griffin. Class 5 holders will receive distributions on account of such equity interests only after all other Plan payments have been made. Pursuant to 11 USC 1123(a)(5)(B) the Debtor will be responsible for the implementation of the Plan and will make all Distributions. A full-text copy of the Plan of Reorganization dated December 31, 2024 is available at https://urlcurt.com/u?l=IRHoOt from PacerMonitor.com at no charge. The firm can be reached at: Riley C. Walter, Esq. Danielle J. Bethel, Esq. Wanger Jones Helsley 265 E. River Park Circle, Suite 310 Fresno, CA 93720 Tel: (559) 490-0949 Email: rwalter@wjhattorneys.com dbethel@wjhattorneys.com About Griffin Resources Griffin Resources is a manufacturer of animal foods. Griffin Resources, LLC in Camarillo, CA, sought relief under Chapter 11 of the Bankruptcy Code filed its voluntary petition for Chapter 11 protection (Bankr. E.D. Cal. Case No. 24-12873) on Oct. 2, 2024, listing $50 million to $100 million in assets and $100,000 to $500,000 in liabilities. Stephen J. Griffin as managing member, signed the petition. Judge Jennifer E Niemann oversees the case. WANGER JONES HELSLEY serve as the Debtor's legal counsel. H-FOOD HOLDINGS: Ward & Smith Files Rule 2019 Statement ------------------------------------------------------- The law firm of Ward and Smith, P.A., filed a verified statement pursuant to Rule 2019 of the Federal Rules of Bankruptcy Procedure to disclose that in the Chapter 11 cases of H-Food Holdings, LLC, and affiliates, the firm represents 3 affiliated creditors: Severn Peanut Company, Inc. d/b/a Hampton Farms; Cache Creek Foods, LLC; and Jimbo's Jumbos, Inc. Severn Peanut is a corporation existing under the laws of the State of North Carolina and has a principal place of business located at 413 Main Street, Severn, NC 27877. Severn Peanut is a creditor of one or more of the Debtors. At present, Severn Peanut is owed $0.00 on account of its pre-petition claim(s). Ward and Smith, P.A. has been retained to represent Severn Peanut in connection with these bankruptcy cases. Cache Creek is a limited liability company existing under the laws of the State of California and has a principal place of business located at 413 Main Street, Severn, NC 27877. Cache Creek is a wholly-owned subsidiary of Severn Peanut. Cache Creek is a creditor of one or more of the Debtors. At present, Cache Creek is owed $0.00 on account of its pre-petition claim(s). Ward and Smith, P.A. has been retained to represent Cache Creek in connection with these bankruptcy cases. Jimbo's is a corporation existing under the laws of the State of North Carolina and has a principal place of business located at 413 Main Street, Severn, NC 27877. Jimbo's is a wholly-owned subsidiary of Severn Peanut. Jimbo's is a creditor of one or more of the Debtors. At present, Jimbo's is owed $0.00 on account of its pre-petition claim(s). Ward and Smith, P.A. has been retained to represent Jimbo's in connection with these bankruptcy cases. The law firm can be reached at: J. Michael Fields, Esq. WARD AND SMITH, P.A. Post Office Box 8088 Greenville, NC 27835-8088 Telephone: 252.215.4000 Facsimile: 252.215.4077 Email: jmf@wardandsmith.com About H-Food Holdings LLC H-Food Holdings LLC, formerly known as Matterhorn Merger Sub, LLC, founded in 2009 in Grand Rapids, Michigan, the 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. H-Food Holdings LLC sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Tex. Lead Case No. 24-90586) on Nov. 22, 2024. In the petition filed by Robert M. Caruso, as chief restructuring officer, the Debtor reports estimated assets and liabilities between $1 billion and $10 billion each. Judge Alfredo R. Perez presides over the case. 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. HALO ESTATES: Commences Subchapter V Bankruptcy Proceeding ---------------------------------------------------------- On January 7, 2025, Halo Estates LLC filed Chapter 11 protection in the U.S. Bankruptcy Court for the Central District of California. According to court filing, the Debtor reports up to $50,000 in debt owed to 1 and 49 creditors. The petition states funds will be available to unsecured creditors. About Halo Estates LLC Halo Estates LLC is a Los Angeles-based real estate company. Halo Estates LLC sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. C.D. Cal.Case No. 25-10025) on January 7, 2025. In its petition, the Debtor reports estimated assets and liabilities up to $50,000 each. Honorable Bankruptcy Judge Martin R. Barash handles the case. Alla Tenina, Esq., represents the Debtor as counsel. HARBORVIEW REHABILITATION: Holly Miller Named Subchapter V Trustee ------------------------------------------------------------------ The U.S. Trustee for Regions 3 and 9 appointed Holly Miller, Esq., at Gellert Scali Busenkell & Brown, LLC as Subchapter V trustee for Harborview Rehabilitation and Care Center at Doylestown, LLC. Ms. Miller will be paid an hourly fee of $450 for her services as Subchapter V trustee and will be reimbursed for work-related expenses incurred. Ms. Miller declared that she is a disinterested person according to Section 101(14) of the Bankruptcy Code. The Subchapter V trustee can be reached at: Holly S. Miller, Esq. Gellert Scali Busenkell & Brown, LLC 1628 John F. Kennedy Boulevard, Suite 1901 Philadelphia, PA 19103 Telephone: (215) 238-0012 Facsimile: (215) 238-0016 Email: hsmiller@gsbblaw.com 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) on January 3, 2025, with $1 million 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. HIGHTOWER HOLDING: S&P Rates New $1.450BB Term Loan B 'B-' ---------------------------------------------------------- S&P Global Ratings assigned its 'B-' rating to HighTower Holding LLC's proposed $1.450 billion term loan B due 2032. The recovery rating is '3', indicating a meaningful recovery (55% rounded estimate) in the event of a default. S&P said, "We expect the proceeds will be used to repay the company's existing $1.445 billion term loan due 2028. We also anticipate the transaction will result in a lower weighted average cost of capital and marginal improvement in EBITDA interest coverage." In addition, HightTower refinanced its $250 million revolver, now due in 2030. There are no changes to financial covenants for the refinanced revolver or term loan. The long-term issuer credit rating on HighTower is 'B-'. The stable outlook indicates that the company will continue to operate with EBITDA interest coverage of above 1.5x, and leverage measured as debt to EBITDA, of 5x-8x, while it continues growing organically and through mergers and acquisitions. S&P also expects the company to maintain adequate liquidity to address its liquidity calls in the next 12 months. Issue Ratings--Recovery Analysis Key analytical factors -- Our recovery analysis includes the company's $1.450 billion in first-lien term loan, and $700 million senior unsecured notes, and we assume 85% usage of the $250 million revolver. -- Our simulated default scenario includes poor investment performance or market depreciation, leading to a substantial outflow of assets under management and reduced EBITDA sufficient to trigger a payment default in the first half of 2027. Simplified waterfall -- Emergence EBITDA: $194 million -- Multiple: 5.0x -- Gross recovery value: $970 million -- Net recovery value for waterfall after administrative expenses (5%): $922 million -- Obligor/nonobligor valuation split: 100%/0% -- Estimated first-lien claim: $1.677 billion -- Value available for first-lien claim: $922 million --Recovery range: 55% -- Estimated senior unsecured notes claim: $728 million -- Value available for unsecured claim: $0 --Recovery range: 0% Note: All debt amounts include six months of prepetition interest. HJM INC: Seeks Chapter 11 Bankruptcy Protection in California ------------------------------------------------------------- On January 8, 2025, HJM Inc. filed Chapter 11 protection in the U.S. Bankruptcy Court for the Central District of California. 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 HJM Inc. HJM Inc. operating as European Wax Center in Oak View, California. HJM Inc.sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. C.D. Cal. Case No. 25-10017) on January 8, 2025. In its petition, the Debtor reports estimated assets and liabilities between $500,000 and $1 million each. Honorable Bankruptcy Judge Ronald A. Clifford III handles the case. Reed H Olmstead, Esq., at Law Offices Of Reed H. Olmstead, represents the Debtor as counsel. ILEARNINGENGINES INC: Jan. 14 Deadline Set for Panel Questionnaires ------------------------------------------------------------------- The United States Trustee is soliciting members for committee of unsecured creditors in the bankruptcy cases of ILearningEngines, Inc., et al. If a party wishes to be considered for membership on any official committee that is appointed, it must complete a questionnaire available at https://tinyurl.com/4ps639tu and return by email it to Joseph Cudia - Joseph.Cudia@usdoj.gov - at the Office of the United States Trustee so that it is received no later than Tuesday, January 14, 2025, 4:00 p.m. If the U.S. Trustee receives sufficient creditor interest in the solicitation, it may schedule a meeting or telephone conference for the purpose of forming a committee. About iLearningEngines iLearningEngines offers an Artifical Intelligence ("AI") platform focused on automation of learning and enabling organizations to drive mission critical outcomes at scale. iLearningEngines sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Del. Lead Case No. 24-12826) on December 20, 2024. In the petition filed by Bonnie-Jeanne Gerety, as interim chief financial officer, the Debtor reports total assets as of September 30, 2024 amounting to $148,848,000 and total Debts as of September 30, 2024 amounting to $141,036,000. Honorable Bankruptcy Judge Laurie Selber Silverstein handles the case. The Debtor is represented by Ian J. Bambrick, Esq. of Faegre Drinker Biddle & Reath LLP. INDIVIDUALIZED ABA: Unsecureds Will Get 4% of Claims over 5 Years ----------------------------------------------------------------- Individualized ABA Services for Families LLC filed with the U.S. Bankruptcy Court for the Northern District of California a Plan of Reorganization for Small Business dated December 31, 2024. The Debtor is a Limited Liability Company. Since its formation in January 2020, the Debtor has been in the business of providing behavioral therapy to children and young adult patients with autism. The Debtor employs clinicians and support staff who perform home and remote therapy services for approximately 110 patients, who range in age from 2 to 21 years old. Class 3 consists of Non-priority unsecured creditors. The total amount of the allowed general unsecured claims is $1,428,411.58, and includes the undersecured portion of Newtek Bank's claim as well as the fully undersecured claims of Kapitus Servicing, Inc. and Funding by Samson. This Class is impaired. Based on the liquidation analysis and the income valuation of the Debtor's assets, the holders of allowed general unsecured claims will be receiving an estimated 4% pro-rata distribution through the Plan. The distribution to allowed general unsecured claims will be made monthly, with the first payment of $952.25 due on the effective date, followed by 59 consecutive payments, each in the amount of $952.25, to be paid pro-rata to each holder of allowed unsecured claim. Class 4 consists of equity security holders of the Debtor. The equity security holder of the Debtor is Raajan Naidu. Ms. Naidu is the CEO and a 100% equity security holder of the Debtor. Ms. Naidu does not hold a pre-petition or a post-petition claim against the Debtor. Ms. Naidu will retain her interest unchanged in the reorganized debtor after the plan confirmation. The Debtor intends to fund its plan from the continued operation on its business. A full-text copy of the Plan of Reorganization dated December 31, 2024 is available at https://urlcurt.com/u?l=tlv3f6 from PacerMonitor.com at no charge. The firm can be reached at: Michael Jay Berger, Esq. Law Offices of Michael Jay Berger 9454 Wilshire Blvd., 6th Floor Beverly Hills, California 90212-2929 Telephone: (310) 271-3223 Facsimile: (310) 271-9805 E-mail: michael.berger@bankmptcypower.com About Individualized ABA Services for Families Individualized ABA Services for Families, LLC sought relief under Subchapter V of Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Calif. Case No. 24-41559) on Oct. 2, 2024, with total assets of $193,244 and total liabilities of $1,635,914. Raajna Naidu, chief executive officer, signed the petition. Judge William J. Lafferty oversees the case. The Debtor is represented by Michael Jay Berger, Esq., at the Law Offices of Michael Jay Berger. INNOVATIVE DESIGNS: R. Adams Resigns as Director Over Disagreements ------------------------------------------------------------------- Innovative Designs, Inc. disclosed in a Form 8-K Report filed with the U.S. Securities and Exchange Commission that the Board of Directors held a special meeting for the purpose of formally accepting a resignation of a member of the Board of Directors. on December 16, 2024, the Board accepted the resignation of Robert Adams, effective immediately. Mr. Adams cited personal disagreements with other Board Directors regarding the direction of the Company as the reason for his resignation and has no direct or indirect material interest in any transaction or proposed transaction required to be reported under Item 404(a) of Regulation S-K. About Innovative Designs Headquartered in Pittsburgh, Pennsylvania, Innovative Designs, Inc. operates in two separate business segments: a house wrap for the building construction industry and cold weather clothing. Both of the Company's segment lines use products made from Insultex, which is a low-density polyethylene semi-crystalline, closed cell foam in which the cells are totally evacuated, with buoyancy, scent block, and thermal resistant properties. Kennett Square, Pa.-based RW Group, LLC, the Company's auditor since 2021, issued a "going concern" qualification in its report dated Feb. 22, 2024, citing that the Company had net losses and negative cash flows from operations for the years ended Oct. 31, 2023, and 2022 and an accumulated deficit at Oct. 31, 2023, and 2022. These factors raise substantial doubt about the Company's ability to continue as a going concern for one year from the issuance date of these financial statements. INTRUM AB: Starts Swedish Reorg., U.S. Chapter 11 Remains Active ---------------------------------------------------------------- Frances Schwartzkopff of Bloomberg News reports that Intrum AB announced that the Stockholm District Court has approved its petition to initiate a Swedish company reorganization. The decision applies solely to Intrum AB, the listed parent company of the group, and does not extend to any of its subsidiaries, the report relates. According to Bloomberg News, Intrum described the reorganization as "a crucial step" in advancing its recapitalization efforts. Meanwhile, Chapter 11 proceedings in the U.S. remain active, with the automatic stay and previously granted relief still in effect. The success of the Chapter 11 reorganization plan depends, among other factors, on the completion of the Swedish company reorganization, the report states. About Intrum AB Intrum AB is a provider of credit management services with a presence in 20 markets in Europe. By helping companies to get paid and supporting people with their late payments, Intrum leads the way to a sound economy and plays a critical role in society at large. Intrum has circa 10,000 dedicated professionals who serve around 80,000 companies across Europe. In 2023, income amounted to SEK 20.0 billion. Intrum is headquartered in Stockholm, Sweden and publicly listed on the Nasdaq Stockholm exchange. On the Web: @ www.intrum.com/ On November 15, 2024, Intrum AB and U.S. affiliate Intrum AB of Texas LLC each filed a voluntary petition for the relief under Chapter 11 of the United States Bankruptcy Code in the United States Bankruptcy Court for the Southern District of Texas (Bankr. S.D. Tex. Lead Case No. 24-90575) to seek confirmation of their Prepackaged Reorganization Plan. The cases are pending before the Honorable Christopher M. Lopez. Milbank LLP and Porter Hedges LLP are serving as counsel in the U.S. restructuring. Houlihan Lokey is the advisor to Intrum. Kroll Issuer Services Limited is the information agent. Kroll Restructuring Administration is the claims agent. Brunswick Group is also serving as advisers to Intrum. Latham & Watkins LLP and Latham & Watkins (London) LLP, and Advokatfirmaet Schjodt AS, are advising a group of bondholders holding widely across Intrum AB's notes issuances (the "Notes Ad Hoc Group"). PJT Partners (UK) Limited is financial advisor to the noteholder ad hoc group. Weil Gotshal & Manges LLP is representing a group of short-dated bondholders holding primarily 2024- and 2025-maturing notes ("Minority Ad Hoc Group"). Ropes & Gray LLP is representing another minority group of bondholders. Clifford Chance US LLP is counsel to the group that collectively holds 76% of the total commitments under the RCF (the "RCF Steerco Group"). JACKSON COURT CITY: Case Summary & One Unsecured Creditor --------------------------------------------------------- Debtor: Jackson Court City Share Owners Association 2198 Jackson Street San Francisco, CA 94115 Business Description: The Debtor is the owner of the property located at 2198 Jackson Street, San Francisco, CA. The property spans 7,243 square feet and includes a three-story residence with a basement. It features 10 bedrooms and was previously operated as a bed and breakfast and timeshare. The current value of the Debtor's interest in the property is $4.5 million. Chapter 11 Petition Date: January 8, 2025 Court: United States Bankruptcy Court Northern District of California Case No.: 25-30010 Judge: Hon. Hannah L Blumenstiel Debtor's Counsel: Michael St. James, Esq. ST. JAMES LAW, P.C. 236 West Portal Avenue Suite 305 San Francisco, CA 94127 Tel: 415-391-7566 Fax: 415-391-7568 Email: michael@stjames-law.com Total Assets: $4,638,616 Total Liabilities: $186,033 The petition was signed by Don Eaton as president. The Debtor has listed Clark Hill LLP, located at PO Box 641858, Pittsburgh, PA 15264, as its sole unsecured creditor, holding a claim of $186,033 for unpaid legal services. A full-text copy of the petition is available for free on PacerMonitor at: https://www.pacermonitor.com/view/XZY43RY/Jackson_Court_City_Share_Owners__canbke-25-30010__0001.0.pdf?mcid=tGE4TAMA JMKA LLC: Gets Interim OK to Use Cash Collateral Until Jan. 23 -------------------------------------------------------------- JMKA, LLC received interim approval from the U.S. Bankruptcy Court for the Northern District of Illinois to use the cash collateral of its secured lenders until Jan. 23. The lenders include BayFirst National Bank, Newity Bank, Funding Circle, Transportation Alliance Bank and the U.S. Small Business Administration. They assert security interests in all assets of the company, including cash, bank deposits and accounts receivable, which constitute their cash collateral. The interim order, signed by Judge David Cleary on Jan. 7, authorized the use of cash collateral to pay the expenses set forth in the company's budget, which shows projected expenses of $33,716.66 from Jan. 2 to 28. JMKA was ordered to provide the secured lenders with adequate protection in the form of replacement liens on its assets to the same extent and with the same priority and validity as their pre-bankruptcy liens. The next hearing is set for Jan. 22. Objections must be filed on or before Jan. 17. About JMKA LLC JMKA, LLC operating as Elmhurst Premier Childcare, is a boutique childcare center located in downtown Elmhurst, Ill. JMKA filed Chapter 11 petition (Bankr. N.D. Ill. Case No. 25-00036) on January 3, 2025, with up to $50,000 in assets and up to $10 million in liabilities. Judge David D. Cleary oversees the case. The Debtor is represented by: Ben L. Schneider, Esq. Schneider & Stone Tel: 847-933-0300 Email: ben@windycitylawgroup.com JOE'S AUTO: Updates Byline & KeyBank Secured Claims Pay ------------------------------------------------------- Joe's Auto Service, Inc., submitted an Amended Small Business Chapter 11 Plan dated January 2, 2025. All Claims arising from the past or present debt of the Debtor shall be bound by the provisions of this Plan. This Plan combines the classification, allowance, and treatment of Claims. Class 3 consists of the secured claims of Byline Bank, as successor in interest to Ridgestone Bank. Byline Bank filed its Proof of Claim No. 8 in the amount of $1,149,018.49 as of the Petition Date. The Debtor's Assets that serve as collateral of Byline Bank is valued at $641,500. Byline Bank also has a valid and properly perfected first mortgage on real estate and improvements owned by Waterpoint Capital, LLC located in Hamilton County, Indiana, commonly known as 9240 E. 146th Street, Noblesville, IN 46060 (the "Noblesville Real Estate"), including rents and proceeds generated therefrom. Waterpoint Capital, LLC is the landlord for Joe's Auto's Noblesville location. The Noblesville Real Estate has value in excess of the debt of Byline Bank. Joe's Auto needs to pay the amount provided herein either as a secured payment or as a combined secured payment and lease payment to Waterpoint Capital LLC, which will then in turn pay Byline Bank. The payment would be the same for Joe's Auto and simply a pass through by Waterpoint Capital LLC. In addition, Byline Bank has a valid and properly perfected second priority mortgage on real estate owned by Waterpoint Capital, LLC, located in Hamilton County, Indiana, commonly known as 5451 Elderberry Road, Noblesville, IN 46062 (the "Elderberry Road Real Estate"), including rents and proceeds generated therefrom. The Allowed Secured Claim of Byline Bank shall be payable pursuant to the terms and conditions of the Byline Bank Loan Documents, which include interest at 2.75% above the Prime Rate and an escrow payment for real estate taxes for the Noblesville Real Estate; provided, however, Joe's Auto shall pay additional amounts per month up to a total payment of $15,000.00 per month until such time that all accrued interest is paid in full, which is estimated to by June 2025. Thereafter, Joe's Auto shall resume making its normal monthly payments pursuant to the Byline Bank Loan Documents, which are estimated to be approximately $14,754.29, until the Allowed Secured Claim is paid in full. Class 4 consists of the secured claims of KeyBank. KeyBank filed its Proof of Claim No. 6 in the amount of $634,685.26. The Debtor values the collateral of Byline Bank at $8,500.00 (The valuation is for the purchase money loaned of KeyBank. KeyBank has mortgages on other non-debtor assets that may render KeyBank fully secured, but not in this proceeding). KeyBank has a first priority lien on purchase money assets of the Debtor. KeyBank shall have an Allowed Secured Claim of $8,500.00 as of the Effective Date. The Allowed Secured Claim shall be collateralized by the purchase money assets of the Debtor. The underlying documents of KeyBank supporting the Allowed Secured Claim shall be incorporated herein except as specifically modified by the Plan. The Allowed Secured Claim of KeyBank shall be payable with monthly payments of $459.75 per month commencing January 15, 2025, and continuing monthly with a final payment of principal and interest due on March 1, 2026. Class 5 consists of General Unsecured Claims. The General Unsecured Claims shall receive an annual pro rata distribution of the projected disposable income, which amount shall be deemed to be $7,500.00 per year of the Debtor commencing on the first day of the second month of the one-year anniversary date of the Effective Date for a three-year term. The Debtor shall be entitled to retain up to $70,000.00 as operating capital before calculating the disposable income to be paid to the unsecured creditors. The source of funds used in this Plan for payments to creditors shall be from the business operations of the Debtor. In addition, Waterpoint Capital LLC shall actively seek to sell the real estate with a lease back option for Joe's Auto to assist with cash flow. A full-text copy of the Amended Chapter 11 Plan dated January 2, 2025 is available at https://urlcurt.com/u?l=cr4boB from PacerMonitor.com at no charge. Attorneys for the Debtor: David R. Krebs, Esq. Hester Baker Krebs LLC One Indiana Square, Suite 1330 Indianapolis, IN 46204 Tel: (317) 833-3030; Fax: (317) 833-3031 Email: dkrebs@hbkfirm.com About Joe's Auto Service Joe's Auto Service, Inc., formerly known as Big O Tires, specializes in brake repairs, diagnostic procedures, and tackling automotive issues from battery problems. The company is based in Noblesville, Ind. Joe's Auto Service filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. S.D. Ind. Case No. 24-04264) on August 9, 2024, with $500,000 to $1 million in assets and $1 million to $10 million in liabilities. Joe Peil, president, signed the petition. Judge Jeffrey J. Graham presides over the case. David Krebs, Esq., at Hester Baker Krebs, LLC, is the Debtor's legal counsel. K & P COMMERCIAL: Unsecureds Will Get 2.63% of Claims over 5 Years ------------------------------------------------------------------ K & P Commercial Contractors LLC filed with the U.S. Bankruptcy Court for the Southern District of Texas a Plan of Reorganization dated January 2, 2025. K & P Commercial Contractors, LLC started operations in March 2015. Debtor's operations are a commercial remodeling business. The Debtor is currently owned 58.00% by Landon Knapp and 42.00% by Gary C. Knapp. The Debtor elected to file a chapter 11 reorganization as the best means to resolve the current liabilities of the company and determine the secured portions of those creditors. The Debtor filed this case on October 4, 2024. Debtor proposes to pay allowed unsecured based on the liquidation analysis and cash available. Debtor anticipates having enough business and cash available to fund the plan and pay the creditors pursuant to the proposed plan. It is anticipated that after confirmation, the Debtor will continue in business. Based upon the projections, the Debtor believes it can service the debt to the creditors. The Debtor will continue operating its business. The Debtor's Plan will break the existing claims into five classes of Claimants. These claimants will receive cash repayments over a period of time beginning on or after the Effective Date. Class 4 consists of Allowed Unsecured Claims. All allowed unsecured creditors shall receive a pro rata distribution at zero percent per annum over the next five years according to the projections. The Debtor will distribute $32,750.00 to the general allowed unsecured creditor pool over the 5-year term of the plan, including the under-secured claim portions. The Debtor's General Allowed Unsecured Claimants will receive 2.63% of their allowed claims under this plan. This Class is impaired. The allowed unsecured claims total $1,243,524.73. Class 5 consists of Equity Interest Holders (Current Owners). The current owners will receive no payments under the Plan; however, they will be allowed to retain ownership in the Debtor. Class 5 Claimants are not impaired under the Plan. The Debtor anticipate the continued operations of the business to fund the Plan. A full-text copy of the Plan of Reorganization dated January 2, 2025 is available at https://urlcurt.com/u?l=VSHIpI from PacerMonitor.com at no charge. Counsel to the Debtor: Robert C. Lane, Esq. Joshua D. Gordon, Esq. 6200 Savoy, Suite 1150 Houston, TX 77036 Tel: (713) 595-8200 Fax: (713) 595-8201 Email: notifications@lanelaw.com Joshua.gordon@lanelaw.com About K & P Commercial Contractors K & P Commercial Contractors, LLC -- https://kandpconst.com/ -- is a commercial construction company in Richmond, Texas, which specializes in hospitality renovations. It conducts business under the name K&P Construction Services. K & P filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. S.D. Texas Case No. 24-34688) on Oct. 4, 2024, with total assets of $100,000 to $500,000 and total liabilities of $1 million to $10 million. Chris Quinn serves as Subchapter V trustee. Judge Eduardo V. Rodriguez handles the case. The Debtor is represented by Robert C. Lane, Esq., at The Lane Law Firm. KELVIN SPECIAL: Starts Subchapter V Bankruptcy Process ------------------------------------------------------ On January 7, 2025, The Kelvin Special 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 $100,000 and $500,000 in debt owed to 1 and 49 creditors. The petition states funds will be available to unsecured creditors. About The Kelvin Special LLC The Kelvin Special LLC, doing business as Home Owners Advisory Group (HAG) LLC, is an Atlanta-based single asset real estate company with principal offices at Peachtree Road. The Kelvin Special LLC sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Ga. Case No. 25-50209) on January 7, 2025. In its petition, the Debtor reports estimated assets and liabilities between $100,000 and $500,000 each. KSN EXPRESS: Neema Varghese Named Subchapter V Trustee ------------------------------------------------------ The U.S. Trustee for Region 11 appointed Neema Varghese of NV Consulting Services as Subchapter V trustee for KSN Express, Inc. Ms. Varghese will be paid an hourly fee of $400 for her services as Subchapter V trustee and will be reimbursed for work-related expenses incurred. Ms. Varghese declared that she is a disinterested person according to Section 101(14) of the Bankruptcy Code. The Subchapter V trustee can be reached at: Neema T. Varghese NV Consulting Services 701 Potomac, Ste. 100 Naperville, IL 60565 Tel: (630) 697-4402 Email: nvarghese@nvconsultingservices.com About KSN Express Inc. KSN Express Inc. is a transportation company based in Volo, Ill. KSN Express sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Ill. Case No. 25-00011) on January 2, 2025. In its petition, the Debtor reported total assets of $21,000 and total liabilities of $3,185,000. Judge Michael B. Slade handles the case. Richard N. Golding, Esq., at The Golding Law Offices, P.C. represents the Debtor as bankruptcy counsel. KWENCH JUICE: Stephen Darr of Huron Named Subchapter V Trustee -------------------------------------------------------------- The U.S. Trustee for Region 1 appointed Stephen Darr of Huron Consulting Group as Subchapter V trustee for Kwench Juice Franchising, Inc. Mr. Darr will be paid an hourly fee of $825 for his services as Subchapter V trustee and will be reimbursed for work-related expenses incurred. Mr. Darr declared that he is a disinterested person according to Section 101(14) of the Bankruptcy Code. The Subchapter V trustee can be reached at: Stephen Darr Huron Consulting Group 265 Franklin Street, Suite 402 Boston MA 02110 Phone: (617) 226-5593 Email: sdarr@hcg.com About Kwench Juice Franchising Kwench Juice Franchising, Inc. operates a cafe in Boston under the trade name Kwench Juice Cafe, which features juices and fruit smoothies. Kwench Juice Franchising sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Mass. Case No. 24-12587) on December 26, 2024. In its petition, the Debtor reported up to $50,000 in assets and up to $1 million in liabilities. Judge Christopher J. Panos handles the case. Barry Levine, Esq., represents the Debtor as legal counsel. LA PLAZA MEXICO: Lisa Holder Named Subchapter V Trustee ------------------------------------------------------- The U.S. Trustee for Region 17 appointed Lisa Holder, Esq., a practicing attorney in Bakersfield, Calif., as Subchapter V trustee for La Plaza Mexico, LLC. Ms. Holder will be paid an hourly fee of $300 for her services as Subchapter V trustee and will be reimbursed for work-related expenses incurred. Ms. Holder declared that she is a disinterested person according to Section 101(14) of the Bankruptcy Code. The Subchapter V trustee can be reached at: Lisa Holder, Esq. 3710 Earnhardt Drive Bakersfield, CA 93306 Phone: (661) 205-2385 Email: lholder@lnhpc.com About La Plaza Mexico La Plaza Mexico, LLC is a limited liability company operating from Ceres, Calif. La Plaza Mexico sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. E.D. Calif. Case No. 25-90003) on January 3, 2025, with $1 million to $10 million in both assets and liabilities. Judge Ronald H. Sargis handles the case. David C. Johnston, Esq., represents the Debtor as legal counsel. LIGADO NETWORKS: Jan. 13 Deadline Set for Panel Questionnaires -------------------------------------------------------------- The United States Trustee is soliciting members for committee of unsecured creditors in the bankruptcy cases of Ligado Networks LLC, formerly LightSquared, et al. If a party wishes to be considered for membership on any official committee that is appointed, it must complete a questionnaire available at https://tinyurl.com/4h96tahb and return by email it to Benjamin Hackman, Esq. -- benjamin.a.hackman@usdoj.gov -- at the Office of the United States Trustee so that it is received no later than Monday, January 13, 2025, 4:00 p.m. (E.T.). If the U.S. Trustee receives sufficient creditor interest in the solicitation, it may schedule a meeting or telephone conference for the purpose of forming a committee. About Ligado Networks Ligado Networks, formerly LightSquared, provides mobile satellite services. The Company's satellite and terrestrial solutions, combined with powerful, lower mid-band spectrum, serve to supplement and broaden mobile coverage across the United States and Canada. On the Web: http://www.ligado.com/ On January 5, 2025, Ligado Networks LLC and certain of its affiliates each filed a voluntary petition for relief under Chapter 11 of the United States Bankruptcy Code (Bankr. D. Del. Lead Case No. 25-10006). Perella Weinberg Partners LP is serving as investment banker to Ligado, FTI Consulting, Inc. is serving as financial advisor, Milbank LLP is serving as legal counsel, and Richards, Layton & Finger P.A. is serving as co-counsel. Omni Agent Solutions LLC is the claims agent. An ad hoc group of first lien creditors is being advised by Guggenheim Securities, LLC as financial advisor, and by Sidley Austin LLP as counsel. An ad hoc group of crossholding creditors is being advised by Kirkland & Ellis LLP. LIGADO NETWORKS: Sues Inmarsat, Seeks to Recoup $1.7-Bil. --------------------------------------------------------- Paul Lipscombe of DCD reports that Ligado Networks, a satellite operator, has sued its contract partner Inmarsat shortly after filing for Chapter 11 bankruptcy protection. According to the report, Ligado is seeking to recover $1.7 billion in payments related to a 2007 spectrum leasing agreement. In the lawsuit, Ligado claims Inmarsat failed to upgrade its satellite network as required under the contract, while still demanding payments. This occurred during a time when Ligado was engaged in a dispute with the U.S. government, which prevented the company from monetizing the leased spectrum, the report said. Ligado accuses the UK-based satellite company of breaching the 2007 agreement, which allowed both companies to use radio frequencies for mobile communications and other commercial purposes. Ligado filed for Chapter 11 bankruptcy on January 5, 2025, part of a restructuring plan that will reduce its debt from $8.6 billion to around $1.2 billion, while continuing to operate and provide mobile satellite services as normal. "Ligado paid Inmarsat over $1.7 billion in fees over 17 years, while Inmarsat deliberately failed to meet its obligations to upgrade its satellite terminals," said Doug Smith, CEO of Ligado. "Inmarsat's delay in upgrades means the required work is still years away from completion. After extensive efforts to reach a resolution, we are left with no choice but to pursue legal action to compel Inmarsat to meet its responsibilities and compensate for the damages caused." According to DCD, Inmarsat has responded by claiming that Ligado's lawsuit has no legal basis and is full of "unfounded allegations." During a court hearing on January 7, 2025, Inmarsat attorney Laura Davis Jones stated that Ligado is $500 million behind on lease payments, with additional obligations accumulating quarterly. Ligado has also pointed to its dispute with the U.S. government, claiming it contributed to its significant losses and the bankruptcy filing. The company alleges that the U.S. government unlawfully seized its licensed spectrum without compensation after lengthy efforts to reach a resolution with Viasat, which acquired Inmarsat in 2023, the report relays. Ligado's Chapter 11 filing is expected to facilitate its lawsuit against the U.S. government, which was filed in 2023 against the Department of Defense, the Department of Commerce, and the National Telecommunications and Information Administration, according to report. About Ligado Networks Ligado Networks, formerly LightSquared, provides mobile satellite services. The Company's satellite and terrestrial solutions, combined with powerful, lower mid-band spectrum, serve to supplement and broaden mobile coverage across the United States and Canada. On the Web: http://www.ligado.com/ On January 5, 2025, Ligado Networks LLC and certain of its affiliates each filed a voluntary petition for relief under Chapter 11 of the United States Bankruptcy Code (Bankr. D. Del. Lead Case No. 25-10006). Perella Weinberg Partners LP is serving as investment banker to Ligado, FTI Consulting, Inc. is serving as financial advisor, Milbank LLP is serving as legal counsel, and Richards, Layton & Finger P.A. is serving as co-counsel. Omni Agent Solutions LLC is the claims agent. An ad hoc group of first lien creditors is being advised by Guggenheim Securities, LLC as financial advisor, and by Sidley Austin LLP as counsel. An ad hoc group of crossholding creditors is being advised by Kirkland & Ellis LLP. LINX OF LAKE: Gets Interim OK to Use Cash Collateral Until Feb. 6 ----------------------------------------------------------------- Linx of Lake Mary, LLC got the green light from the U.S. Bankruptcy Court for the Middle District of Florida to use cash collateral until Feb. 6. The court granted interim authorization for the company to use cash collateral to meet payroll, trustee fees, and other necessary expenses as outlined in its budget, plus an amount not to exceed 10% for each line item. The budget shows total projected expenses of $128,949.86 from mid-December to mid-January. HLI was granted a perfected post-petition lien on cash collateral to the same extent and with the same validity and priority as its pre-bankruptcy lien. The next hearing is set for Feb. 6. HLI can be reached through: HLI Investments and Funding-Fund 2, LLC 1000 Legion Place, Suite 1200 Orlando, FL 32801 About Linx of Lake Mary LLC Linx of Lake Mary LLC sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. M.D. Fla. Case No. 24-06781) on December 13, 2024. In the petition signed by Patrick Schneider, manager, the Debtor disclosed up to $10 million in both assets and liabilities. Judge Grace E. Robson oversees the case. The Debtor is represented by: Justin M Luna Latham, Luna, Eden & Beaudine, LLP Tel: 407-481-5800 Email: jluna@lathamluna.com LITIGATION PRACTICE: Court Affirms Dismissal of Merchants' Claims ----------------------------------------------------------------- In the case captioned as MERCHANTS CREDIT CORPORATION a/k/a MERCHANTS CREDIT ASSOCIATION, a Washington corporation and licensed collection agency, Appellant, v. LITIGATION PRACTICE GROUP PC, a foreign professional service corporation; and PETER SCHNEIDER, an individual, Respondents, No. 84104-1-I (Wash. Ct. App.), Judge Stephen J. Dwyer of the United States Court of Appeals for the State of Washington affirmed the orders of the trial court dismissing the third party claims filed by Merchants against LPG and awarding attorney fees and costs to LPG pursuant to RCW 4.84.185. LPG's request for appellate attorney fees and costs is denied. Litigation Practice Group filed a lawsuit against Merchants Credit Corporation, a debt collection agency, on behalf of David Trahan. Merchants thereafter filed third-party claims against LPG for alleged violations of the Consumer Protection Act and the federal Credit Repair Organizations Act premised on its assertion that LPG lacked the authority to commence a lawsuit on Trahan's behalf. Subsequently, on a motion for summary judgment filed by LPG, the trial court entered an order dismissing Merchants' claims as frivolous and filed in bad faith and awarded LPG its attorney fees and costs pursuant to RCW 4.84.185. Merchants appeals the entry of the orders granting summary judgment and attorney fees to LPG. Holding that the trial court did not err by ruling Merchants' claims as frivolous, Judge Dwyer affirms. LPG filed a motion for an award of fees and costs pursuant to RCW 4.84.185 wherein it requested an award of $25,600 in fees, with an added lodestar multiplier that would double the fees to $51,200, as well as costs of $430. On May 18, 2022, the trial court entered an order on the motion that found that sanctions were appropriate pursuant to RCW 4.84.185 as Merchants' claims against LPG were "frivolous, had no merit ('none'), and were filed in bad faith" and, thus, awarded LPG $25,600 in attorney fees and $430 in costs. On May 18, 2022, the court entered judgment against Merchants for $26,030. Merchants asserts that its third party claims against LPG were supported by the facts and law and, thus, the trial court erred by concluding that the claims were frivolous and by awarding attorney fees and costs to LPG pursuant to RCW 4.84.185. Judge Dwyer agrees with the trial court that the claims were frivolous. Merchants contends that LPG is a "credit repair organization" pursuant to the CROA and that its purported failure to provide "a CROA-compliant contract" indicates that it violated that statute. As the basis for the CROA claim, they assert that LPG was limited by the terms of the power of attorney that it provided to Merchants for the purpose of obtaining documentation regarding Trahan's potential claims. This assertion has no factual support in the record. According to Judge Dwyer, nothing in the language of the power of attorney purports to either define the full scope of authority granted to LPG by Trahan or invalidate the legal services agreement. Accordingly, there is no basis in fact for Merchants' assertion that LPG was unauthorized to initiate a lawsuit on Trahan's behalf and, thus, no basis in fact for the third-party CROA claim asserted by Merchants against LPG. Merchants also brought a claim against LPG for alleged violations of the CPA. As with the CROA claim, Merchants' CPA claim is premised on its contention that LPG did not have the authority to commence this lawsuit on Trahan's behalf because the power of attorney did not bestow such authority. According to them, commencement of lawsuits without authorization is an action that occurred in trade or commerce, affects the public interest, and caused harm by necessitating the retention of an attorney. As such, Merchants contends that the trial court erred by imposing attorney fees and costs pursuant to RCW 4.84.185. Again, Merchants is incorrect. Judge Dwyer explains that because there is no indication that LPG has engaged in such a practice, Merchants fails to establish an entrepreneurial aspect of the practice of law that would amount to trade or commerce as required for a CPA claim. Thus, Merchants has no cognizable CPA claim against LPG. Judge Dwyer finds the trial court did not err in determining that Merchants' CPA claim is frivolous. The trial court did not abuse its discretion in finding that Merchants' claims had no basis in law or fact, and, therefore, were frivolous. Accordingly, the trial court properly exercised its discretion to award reasonable attorney fees and costs to LPG pursuant to RCW 4.84.185, Judge Dwyer concludes. LPG also contends that it is entitled to an award of attorney fees and costs on appeal pursuant to the same statute relied on by the trial court to award fees, RCW 4.84.185. According to Judge Dwyer, "LPG's request for an award of appellate attorney fees fails to comply with our Rules of Appellate Procedure. " The applicable rule provides that if applicable law grants a party the right to recover reasonable attorney fees or expenses on review, the party must request the fees or expenses as provided in this rule. The rule further requires that the party must devote a section of its opening brief to the request for the fees or expenses. Taken together, the two rule provisions require the requesting party to prove that its entitlement to fees is already established or to prove that fees are warranted when the law in question is unclear or undecided. Judge Dwyer concludes that LPG does not cite the specific rule that allows us to award attorney fees on appeal. Because LPG failed to prove its entitlement to an award of appellate attorney fees, LPG's request for such an award is denied. A copy of the Court's decision is available at https://urlcurt.com/u?l=DEAU1H About The Litigation Practice Group The Litigation Practice Group P.C. sought protection for relief under Chapter 11 of the Bankruptcy Code (Bankr. C.D. Cal. Case No. 23-10571) on March 20, 2023, with as much as $1 million in both assets and liabilities. Judge Scott C. Clarkson presides over the case. The Debtor tapped Khang & Khang, LLP as legal counsel and Grobstein Teeple, LLP as accountant. The U.S. Trustee for Region 16 appointed an official committee to represent unsecured creditors in the Debtor's Chapter 11 case. The committee is represented by Fox Rothschild, LLP. LONERO ENGINEERING: Seeks to Use Cash Collateral ------------------------------------------------ Lonero Engineering Co., Inc. asked the U.S. Bankruptcy Court for the Eastern District of Michigan, Southern Division, for authority to use cash collateral. Bridge Business Credit, LLC, formerly known as Great Lakes Business Credit, LLC, may assert a first priority security interest in substantially all of Lonero's assets in an amount equal to $2.240 million. Bridge's UCC-1 financing statement asserting an all-asset lien is junior to the UCC-1 financing statement of the U.S. Small Business Administration but the SBA subordinated its priority position to Bridge. Lonero believes that the total value of all of the assets securing the alleged obligation to Bridge is $4.5 million, which is far in excess of the $2.240 million Bridge may assert that it is owed by the company. Thus, there exists an equity cushion for Bridge of approximately $2.3 million. As adequate protection, Lonero offered replacement liens in all such types and descriptions of collateral which secured Bridge, the SBA, or other secured creditors' pre-bankruptcy liabilities and which are created, acquired or arise after the petition date. In addition to replacement liens, Lonero proposed to pay as additional adequate protection (i) the sum of $19,646 per month to Bridge, which is the amount equal to the pre-bankruptcy non-default rate of interest accruing on its alleged claim, and (ii) $954 per month to the SBA, which is an amount equal to the pre-bankruptcy payment due on the EDIL. In addition, with respect to Bridge, there is as an equity cushion in its collateral package sufficient to support a finding of adequate protection. Bridge's collateral package has a value of $3.968 million and Bridge may assert a $2.240 million secured claim. Thus, there is a $1.7 equity cushion available to Bridge. Bridge can be reached through its counsel: Ronald A. Spinner, Esq. Miller, Canfield, Paddock and Stone, PLC 150 West Jefferson, Suite 2500 Detroit, MI 48226 Telephone: (313) 496-7829 Facsimile: (313) 496-7500 Email: spinner@millercanfield.com About Lonero Engineering Co. Lonero Engineering Co., Inc. is a company based in Troy, Mich., which operates as a specialized machine shop providing precision machining services for complex, close-tolerance applications. Lonero sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. E.D. Mich. Case No. 25-40041) on January 3, 2025. In its petition, the Debtor reported up to $50,000 in assets and up to $500,000 in liabilities. Judge Lisa S. Gretchko handles the case. John J. Stockdale, Jr., Esq., represents the Debtor as legal counsel. LUMIO HOLDINGS: Seeks to Extend Plan Exclusivity to April 2, 2025 ----------------------------------------------------------------- Lumio Holdings, Inc., and Lumio HX, Inc. asked the U.S. Bankruptcy Court for the District of Delaware to extend their exclusivity periods to file a plan of reorganization and obtain acceptance thereof to April 2, 2025 and June 2, 2025, respectively. The Debtors claim that cause exists to extend the Exclusive Periods. As an initial matter, the Debtors have made substantial progress in these chapter 11 cases, including: (i) obtaining vital first- and second-day relief on a consensual basis, ensuring a successful transition into chapter 11; (ii) retaining professionals to advise on all aspects of their chapter 11 cases; (iii) protecting the value of their business and successfully transitioning to their role as debtors in possession; (iv) preparing and filing the Debtors' schedules of assets and liabilities and statements of financial affairs; (v) responding to informal discovery requests from the Committee; and (vi) meeting the general statutory and other requirements in these chapter 11 cases. Most significantly, however, the Debtors spent a significant portion of these chapter 11 cases pursuing a successful, value maximizing sale of their assets. That process involved, among other things, the successful negotiation of two separate settlements with the Committee and the Debtors' DIP Lender, the negotiation of two asset purchase agreements, and achieving approval of the Sale following a two-day contested hearing. The Debtors cite that the results of the Debtors' diligent efforts put these chapter 11 cases on a path toward a successful resolution to deliver recoveries to their stakeholders through the Combined Disclosure Statement and Plan. And with the Interim Hearing scheduled for later this week and the Combined Hearing just weeks away, the Debtors hope to achieve confirmation of the Plan by early February. The Debtors explain that allowing the Exclusive Filing Period to lapse on January 2, 2025 would defeat the purpose of section 1121 and deprive the Debtors of the benefit of a meaningful and reasonable opportunity to confirm the Plan. If a competing plan were filed at this stage of these chapter 11 cases, it would have a disruptive and detrimental effect on these cases that could result in the potential delay of the Debtors' exit from chapter 11 or a conversion of the chapter 11 cases to chapter 7. Consequently, the requested extension is reasonable and is consistent with the efficient prosecution of these chapter 11 cases as it will provide the Debtors the time necessary to obtain confirmation of their Combined Disclosure Statement and Plan and maximize the value of their estates for the benefit of their stakeholders. Counsel to the Debtors: Robert J. Dehney, Sr., Esq. Matthew B. Harvey, Esq. Matthew O. Talmo, Esq. Scott D. Jones, Esq. Morris, Nichols, Arsht & Tunnell LLP 1201 North Market Street, 16th Floor PO Box 1347 Wilmington, DE 19899-1347 Tel: (302) 351-9353 Fax: (302) 658-3989 Email: rdehney@morrisnichols.com About Lumio Holdings Lumio Holdings, Inc., is a privately-held residential solar provider in Lehi, Utah, which is fully vertically integrated with a full suite of photovoltaic solar system sales, installation and operations. Lumio Holdings and Lumio HX, Inc. filed Chapter 11 petitions (Bankr. D. Del. Lead Case No. 24-11916) on Sept. 3, 2024. Jeffrey T. Varsalone, chief restructuring officer, signed the petitions. At the time of the filing, the Debtors reported $100 million to $500 million in both assets and liabilities. Judge J. Kate Stickles oversees the cases. The Debtors tapped Morris, Nichols, Arsht & Tunnell, LLP, Houlihan Lokey Capital, Inc. and C Street Advisory Group as legal counsel, investment Banker and strategic communications advisor, respectively. Stretto, Inc. is the claims and noticing agent and administrative advisor. MAJESTIC OAK: To Sell Development Property in Brevard County ------------------------------------------------------------ Majestic Oak Estates Ltd. seeks permission from the U.S. Bankruptcy Court for the Middle District of Florida, Orlando Division, to sell Development Property, in Brevard County, Florida, free and clear of all liens, claims, encumbrances, and interests. The Debtor owns three parcels of real estate located in Brevard County generally described as: -- Two parcels that are contiguous and consist of approximately 51+or - acres that the Debtor is developing into a 55+ gated community with a fishing lake and 165 mobile home lots (Development Property) -- The third parcel is located at 4795 Highway 46, Mims, Florida and is leased to a used car dealer (Car Lot) The Debtor anticipates filing a separate motion seeking approval of the sale of the Car Lot to the Debtor's tenant. The Debtor seeks approval of the sale of the Development Property at a public auction pursuant to the bidding procedures and sales processes. The interest holders against the Property include Brevard County Tax Collector with undetermined claim amount, Central Bank of Florida with $2,110,000.00, and Anderson Place Construction with $1,770,437.00. The Development Property will be sold in its "as is," "where is" and "what is" condition and with all faults, with no guarantees or warranties, express or implied, but will be free and clear of all Interests The Debtor intends to seek a Stalking Horse Bidder through the retention of Fisher Auction Co. Inc. which will work to market and sell the Development Property under a single fee structure. The Debtor seeks authorization to enter into a stalking horse agreement with a stalking horse bidder, and to offer a breakup fee equal to one percent (1%) of the proposed purchase price, in any Stalking Horse Agreement. The Debtor intends to sell the Development Property as soon as possible for the highest and best offer, and further asks the Court to schedule a hearing to approve the highest and best bid on or before March 14, 2025. The proposed Bidding Procedures are as follows: --Every potential bidder must register with the Broker/Auctioneer; --Every bidder must provide a deposit in an amount of $100,000.00 which will be transferred via a Federal Wire Transfer to Debtor’s counsel, Herron Hill Law Group, PLLC; --Each bidder must provide written evidence that, in the discretion of the Broker/Auctioneer, establishes that the bidder has the financial ability to consummate the purchase of the Development Property within 15 days after entry of the Sale Order. --A bid (including a stalking horse bid) must be irrevocable through the completion of the Auction. --In addition to its successful bid, the Successful Bidder for the purchase of the Property shall pay a “Buyer’s Premium” equal to six percent (6%) of its successful bid to be paid at the closing of the purchase. --Each bidder will provide all his/her/its contact information on the Bidder Pre-Registration Form; --The Broker/Auctioneer, acting on behalf of Debtor, will conduct an online-only auction of the Development Property via the Fisher Auction Company bidding platform on March 12, 2025, at 11:00 AM Eastern Standard Time and ending at 1:00 PM Eastern Standard Time; --The Auction will be conducted as an online auction. The initial overbid at the Auction must exceed the sum of the purchase price in any Stalking Horse Agreement plus the amount of the Break-Up Fee. After the Initial Overbid, bids by Qualified Bidders will be made in increments at the Broker/Auctioneer’s reasonable discretion. Central Bank will be permitted to credit bid up to its Court approved Credit Bid Amount pursuant to Section 363(k). In the event that Central Bank becomes the Successful Bidder at or below the Court approved credit bid amount, Central Bank will pay two percent (2%) of the Credit Bid Amount to the Broker/Auctioneer. In the event that Central Bank becomes the Successful Bidder at a final bid price above the Court approved credit bid amount, then Central Bank shall be subject to the 6% Buyer's Premium. The Auction will conclude when Debtor receives what is determined by the Broker/Auctioneer to be the highest offer for the Development Property and subject only to the subsequent approval of the Court. If the Successful Bidder fails to consummate its purchase of the Development Property by the required closing date because of a breach or failure to perform on the part of such Successful Bidder, the Successful Bidder will forfeit its Deposit to Debtor, Debtor will notify the Back-Up Bidder of the Successful Bidder's failure to close and the Back-Up Bidder's obligation to close, and Debtor will be authorized to consummate the sale with the BackUp Bidder without further order of the Bankruptcy Court. The Back-Up Bidder will be obligated to close within fifteen (15) days after its receipt of notice from Debtor that the Successful Bidder failed to close, and subject to the terms and conditions of the PSA. If the Back-Up Bidder is unable or unwilling to close the sale in the time permitted as set forth herein and under the PSA, the Back-Up Bidder will forfeit its Deposit to Debtor. The sale of the Development Property pursuant to these Bid Procedures will be subject to the approval of the Bankruptcy Court at a hearing scheduled on March 14, 2025. Each Bidder Deposit and Deposit will be maintained in a noninterest-bearing account and subject to the jurisdiction of the Bankruptcy Court. The Broker/Auctioneer will maintain an electronic data room with all due diligence materials pertinent to the sale of the Development Property. The Debtor asserts that the methods of the notice described in the Motion comply fully with Rule 2002 and constitute good and adequate notice of the Bidding Procedures and of the sale of the Development Property. About Majestic Oak Estates Ltd. Majestic Oak Estates G.P. LLC is a limited liability company. Majestic Oak Estates G.P. LLC sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. M.D. Fla. Case No. 24-06488) on November 27, 2024. In the petition filed by Gene A. Liguori, Jr. as member, the Debtor reports estimated assets up to $50,000 and estimated liabilities between $1 million and $10 million. Honorable Bankruptcy Judge Tiffany P. Geyer oversees the case. The Debtor is represented by Jeffrey S. Ainsworth, Esq., at BRANSONLAW, PLLC, in Orlando, Florida. MARINUS PHARMACEUTICALS: Ends Orion Agreements, EUR 1.5M Settlement ------------------------------------------------------------------- Marinus Pharmaceuticals, Inc. disclosed in a Form 8-K Report filed with the U.S. Securities and Exchange Commission that the Company and Orion Corporation entered into a Termination and Release Agreement to terminate, as of December 23, 2024, (i) that certain Collaboration Agreement by and between Orion and the Company, dated as of July 30, 2021; (ii) that certain Manufacturing and Supply Agreement by and between Orion and the Company, dated as of October 24, 2022; and (iii) a number of ancillary agreements related to the Collaboration Agreement and the Supply Agreement. The Termination Agreement also provided a mutual release of claims. The Termination Agreement was entered into in connection with the Company's review of its strategic alternatives. Under the terms of the Termination Agreement, Orion is not required to pay to the Company the EUR500,000 development costs payment associated with the Collaboration Agreement which would otherwise have been due for the fourth quarter of 2024 under the Collaboration Agreement. In addition, the Company will pay to Orion EUR1,500,000 within 10 business days after the first to occur of: (i) the closing of a transaction between the Company and a third party transferring or selling all or substantially all of the Company's assets or business that relate to a biopharmaceutical product which incorporates ganaxolone as the sole active ingredient or in combination with one or more other active ingredients (in the same formulation) for any of the indications for which Orion was granted commercialization rights pursuant to the Collaboration Agreement; or (ii) the Company's merger or consolidation or similar transaction constituting a change of control of the Company; or (iii) June 30, 2025. A full-text copy of the Termination and Release Agreement, dated December 23, 2024 is available at: https://tinyurl.com/mwwe3bdc 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. MAX CAPITAL: Sec. 341(a) Meeting of Creditors Set for February 3 ---------------------------------------------------------------- On January 7, 2025, Max Capital 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 $1 million and $10 million in debt owed to 1 and 49 creditors. The petition states funds will not be available to unsecured creditors. A meeting of creditors under Sec. 341(a) to be held on February 3, 2025 at 10:00 AM. About Max Capital LLC Max Capital LLC is a limited liability company. Max Capital LLC sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Tex. Case No. 25-30151) on January 7, 2025. In its petition, the Debtor reports estimated assets and liabilities between $1 million and $10 million each. Abii & Associates, PLLC represents the Debtor as counsel. MEGA ENTERTAINMENT: Court OKs Continued Use of Cash Collateral -------------------------------------------------------------- Mega Entertainment Group II, LLC received interim approval from the U.S. Bankruptcy Court for the Northern District of Illinois, Eastern Division to use Foster Bank's cash collateral. The order signed by Jacqueline Cox on Jan. 7 authorized the company to use cash collateral to pay ongoing expenses in accordance with its budget, subject to a variance of no more than 10% per line item. Mega Entertainment will make monthly payments to Foster Bank in the amount of $500.00 as adequate protection. Foster Bank will be granted a replacement lien on the proceeds from assets acquired by the company subsequent to the filing of its Chapter 11 case, subject to verification of the extent and validity of the lien. Upon the occurrence of an event of default, Foster Bank may seek modification of the automatic stay to discontinue the company's right to use cash collateral. An event of default occurs if the order is stayed, reversed, vacated or modified on appeal or it ceases to be in full force and effect; the company's material failure to perform any of its obligations under the order and failure to cure the default within 10 days after receipt of written notice of the default; and the dismissal or conversion of the case to one under Chapter 7. About Mega Entertainment Group II 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 MEXICAN MANUFACTURERS: Unsecureds Will Get 50% over 84 Months ------------------------------------------------------------- Mexican Manufacturers, Inc., filed with the U.S. Bankruptcy Court for the Western District of Texas an Original Disclosure Statement describing Original Plan of Reorganization dated January 1, 2025. MMI is in the manufacturing industry in El Paso, Texas on the international border with Cd. Juarez, Mexico. Under the maquiladora program, the manufacturing occurs on the Mexican side of the border through MMI's wholly-owned subsidiary Servicios de Fabrica Internacional, S.A. de C.V. which is a Mexican business entity, while sales, warehousing, and distribution are managed on the U.S. side of the border through the Debtor in El Paso, Texas. On the Mexico side of operations, Servicios has between 120 to 200 employees depending on customer demand (as of the date of this Disclosure Statement, MMI had 121 employees in Mexico); while on the U.S. side, the Debtor maintains a small administrative staff of 4 employees. The Plan of Reorganization provides for the full payment of the ad valorem personal property taxes of the City of El Paso and John Martino, who as described in detail in this Disclosure Statement, holds a security interest in the Debtor's tangibles and intangibles, including Cash Collateral. Both the City of El Paso and John Martino are treated as fully secured and will be paid in full but on an impaired basis. There are additional secured creditors comprised of the prepetition accounts receivable purchasers, i.e., "merchant lenders", who also hold security interests in the Debtor's accounts receivable. However, because their security interests are subordinate to John Martino's, and there is no equity in the Debtor's accounts receivable with which to even partially secure them, the Merchant Lenders are being paid as General Unsecured Creditors per prior Order establishing this status. The General Unsecured Creditor class comprised of the Merchant Lenders and trade debt will be paid 50% of their Allowed Claims with interest over an 84-month term and are thus also impaired. The Debtor's sole shareholder, Marcos Guzman, will retain his equity in the Debtor based on his post-petition contributions to the Debtor totaling $112,000 which was used for post-petition business operations. The Debtor believes that the Plan is feasible based on post petition reduction in workforce at its wholly owned subsidiary in Mexico which provides the manufacturing services (200 + employees prepetition to currently 120 employees), acquisition of new customers, and additional reductions to operating expenses. Class 4 consists of General Unsecured Claims. There are multiple types of Unsecured Claims because they arise from distinct events, legal instruments, and Secured Creditors whose liens are valued at $0.00 (i.e., the Merchant Lenders). Based on Proofs of Claim filed to date and its Schedules, MMI estimates that the total of the General Unsecured Claims is $526,961.11. Class 4 shall be paid 50% of the total General Unsecured Claims ($263,480.56) on a pro-rata basis over 84 months with interest at 5.25%. Monthly payments in the total amount of $3,755.32 (including interest) will be made beginning on the Effective Date with like payments to be on the 15th day of each succeeding month. All payments will be shared pro-rata amongst the Class 4 creditors. MMI will be the disbursing agent for Class 4. Class 5 consists of Equity Interest Holders. Equity interest holders are parties who hold an ownership interest (equity interest) in MMI. In a corporation, those holding preferred or common stock are equity interest holders. The only member of Class 5 is Guzman. MMI's only equity holder is Guzman. He will retain his stock ownership in MMI. He holds this equity interest as community property, subject to his sole management, under the Texas Family Code. Moreover, Guzman has made contributions to MMI post-petition which it believes constitute new value for purposes of satisfying the Absolute Priority Rule. Since the Petition Date, Guzman made a $12,000 contribution on June 20, 2024, and a $100,000 contribution on August 28, 2024. MMI will distribute all Plan payments from revenue received from its business operations. A full-text copy of the Disclosure Statement dated January 1, 2025 is available at https://urlcurt.com/u?l=TKV2Pk from PacerMonitor.com at no charge. Attorneys for the Debtor: Carlos A. Miranda, Esq. Carlos G. Maldonado, Esq. Miranda & Maldonado, PC 5915 Silver Springs, Bldg. 7 El Paso, TX 79912 Telephone: (915) 587-5000 Facsimile: (915) 587-5001 Email: cmiranda@eptxlawyers.com cmaldonado@eptxlawyers.com About Mexican Manufacturers Mexican Manufacturers, Inc., is in the manufacturing industry in El Paso, Texas on the international border with Cd. Juarez, Mexico. The Debtor filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. W.D. Tex. Case No. 24-30459) on April 16, 2024, with as much as $1 million in both assets and liabilities. Judge Christopher G. Bradley oversees the case. Miranda & Maldonado, PC and Michael L. Schmid, CPA, PLLC serve as the Debtor's bankruptcy counsel and accountant, respectively. MIDWEST MOBILE: Robbin Messerli Named Subchapter V Trustee ---------------------------------------------------------- The Acting U.S. Trustee for Region 13 appointed Robbin Messerli as Subchapter V trustee for Midwest Mobile Imaging, LLC. Mr. Messerli will be paid an hourly fee of $275 for his services as Subchapter V trustee and will be reimbursed for work related expenses incurred. Mr. Messerli declared that he is a disinterested person according to Section 101(14) of the Bankruptcy Code. The Subchapter V trustee can be reached at: Robbin L. Messerli 6917 TOMAHAWK RD P.O. BOX 8686 PRAIRIE VILLAGE, KS 66208-2618 913.662.3524 Email: rob.messerli@gunrockvp.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. MMA LAW FIRM: Court Stays PCG Claims Lawsuit Due to Bankruptcy -------------------------------------------------------------- Judge Gordon Goodman of the Court of Appeals for the First District of Texas at Houston stayed the the appellate case captioned as MMA Law Firm, PLLC, formerly known as McClenny, Moseley & Associates, PLLC v. PCG Claims, LLC d/b/a PCG Consulting, LLC, Case No. 01-24-00217-CV (Tex. App.). This appeal is abated, treated as a closed case, and removed from the Appellate Court's active docket. Appellant, MMA Law Firm, PLLC, informed the Appellate Court that it filed a petition for Chapter 11 bankruptcy in Case Number 24-31596 in the United States Bankruptcy Court for the Southern District of Texas. Until the parties (1) notify the the Appellate Court that the bankruptcy stay has been lifted or authorization has been received by the bankruptcy court to proceed, and (2) move to reinstate the case, the Appellate Court Court will take no further action other than to receive and hold any documents tendered during the period of suspension. Unless a party successfully moves to reinstate, this appeal will be an inactive case on the Appellate Court's docket. A copy of the Court's decision dated Dec. 31, 2024, is available at https://urlcurt.com/u?l=lKoRMN About MMA Law Firm MMA Law Firm, PLLC is a Houston-based law firm specializing in insurance claim management, negotiation and litigation. MMA Law Firm filed Chapter 11 petition (Bankr. S.D. Texas Case No. 24-31596) on April 9, 2024, with $100 million to $500 million in assets and $10 million to $50 million in liabilities. Zach Moseley, managing member, signed the petition. Judge Eduardo V. Rodriguez oversees the case. The Debtor is represented by Johnie Patterson, Esq., at Walker & Patterson, P.C. MOBIQUITY TECHNOLOGIES: Sabby Volatility, 2 Others Hold 0% Stake ---------------------------------------------------------------- Sabby Volatility Warrant Master Fund, Ltd., Sabby Management, LLC, and Hal Mintz disclosed in a Schedule 13G filing with the U.S. Securities and Exchange Commission that as of December 31, 2024, they beneficially own zero shares of Mobiquity Technologies, Inc.'s common stock. As previously reported by The Troubled Company Reporter, in a Schedule 13D/A filed with the SEC, the following entities reported beneficial ownership of shares of common stock of the Company as of Dec. 31, 2023: Shares Percent Beneficially of Reporting Person Owned Class Sabby Volatility Warrant Master Fund, Ltd. 144,867 5.29% Sabby Management, LLC 144,867 5.29% Hal Mintz 144,867 5.29% About Mobiquity Technologies Headquartered in Shoreham, N.Y., Mobiquity Technologies, Inc., is a next-generation advertising technology, data compliance, and intelligence company that operates through its various proprietary software platforms. The Company's product solutions are comprised of three proprietary software platforms: Advertising Technology Operating System (ATOS Platform); Data Intelligence Platform; and Publisher Platform for Monetization and Compliance. Margate, Florida-based Assurance Dimensions, the Company's auditor since 2023, issued a "going concern" qualification in its report dated April 8, 2024, citing that the Company has incurred operating losses, 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. MODEL TOBACCO: Seeks Cash Collateral Access ------------------------------------------- Model Tobacco Development Group, LLC asked the U.S. Bankruptcy Court for the Eastern District of Virginia, Richmond Division, for authority to use cash collateral through Jan. 31. The company requires the use of cash collateral to meet its ordinary and necessary expenses. Model Tobacco Development Group, which redeveloped a historic tobacco factory, is experiencing financial difficulties, including missed debt payments to major creditors. This bankruptcy filing comes amidst legal challenges, including criminal charges against a key member of the company, Christopher Harrison. Mr. Harrison was restricted from financial involvement with the company, leading to the appointment of a receiver being sought by a creditor. The Chapter 11 filing aims to stabilize the company's operations, address creditor claims, and restructure its business while removing Mr. Harrison from his managerial role. This action was taken shortly before a scheduled hearing on the appointment of a receiver, allowing the company to pursue a more controlled reorganization or sale process for the benefit of all stakeholders. The company recently missed debt payments to its major creditors, the Virginia Housing Development Authority and Cedar Rapids Bank and Trust Company. As adequate protection, Model Tobacco Development Group proposed to pay approximately $105,000 to VHDA per month as adequate protection, which will be applied to the debt owed to VHDA, in the manner allowed by their loan documents. Further, the company is paying WPM Management, LLC, its property management company, which has agreed to provide VHDA with reporting upon reasonable request. Finally, the company's budget provides for the payment of approximately $69,000 of real estate taxes due in January. VHDA can be reached through its counsel: Michael E. Lacy, Esq. Troutman Pepper Locke LLP 1001 Haxall Point Richmond, VA 23219 Telephone: (804) 697-1326 Email: michael.lacy@troutman.com -- and -- Gary W. Marsh, Esq. Troutman Pepper Locke LLP 600 Peachtree Street, NE, Suite 3000 Atlanta, GA 30308 Telephone: (404) 885-2752 Email: gary.marsh@troutman.com -- and -- Matthew R. Brooks, Esq. Troutman Pepper Locke LLP 875 Third Avenue New York, NY 10022 Telephone: (212) 704-6000 Email: matthew.brooks@troutman.com About Model Tobacco Development Group Model Tobacco Development Group LLC is engaged in activities related to real estate. Model Tobacco Development Group LLC sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. E.D. Va. Case No. 24-34863) on December 31, 2024. In the petition filed by Christopher A. Harrison, as Manager of McKenzie Blake Development Company, manager, the Debtor reports estimated assets between $50 million and $100 million and estimated liabilities between $10 million and $50 million. The Debtor is represented by Justin P. Fasano, Esq., at McNamee Hosea, P.A. MOMENTIVE PERFORMANCE: S&P Upgrades ICR to 'BB-' on Debt Repayment ------------------------------------------------------------------ S&P Global Ratings raised its issuer credit rating on Momentive Performance Materials Inc. (MPM) to 'BB-' from 'B+'. S&P's outlook is positive, reflecting the company's adequate liquidity, ongoing support from KCC, and a modest improvement expected in the global silicones market in 2025. MPM's debt repayment positions the company for positive free cash flow generation as market conditions improve. The company repaid $400 million of debt, resulting in more sustainable credit metrics during a difficult operating environment for the global silicones industry. S&P said, "Pro forma for the transactions, we expect debt to EBITDA will improve to below 7x by year-end 2024 versus 10x on a last-12-months basis as of third-quarter 2024. The term loan repayment will also result in about $30 million of cash interest cost savings and help stem the company's cash flow burn over the past few years. The expected improvement in free cash flow generation and liquidity metrics is critical to our upgrade, as the company generated negative free cash flow during 2022 and 2023, and S&P expects free cash flow to again be negative in 2024." The debt repayment comes as silicones demand has stabilized, particularly in the specialty market. MPM generated about $70 million of quarterly EBITDA in both the second and third quarter, and S&P excepts fourth-quarter EBITDA will be $60 million-$70 million. Year-over-year earnings improvement throughout 2024 has come primarily from low-double-digit volume growth in performance additives and specialty silicones. In this subsector, the company is less exposed to competition from commodity silicones producers, and the weak performance there in 2023 primarily resulted from weaker goods demand and destocking instead of the structural oversupply that has plagued the commodity silicones market. EBITDA in 2024 has also benefited from better plant loading and higher fixed-cost absorption, as well as measures the company has taken to procure and sell less commodity siloxane on the spot market. The commodity siloxane market will remain challenged into 2025 as the industry struggles to absorb sizable capacity additions in China. Although specialty demand improved in 2024, oversupply continues to pressure the silicones market. S&P Commodity Insights expects Chinese producers will add roughly 1,140 thousand metric tons (kmt) of capacity between 2022-2027, based on completed and announced expansions as of 2023 (including a few hundred kmt of capacity that came online in 2024). This comes despite slowing demand and Chinese producers' substantial capacity additions over the past several years--Chinese capacity grew 23.5% per year from 2019-2022. S&P said, "While new capacity additions will slow in coming years given current oversupply, we expect siloxane pricing will remain depressed even as demand rebounds further up the value chain, similar to 2024 when substantially all of MPM's EBITDA growth came from improved specialty demand. While MPM continues to optimize its sourcing of siloxane from suppliers (which are generally on the bottom half of the global cost curve) in order to right-size its offtake of commodity material, basic silicones still represent a large portion of the company's business. As a result, we do not expect EBITDA in the company's formulated and basic silicones segment to reach the levels realized in 2021 and 2022 over the next few years. "We forecast higher specialty demand, improved plant utilization, and higher fixed-cost absorption will improve margins in 2025 as MPM upgrades a higher percentage of base material to specialty products and sells less commodity siloxane on the spot market. Overall, this should result in S&P Global Ratings-adjusted EBITDA improving toward $300 million over the next 12 months and debt to EBITDA to about 5.5x. "The equity infusion and deleveraging supports our view that MPM is strategically important to KCC. It furthers the parent's track record of financial support for MPM and corroborates our belief that MPM is key to KCC's long-term business strategy. MPM accounts for a large portion of the KCC group's overall earnings (54% and 21% on an EBITDA basis in 2022 and 2023, respectively), which provides a strong incentive for ongoing credit support from the parent. "Additionally, since KCC led the buyout of MPM in 2019, it has demonstrated its willingness to provide financial support to MPM when necessary. During the initial transaction and again in 2023 when MPM refinanced its capital structure, KCC guaranteed MPM's second-lien term loan, which resulted in favorable financing terms. In 2021, KCC contributed its own silicones business to MPM in exchange for additional equity in the company before buying out its private equity partner completely in 2024. Earlier last year, KCC also provided further financial assistance by extending a $100 million shareholder loan to MPM, which we view as akin to equity. The loan not only bolstered MPM's near-term liquidity, but also demonstrated KCC's long-term commitment to MPM by allowing the company to continue spending on strategic growth initiatives, including the construction of a new research and development (R&D) facility. "In the short-term, we expect KCC will further integrate MPM into its existing operations through closer alignment of raw material procurement, technology sharing, and new product development. KCC could pursue an IPO of MPM in a more favorable macroeconomic and industry environment, but we believe this is unlikely over the next few years. Additionally, even with an IPO, we expect KCC to retain a controlling share in the company. "MPM has also stated its intent to deleverage in the near term to below 3x-4x, which it has partially achieved through the recent $400 million of debt repayment. Although we do not incorporate further prospective debt repayment into our base case, given KCC's historical support and the integral nature of MPM's business to the group, we believe further equity contributions and debt repayment are possible over the next year. "The positive outlook reflects our expectation that MPM's financial metrics will improve in 2024 and 2025 from the aforementioned debt reduction, stronger global demand for specialty silicones and moderating year-over-year pricing pressure. The outlook also reflects the potential for additional financial support from KCC or a positive reassessment of MPM's status within the KCC group, as well as the company's adequate liquidity. The company had about $94 million of cash and $146 million of revolver availability as of September 2024, and we expect it will maintain adequate liquidity over the next 12 months even with negative free cash flow. "In our base-case scenario, and pro forma for the recent debt repayment, we expect MPM's debt to EBITDA will improve to about 6.5x in 2024 from above 10x in 2023. We also believe free cash flow will improve in 2025 as specialty demand stabilizes and the company benefits from $30 million of interest cost savings, offset by overcapacity and prolonged pricing weakness in basic silicones. "We could revise our outlook on MPM to stable over the next 12 months if we believe additional equity contributions from KCC and subsequent debt repayment is increasingly unlikely. "We could consider a downgrade if KCC does not provide timely financial or liquidity support to MPM and the company's debt to EBITDA approaches double-digits for a sustained period while free cash flow remains persistently negative, leading us to believe its liquidity sources will fall below 1.2x uses over the next 12 months. "Momentive's operating performance and financial credit metrics could deteriorate below our base case if a recession in the U.S. and Europe undercuts the current demand recovery or if pricing faces further pressure from persistent industry overcapacity. Pricing in specialty silicones is of particular importance given we currently assume pricing and margins remain relatively stable in the company's performance additives segment." S&P could raise the rating within the next 12 months if: -- KCC contributes additional equity to MPM that the company uses to repay debt, -- S&P makes a positive revision to MPM's status within the KCC group; or -- A sustained improvement in end-market demand supports volume growth, while pricing and margins remain stable in MPM's specialty silicones business, resulting in debt to EBITDA improving to about 5x and FFO to debt at or above 12%, along with positive free cash flow. A key factor for a positive rating action in this scenario is MPM's ability to generate sustainable free cash flow on a stand-alone basis. MONTEREY CAPITOLA: Seeks Cash Collateral Access ----------------------------------------------- Monterey Capitola, LLC asked the U.S. Bankruptcy Court for the Northern District of California for authority to use cash collateral. Monterey Capitola owns two parcels of real property located at 309 Escalona Drive and 107 Central Avenue, Capitola, Calif. Rents from the Escalona property are considered cash collateral due to an assignment of rents clause in the related deed of trust, while rents from the other property are not. The company intends to use this bankruptcy to stop the foreclosure of Escalona and challenge the validity of the associated deed of trust. The company seeks court authorization to use cash collateral from the Escalona property to cover operating expenses, with some flexibility to exceed the budget by up to 10%. Due to Escalona's negative cash flow, Monterey Capitola plans to use income from the Central Avenue property to cover expenses for the Escalona property and also to pay insurance for other properties owned by a related party. This strategy aims to maintain both properties, address operational expenses, and prevent further financial deterioration while navigating the bankruptcy proceedings. Santa Cruz County Tax Collector and several other lenders assert an interest in the cash collateral. The lenders do not consent to the use of cash collateral. A hearing on the matter is set for Jan. 23. About Monterey Capitola LLC Monterey Capitola, LLC is a California-based company primarily engaged in renting and leasing real estate properties. Monterey Capitola sought relief under Subchapter V of Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Calif. Case No. 24-51916) on December 17, 2024, with $1 million to $10 million in both assets and liabilities. Steven M. Davis, sole member, signed the petition. Judge M. Elaine Hammond handles the case. The Debtor is represented by Joan M. Chipser, Esq. MPGF INC: Unsecured Creditors Will Get 100% over 60 Months ---------------------------------------------------------- MPGF, Inc. d/b/a Maple Grove Floral and Indulge & Bloom filed with the U.S. Bankruptcy Court for the District of Minnesota a Plan of Reorganization dated December 31, 2024. The Debtor operates a floral shop in Maple Grove, MN. It purchased the assets of Falula's Maple Grove Floral, Inc. d/b/a Maple Grove Floral in 2018 and has continued to operate at the same retail location to date. The Plan is in the best interests of creditors because the Debtor's continued operations will generate cash flow for distribution to creditors. The Debtor's current cash flow projections confirm that the Debtor generates sufficient cash flow to fund the payments due under the Plan and provide payments to unsecured creditors in the total amount of approximately $180,000.00 or less over the 60-month period following the effective date of this Plan. In summary, the Debtor intends to make quarterly pro-rata distribution of at least $9,000.00 per calendar quarter toward all Classes of Creditors until all allowed claims are paid in full. Class 3 consists of Allowed General Unsecured Trade Claims other than Pre-Petition Rent. As of the date hereof, the Debtor estimates the total pool of allowed general unsecured claims to be about $88,077.37. Class 3 Claims are impaired. In full satisfaction of such claims, each Holder of a Class 3 claim shall receive its pro rata share of an estimated gross quarterly disbursement of $9,000.00. The gross quarterly disbursement shall continue until all Class 3 allowed claims are paid in full. As of the date of this Plan, the percentage committed to payment of allowed Class 3 claims is 100%. Payment of these claims shall commence in the first calendar quarter following payment in full of the allowed Class 2 claim of HPJ, LLC and continue until all allowed Class 3 claims are paid in full. Class 4 consists of Equity Interests. The only member of Class 4 is Joshua Lindgren (100%). Mr. Lindgren shall retain his equity interest in the Debtor. On the effective date, all the Debtor's respective rights, title and interest in and to all asset shall vest in the reorganized Debtor, and in accordance with Section 1141 of the Bankruptcy Code. A full-text copy of the Plan of Reorganization dated December 31, 2024 is available at https://urlcurt.com/u?l=IBZdwo from PacerMonitor.com at no charge. Attorney for the Debtor: Walsh Law Ronald J. Walsh, Esq. 13570 Grove Drive, Suite 172 Maple Grove, MN 55311 Phone: 953-746-7872 Email: ron@walshlawmn.com About MPGF Inc. MPGF, Inc., operates a floral shop in Maple Grove, MN. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Minn. Case No. 24-42399) on Sept. 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, is the Debtor's bankruptcy counsel. MUNAWAR LAW: Sec. 341(a) Meeting of Creditors Set for February 6 ---------------------------------------------------------------- On January 7, 2025, Munawar Law Group PLLC filed Chapter 11 protection in the U.S. Bankruptcy Court for the Southern District of New York. According to court filing, the Debtor reports between $1 million and $10 million in debt owed to 1 and 49 creditors. The petition states funds will be available to unsecured creditors. A meeting of creditors under Sec. 341(a) to be held on February 6, 2025 at 12:30 PM at Office of UST (TELECONFERENCE ONLY). About Munawar Law Group PLLC Munawar Law Group PLLC is operating as a legal services firm with offices in New York City and Jericho, New York. Munawar Law Group PLLC sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D.N.Y. Case No. 25-10020) on January 7, 2025. In its petition, the Debtor reports estimated assets between $100,000 and $500,000 and estimated liabilities between $1 million and $10 million. Honorable Bankruptcy Judge David S. Jones handles the case. Ronald D. Weiss, Esq. represents the Debtor as counsel. MY GEORGIA PLUMBER: Unsecured Creditors to Split $150K in Plan -------------------------------------------------------------- My Georgia Plumber, Inc., submitted an Amended Plan of Reorganization dated January 2, 2025. This Plan deals with all property of Debtor and provides for treatment of all Claims against Debtor and its property. Class 17 shall consist of general unsecured claims. The Debtor will pay the Holders of Class 17 General Unsecured Claims a pro rata share of the Total Unsecured Distribution (i.e. $150,000) based on such Holder's Allowed Class 17 Claim as compared to the total of all Allowed Unsecured Claims in Class 17. Debtor shall pay such Unsecured Total Distribution in equal monthly payments of $10,714.29 commencing on the 15th day of the month marking the 5th anniversary of the Filing Date (i.e. November of 2028) and continuing for a period of 14 consecutive months. The Total Unsecured Distributions shall be $150,000.00. Debtor's Total Unsecured Distributions equal the Debtor's projected disposable income after payment of certain Allowed Administrative Expenses. The Debtor anticipates and projects but does not warrant the following Holders of Class 17 Claims under Class 17 shall be $561,090.49. The Class 17 Claims are Impaired by the Plan and the holders of the Class 17 Claims are entitled to vote to accept or reject the Plan. Nothing herein shall constitute an admission as to the nature, validity, or amount of such claim. Debtor reserves the right to object to any and all claims. Class 18 consists of the Equity Claims. The holders of Equity Claims shall retain their interests in the shares in Debtor. The holders of Class 18 Claims are not Impaired by the Plan and the holders of the Class 18 Claims are conclusively deemed to have accepted the plan. Upon confirmation, Debtor will be charged with administration of the Case. Debtor will be authorized and empowered to take such actions as are required to effectuate the Plan. Debtor will file all post-confirmation reports required by the United States Trustee's office. Debtor will also file the necessary final reports and may apply for a final decree after substantial consummation at such time as debtor deems appropriate unless otherwise required by the Bankruptcy Court. The source of funds for the payments pursuant to the Plan is Debtor's continued operations. A full-text copy of the Amended Plan of Reorganization dated January 2, 2025 is available at https://urlcurt.com/u?l=dpl8Yt from PacerMonitor.com at no charge. Attorney for the Debtor: Cameron M. McCord, Esq. Jones & Walden LLC 699 Piedmont Ave. NE Atlanta, GA 30308 Phone: (404) 564-9300 Email: cmccord@joneswalden.com About My Georgia Plumber My Georgia Plumber, Inc., a company in Canton, Ga., filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. N.D. Ga. Case No. 23-61266) on Nov. 13, 2023. In the petition signed by its chief executive officer, Katrina Rief-Derrico, the Debtor reported up to $50,000 in assets and $1 million to $10 million in liabilities. Cameron M. McCor, Esq., at Jones & Walden, LLC, is the Debtor's legal counsel. MY SIZE: Raises $3 Million Via Warrant Exercise ----------------------------------------------- My Size, Inc. disclosed in a Form 8-K Report filed with the U.S. Securities and Exchange Commission that on December 27, 2024, warrants to purchase 653,028 shares of common stock that were issued in the Company's warrant repricing transaction in May 2024 were exercised resulting in gross proceeds of approximately $3 million. About MySize, Inc. Airport City, Israel-based My Size, Inc. (NASDAQ: MYSZ) -- http://www.mysizeid.com/-- is an omnichannel e-commerce platform and provider of AI-driven measurement solutions that drive revenue growth and reduce costs for online retailers while generating big data and machine learning analytics. The Company cautioned in a Form 10-Q Report for the quarterly period ended March 31, 2024, that substantial doubt exists about its ability to continue as a going concern. According to the Company, since inception, it incurred significant losses and negative cash flows from operations, reporting a net loss of $1,016,000 and $2,654,000 for three-months ended March 31, 2024 and 2023, respectively, resulting in an accumulated deficit of $60,897,000. The Company has financed its operations mainly through fundraising from various investors. MYA POS: Commences Subchapter V Bankruptcy Proceeding ----------------------------------------------------- On January 7, 2025, MYA POS Services LLC filed Chapter 11 protection in the U.S. Bankruptcy Court for the District of New Hampshire. 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 not be available to unsecured creditors. About MYA POS Services LLC MYA POS Services LLC, doing business as Gusanoz Mexican Restaurant, is a food service business located in Lebanon, New Hampshire. MYA POS Services LLC sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D.N.H. Case No. 25-10010) on January 7, 2025. In its petition, the Debtor reports estimated assets up to $50,0000 and estimated liabilities between $1 million and $10 million. Ryan M. Borden, Esq., at Ford, McDonald & Borden, P.A., represents the Debtor as counsel. NORDICUS PARTNERS: Issues Warrant for GK Partners to Buy 1MM Shares ------------------------------------------------------------------- On December 30, 2024, Nordicus Partners Corporation issued a warrant to purchase 1,000,000 shares of its common stock, par value $0.001 per share to GK Partners ApS, a private investor located in Denmark, the Company disclosed in a Form 8-K filing with the U.S. Securities and Exchange Commission. The Warrant expires on December 31, 2025. The exercise price of the Warrant is the greater of (i) $8.91 and (ii) the VWAP on the trading date preceding the date the corresponding Expiration Notice is delivered to the Company. For purposes of the Warrant: "Trading Day" means a day on which the Common Stock is traded on a Trading Market. "Trading Market" means any of the following markets or exchanges on which the Common Stock is listed or quoted for trading on the date in question: the NYSE American, the Nasdaq Capital Market, the Nasdaq Global Market, the Nasdaq Global Select Market, the New York Stock Exchange, the OTCQB or the OTCQX (or any of their successors). "VWAP” means, for any date, the price determined by the first of the following clauses that applies: (a) if the Common Stock is then listed or quoted on a Trading Market, the daily volume weighted average price of the Common Stock for the 10 Trading Days immediately preceding such date on the Trading Market on which the Common Stock is then listed or quoted as reported by Bloomberg L.P. (based on a Trading Day from 9:30 a.m. (New York City time) to 4:00 p.m. (New York City time)), (b) if the Common Stock is not then listed or quoted for trading on a Trading Market and if prices for the Common Stock are then reported on the Pink Open Market (or a similar organization or agency succeeding to its functions of reporting prices), the most recent bid price per share of the Common Stock so reported for the 10 Trading Days immediately preceding such date, or (c) in all other cases, the fair market value of a share of Common Stock as determined by an independent appraiser selected in good faith by the holders of a majority in interest of this Warrant then outstanding and reasonably acceptable to the Company, the fees and expenses of which shall be paid by the Company. A full-text copy of the Warrant is available at https://urlcurt.com/u?l=QmMpgU About Nordicus Partners Headquartered in Beverly Hills, Calif., Nordicus Partners Corporation is a financial consulting company specializing in providing Nordic companies with the best possible conditions to establish themselves in the U.S. market. The Company leverages management's combined 90+ years of experience in the corporate sector, serving in various capacities both domestically and globally. Additionally, Nordicus operates as a business incubator, offering support resources and services such as office space, legal and accounting services, and marketing expertise to facilitate a smooth transition for companies entering the U.S. marketplace. Spokane, Washington-based Fruci & Associates II, PLLC, the Company's auditor since 2023, issued a "going concern" qualification in its report dated July 2, 2024, citing that the Company has an accumulated deficit, net losses, and minimal revenue. These factors, among others, raise substantial doubt about the Company's ability to continue as a going concern. Nordicus Partners reported a net loss of $298,202 for the year ended March 31, 2024, compared to a net loss of $8.47 million for the year ended March 31, 2023. As of June 30, 2024, Nordicus Partners had $20,800,789 in total assets, $65,155 in total liabilities, and $20,735,634 in total stockholders' equity. ODYSSEY MARINE: Capital Latinoamericano Holds 8.53% Equity Stake ---------------------------------------------------------------- Capital Latinoamericano, S.A. de C.V., and Juan Antonio Carlos Cortina Gallardo, as sole manager of Capital Latinoamericano, S.A. de C.V., disclosed in a Schedule 13G filing with the U.S. Securities and Exchange Commission that as of December 23, 2024, they beneficially own 2,481,819 shares of Odyssey Marine Exploration, Inc.'s common stock, representing 8.53% based on 21,730,370 shares of Common Stock issued and outstanding as of November 11, 2024. On December 23, 2024, the Company entered into a securities purchase agreement with Capital Latinoamericano, S.A. de C.V. and the other parties. The shares of Common Stock include the shares issued to Capital Latinoamericano, S.A. de C.V. pursuant to the Purchase Agreement. All of the shares are owned beneficially by Capital Latinoamericano, S.A. de C.V. Juan Antonio Carlos Cortina Gallardo may be deemed to possess voting and dispositive power in his capacity as sole manager of and owner of a controlling interest in Capital Latinoamericano, S.A. de C.V. 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 HOLDING: Regains Compliance With Nasdaq Bid Price Rule ------------------------------------------------------------ Ondas Holdings Inc. received a notification letter from Nasdaq Stock Market LLC confirming that it regained compliance with the minimum bid price requirement set forth in Nasdaq Listing Rule 5550(a)(2) The Company was previously notified on May 22, 2024 that it was not in compliance with Nasdaq Listing Rule 5550(a)(2) because its common stock had failed to maintain a minimum bid price of $1.00 per share for a period of 30 consecutive business days. To regain compliance with the Rule, the Company's common stock was required to maintain a minimum closing bid price of $1.00 or more for at least 10 consecutive business days, which was achieved on December 24, 2024. Therefore, the Nasdaq Listing Qualifications Staff considers the prior bid price deficiency matter now closed. Ondas is now in full compliance with all Nasdaq continued listing requirements and will continue to be listed and traded on The Nasdaq Capital Market. About Ondas Holdings Marlborough, Mass.-based Ondas Holdings Inc. is a provider of private wireless, drone, and automated data solutions through its subsidiaries Ondas Networks Inc., Ondas Autonomous Holdings Inc., Airobotics, Ltd, and American Robotics, Inc. Ondas Networks, American Robotics, and Airobotics together provide users in defense, homeland security, public safety, and other critical industrial and government security and infrastructure markets with improved connectivity, situational awareness, and data collection and information processing capabilities. Somerset, N.J.-based Rosenberg Rich Baker Berman, P.A., the Company's auditor since 2017, issued a "going concern" qualification in its report dated April 1, 2024, citing that the Company has experienced recurring losses from operations, negative cash flows from operations, and a working capital deficit as of Dec. 31, 2023. As of September 30, 2024, Ondas Holdings had $80,158,656 in total assets, $47,063,442 in total liabilities, $18,176,422 in redeemable noncontrolling interest, and $14,918,792 in total shareholders' equity. ORIGINAL MOWBRAY'S: Court Extends Use of Cash Collateral to Jan. 14 ------------------------------------------------------------------- The U.S. Bankruptcy Court for the Central District of California approved a stipulation between The Original Mowbray's Tree Service, Inc. and PNC Bank, extending the company's authority to use cash collateral until Jan. 14. The court also moved the hearing from Jan. 8 to Jan. 14 to allow Original Mowbray's to finalize its next 13-week cash collateral budget and the terms of an agreement for the continued use of PNC Bank's cash collateral. PNC Bank asserts a lien on all or a portion of Original Mowbray's' assets. PNC Bank can be reached through its counsel: Michael B. Lubic, Esq. K&L Gates LLP Los Angeles, CA 90067 Phone: 310-552-5030 Email: michael.lubic@klgates.com About The Original Mowbray's Tree Service Original Mowbray's Tree Service Inc., doing business as Mowbray's Tree Service, is a family owned and operated business committed to providing its client-partners with solution to their vegetation management needs. It offers hazard tree mitigation, integrated vegetation management, mechanized tree removal, emergency response, crane services, and green waste & debris management. Original Mowbray's Tree Service sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. C.D. Calif. Case No. 24-12674) on Oct. 18, 2024, with $10 million to $50 million in both assets and liabilities. Brian Weiss, chief restructuring officer, signed the petition. Judge Theodor Albert oversees the case. The Debtor is represented by: Robert S. Marticello, Esq. Raines Feldman Littrell LLP Tel: 310-440-4100 Email: rmarticello@raineslaw.com PARTY EMPORIUM: Gets Green Light to Use Cash Collateral ------------------------------------------------------- Party Emporium, LLC got the green light from the U.S. Bankruptcy Court for the Western District of Arkansas, Fort Smith Division to use its lenders' cash collateral to pay operating expenses. The lenders, including First National Bank of Fort Smith, Cobalt Capital and the U.S. Small Business Administration assert a lien on Party Emporium's assets, including revenue from its operations, which constitutes cash collateral. As protection for the use of their cash collateral, First National Bank and Cobalt will share, pro rata, a distribution of the greater of $2,500 or 5% of gross receipts for the month prior to the month of payment, according to the order signed by Judge Bianca Rucker on Jan. 7. This monthly payment will commence on or before the last day in the first full month after the court's order and will continue until the confirmation of a Chapter 11 plan or until the dismissal or conversion of Party Emporium's case into one under Chapter 7. SBA is not entitled to adequate protection because the value of all of Party Emporium's property is less than the total claims of First National Bank and Cobalt. First National Bank can be reached through its counsel: Rebecca D. Hattabaugh, Esq. Ledbetter, Cogbill, Arnold & Harrison, LLP Attorneys at Law P.O. Box 185 Fort Smith, AR 72902-0185 rhattabaugh@lcahlaw.com About Party Emporium Party Emporium, LLC is engaged in the business of retail costume and party supply in Fort Smith and Conway, Arkansas. Party Emporium sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. W.D. Ark. Case No. 24-72049) on Dec. 7, 2024, with $390,191 in assets and $1,259,574 in liabilities. Melody Sanford, managing member of Party Emporium, signed the petition. Judge Bianca M. Rucker oversees the case. Stanley V. Bond, Esq., at Bond Law Office serves as the Debtor's bankruptcy counsel. PHCV4 HOMES: Affiliate to Sell 22-Single Family Lots for $4.6MM --------------------------------------------------------------- PHVC4 Homes LLC and its affiliate, Prominence Homes & Communities, LLC, seek approval from the U.S. Bankruptcy Court for the Northern District of Alabama, Southern Division, to sell property at a private sale free and clear of liens, encumbrances and other interests. The Debtor proposes to sell its interest in certain real estate consisting of 22-single family lots located in the municipality of Jasper, Walker County, Alabama, by private sale and the total purchase price of the Property is $4,685,494.24. CoreVest American Finance Lender LLC's lien rights are specifically and fully attached to all proceeds of the Sale. All liens, mortgages, or other interests shall attach to the proceeds of the sale to the extent properly allowed. However, no proceeds of the sale shall be paid to Debtor or any person or party related to Debtor, no other creditors or lienholders shall receive the net proceeds of the Sale after all closing costs, tax pro rations, and other routine and necessary Sale related disbursements are paid by the closing attorney and shall be paid directly CoreVest at closing free and clear of all liens, interest, and encumbrances. If the Sale does not close on or before March 20, 2025, then it is null and void and the Sale cannot thereafter be completed without further approval of this Court. Vantage Corporate Holdings Inc. has entered into a Contract to purchase the Property. The Debtor asserts that the total sales price for Lots 1-22 represents the fair market value of the Property. The Purchaser has already obtained or will obtain financing, and the sales are contemplated to be closed forthwith after approval from this Court. The Property consisting of Lots 1-22 will be purchased at closing on or before March 3, 2025. The Property is subject to the following liens, mortgages or other interest held by CoreVest. About PHCV4 Homes, LLC PHCV4 Homes LLC is part of the residential building construction industry. PHCV4 Homes LLC sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Ala. Case No. 24-02751) on September 10, 2024. In the petition filed by Misty M. Glass, as manager, the Debtor reports estimated assets and liabilities between $10 million and $50 million each. The Honorable Bankruptcy Judge Tamara O. Mitchell presides over the case. The Debtor is represented by Frederick M. Garfield, Esq., at SPAIN & GILLON, LLC. PHCV4 HOMES: To Sell 13-Single Family Lots to Vantage for $2.9MM ---------------------------------------------------------------- PHCV4 Homes, LLC, seeks permission from the U.S. Bankruptcy Court for the Northern District of Alabama, Southern Division, to sell 13-single family lots at a private sale free and clear of liens, encumbrances and other interests. The Debtor proposes to sell its interest in certain real estate consisting of 13-single family lots in the community known as Woodland Trails, in the municipality of Bessemer, Jefferson County, Alabama with the total purchase price of the Property is $2,987,459.41. CoreVest American Finance Lender LLC's lien rights are specifically and fully attached to all proceeds of the Sale. All liens, mortgages, or other interests shall attach to the proceeds of the sale to the extent properly allowed. However, no proceeds of the sale shall be paid to Debtor or any person or party related to Debtor, no other creditors or lienholders shall receive the net proceeds of the Sale after all closing costs, tax pro rations, and other routine and necessary Sale related disbursements are paid by the closing attorney and shall be paid directly CoreVest at closing free and clear of all liens, interest, and encumbrances. If the Sale does not close on or before March 20, 2025, then it is null and void and the Sale cannot thereafter be completed without further approval of this Court. Receipt of the Sale proceeds shall not constitute a full payoff as to any loans or obligations owed by Debtor to CoreVest; however, CoreVest may apply the Sale proceeds to reduce amounts owed by Debtor to CoreVest. One single-family lot was inadvertently not included in the Sale and Purchase Agreement dated December 10, 2024. The Debtor and Purchaser agreed to an Addendum to Purchase and Sale Agreement to reflect the addition of one single-family lot also located in the same community as the previously identified 12-single family lots in the community known as Woodland Trails. The Debtor sets forth the total sales price for Lots 1-13 represents the fair market value of the Property. The Purchaser has already obtained or will obtain financing, and the sales are contemplated to be closed forth with after approval from this Court. The Property consisting of Lots 1-13 will be purchased at closing on or before March 3, 2025. Vantage Corporate Holdings Inc. has entered into the Contract to purchase the Property. About PHCV4 Homes, LLC PHCV4 Homes LLC is part of the residential building construction industry. PHCV4 Homes LLC sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Ala. Case No. 24-02751) on September 10, 2024. In the petition filed by Misty M. Glass, as manager, the Debtor reports estimated assets and liabilities between $10 million and $50 million each. The Honorable Bankruptcy Judge Tamara O. Mitchell presides over the case. The Debtor is represented by Frederick M. Garfield, Esq., at SPAIN & GILLON, LLC. PHEONIX ENTERPRISES: Unsecureds to Get $886 per Month for 5 Years ----------------------------------------------------------------- Pheonix Enterprises, Inc., filed with the U.S. Bankruptcy Court for the Middle District of Florida a Plan of Reorganization dated January 2, 2025. The Debtor is a medical spa located in South Tampa, Florida. The Debtor's Plan will be funded by the current and future income of the Debtor. The Debtor is located in a desirable area in South Tampa, and since the filing date, revenue has increased steadily. This Plan provides for one class of secured claims and two classes of general unsecured claims. Unsecured creditors holding allowed claims will receive a pro rata distribution of the Debtor's projected net disposable income payable over five years. This Plan also provides for the payment of administrative and priority claims under the terms to the extent permitted by the Code or by agreement between the Debtor and the claimant. Class 3 consists of General allowable unsecured claims. This would include all allowable claims filed by unsecured creditors in the amount of $53,146, and excluding disputed claim no. 7-1 to which the Debtor will be filing an objection. These will be paid in full through a plan pool over five years in monthly payments of $886. This Class is impaired. Class 4 consists of Equity Security Holders of the Debtor. The Debtor will retain its equity in the property of the bankruptcy estate post-confirmation. The Debtor shall fund the Plan through its continued business operations. The Debtor expects increased revenue through the implementation of new business procedures and cost-saving initiatives. A full-text copy of the Plan of Reorganization dated January 2, 2025 is available at https://urlcurt.com/u?l=Wv0cIQ from PacerMonitor.com at no charge. Counsel to the Debtor: Samantha L. Dammer, Esq. Bleakley Bavol Denman & Grace 15316 N. Florida Avenue Tampa, FL 33613 Tel: (813) 221-3759 Fax: (813) 221-3198 Email: sdammer@bbdglaw.com About Pheonix Enterprises Serving Tampa Bay since 2013, Pheonix Enterprises Inc. specializes in painless laser hair removal, body contouring with EmSculpt NEO, weight loss solutions, microblading, skin care, hydrafacials and hydrabody treatments, keravive scalp and hair treatments, brow laminations, lash lifts, and waxing. The company conducts business under the name Flirt Aesthetics. Pheonix Enterprises filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. M.D. Fla. Case No. 24-05249) on September 4, 2024, listing $13,378 in assets and $1,561,783 in liabilities. Terri Campagna, president, signed the petition. Judge Roberta A. Colton oversees the case. Bleakley Bavol Denman & Grace serves as the Debtor's legal counsel. PJP ENTERPRISES: Unsecureds Owed $76K to Recover 74% in 60 Months ----------------------------------------------------------------- PJP Enterprises, Inc., filed with the U.S. Bankruptcy Court for the District of Wyoming a Disclosure Statement describing Chapter 11 Plan dated January 1, 2025. PJP Enterprises, Inc., is the corporate owner of the SureStay Plus by Best Western Cheyenne, a three-story hotel in Cheyenne, Wyoming. The 64-unit facility is located near the intersection of Interstate-25 and Interstate-80. It offers 24/7 exercise facilities and a heated pool with a hot tub. A stay also provides access to a complimentary business center, mail services, and free parking with surveillance. The Debtor's insiders as defined in Section 101(31) of the United States Bankruptcy Code are Parinda Patel and Patanga Patel Spilker, each holder of a 50% interest in the Debtor. To date neither Parinda Patel, nor Patanga Patel-Spilker has received any compensation since taking over management of the property on September 23,2023 either prior the filing of this Chapter 11 bankruptcy proceeding or during the pendency of this case. There have been no asset sales outside the ordinary course of business nor debtor in possession financing, or cash collateral orders to date, although the debtor has a commitment for about $5,000,000 in bridge loan financing and is seeking an order to use cash collateral. Unfortunately at this time, at the request of the hotel's major creditor, OSK X, LLC, the Court has granted relief from the stay which would allow OSK to foreclose on its first and second mortgage interests in the property. The Debtor has asked the court to take a second look at that decision. With the proposed refinancing, the Debtor would devote funds sufficient to remodel the hotel, utilize a portion for operating expenses for a sufficient time frame to operate during the remodel, and devote the lion's share to pay down a significant portion of the money due OSK. Class 4 consists of General Unsecured Claims: * Class 4(a) OSK X, LLC 2nd Deed of Trust. Class 4(b) payment will incorporate Class 4(a) payment remaining is total sum of $3,192,043.78 after payment of $3,000,000 of Class 2. This Class will receive a monthly payment of $45,048 with 9.98% interest rate for a total payout of $2,702,880 for 60 months. This Class is impaired. * Class 4(b) Nesh, Inc. 3rd Deed of Trust for 3,349.867.43. This Class will receive a monthly payment of $27,863 with 9.98% interest rate for a total payout of $2,871,780 for 60 months. This Class is impaired. * Class 4(c) General Unsecured Creditors with a total claim amount of $75,975.31. This Class will receive a monthly payment of $938.50 with 9.98% interest rate with a total payment of $56,310 for 60 months. This Class will receive a distribution of 74% of their allowed claims. This Class is impaired. The equity interest holders are a Parinda Patel and Patanga Patel Silker, who to date have managed the hotel property without compensation since September 22, 2023. The median income in 2023 for lodging managers in Wyoming was $66,333 annually and the median income for Colorado, next door from Cheyenne, was $103,880. Together they own 50 percent apiece for a total of 100 percent of the stock of PJP Enterprises, Inc. As well, they will be contributing the sum of $5,000,000 to fund the plan through a proposed bridge loan with Plymouth Rock Capital. Currently, there is no equity in the property. Payments and distributions under the Plan will be funded by the bridge loan from Plymouth Rock Capital followed after the lapse of 24 months with a refinancing replacement loan, along with operating expenses post confirmation all as outlined in the 5-year proforma. A full-text copy of the Disclosure Statement dated January 1, 2025 is available at https://urlcurt.com/u?l=gaZ6zy from PacerMonitor.com at no charge. Counsel to the Debtor: Hampton M. Young, Jr, Esq. Hampton Young Law 3956 SW Condor Ave. Portland, OR 97239 Tel: (307) 797-2486 Fax: (307) 460-7330 About PJP Enterprises PJP Enterprises, Inc., is a Single Asset Real Estate debtor. It is the owner of the real property located at 1781 Fleishli Parkway, Cheyenne, Wyo., valued at $4.46 million. PJP filed voluntary Chapter 11 petition (Bankr. D. Wyo. Case No. 24-20373) on September 22, 2024, listing $4,501,000 in assets and $15,188,709 in liabilities. PJP President Parinda Patel signed the petition. Judge Cathleen D. Parker presides over the case. Hampton M. Young, Jr., Esq., at Hampton Young Law, is the Debtor's bankruptcy counsel. POET TECHNOLOGIES: Inks Manufacturing Deal With Globetronics ------------------------------------------------------------ POET Technologies Inc. announced that it has signed a Master Agreement, an Optical Engine Purchase Agreement and a Deed of Consignment with Globetronics Manufacturing Sdn. Bhd, to manufacture optical engines for POET in Penang, Malaysia. Further information concerning GMSB is provided below. POET also provided an update on the announced acquisition of the minority equity interest of its existing joint venture in China, Super Photonics Xiamen (SPX) and its recently announced public offering. POET has engaged GMSB to assemble and test Optical Engines based on designs made exclusively by POET. The Deed of Consignment relates to a suite of wafer-level process equipment recently purchased by POET that is being installed at the GMSB facility in Penang. Concurrent with the Deed and a Purchase Agreement, the Parties entered into a Master Agreement, covering a period of three years, which governs the overall relationship between the Parties. POET and GMSB have prepared an initial project plan and statement of work for the installation and start-up of the consigned tools, the costs for which will be absorbed by POET. POET will submit purchase orders under the Optical Engine Purchase Agreement, with pricing to be based on specific optical engine types. Globetronics Technology Berhad has allocated RM7.7 million (approximately US$1.7 million) for additional capital expenditures in connection with manufacturing optical engines for POET over the 2025-2027 period. Separately, and further to the Corporation's November 25, 2024 announcement of a binding Memorandum of Understanding (MOU) with Quanzhou Sanan Optical Communication Technology Co., Ltd. to transfer to POET its 24.8% stake in the joint venture SPX, along with all the production equipment previously leased by SAIC to SPX, POET confirmed that the parties expect to shortly conclude their ongoing negotiations. Terms of the transaction with SAIC remain subject to finalization and are expected to be announced upon signing of the definitive agreements As previously disclosed, it is the Corporation's intention following completion of the transaction to continue to operate SPX in a manner consistent with past practice while it brings up a wafer-level assembly operation for optical engines in GMSB, thereby implementing its "China Plus One" strategy. As a further update to the Corporation's public offering announced on December 12, 2024, POET confirmed that the US$25 million offering has been fully subscribed by a single institutional investor. The closing of that offering is expected to take place after completion of the SPX acquisition described above. Terms of the offering remain unchanged from those previously announced, and the offering remains subject to the receipt of all regulatory approvals, including the final acceptance of the TSX Venture Exchange, and the satisfaction of other customary closing conditions. About POET Technologies Inc. POET Technologies Inc. -- www.poet-technologies.com -- is a design and development company offering high-speed optical modules, optical engines, and light source products to the artificial intelligence systems market and hyperscale data centers. POET's photonic integration solutions are based on the POET Optical Interposer, a novel, patented platform that allows the seamless integration of electronic and photonic devices into a single chip using advanced wafer-level semiconductor manufacturing techniques. POET's Optical Interposer-based products are lower cost, consume less power than comparable products, are smaller in size, and are readily scalable to high production volumes. In addition to providing high-speed (800G, 1.6T, and above) optical engines and optical modules for AI clusters and hyperscale data centers, POET has designed and produced novel light source products for chip-to-chip data communication within and between AI servers, the next frontier for solving bandwidth and latency problems in AI systems. POET's Optical Interposer platform also solves device integration challenges in 5G networks, machine-to-machine communication, self-contained "Edge" computing applications, and sensing applications, such as LIDAR systems for autonomous vehicles. POET is headquartered in Toronto, Canada, with operations in Allentown, PA, Shenzhen, China, and Singapore. Hartford, Conn.-based Marcum LLP, the Company's auditor since 2009, issued a "going concern" qualification in its report dated March 15, 2024, citing that the Company has incurred significant losses over the past few years and needs to raise additional funds to meet its future obligations and sustain its operations. These conditions raise substantial doubt about the Company's ability to continue as a going concern. POET Technologies reported a net loss of $20.27 million for the year ended Dec. 31, 2023, compared to a net loss of $21.04 million for the year ended Dec. 31, 2022. POLAR POWER: Regains Nasdaq Listing Compliance ---------------------------------------------- Polar Power, Inc. announced that it has successfully regained compliance with the minimum bid price requirement set forth by The Nasdaq Stock Market LLC. The Company has received notification from Nasdaq confirming its compliance with Listing Rule 5550(a)(2), thereby meeting Nasdaq's maintenance requirements for listing. As a result, the scheduled hearing before the hearings panel on January 23, 2025 has been canceled. Arthur Sams, CEO and Chairman of Polar Power commented, "Maintaining our Nasdaq listing was important for the continued growth and stability of the company, and we will continue to take corporate actions that are consistent with protecting and building value for our shareholders." About Polar Power Gardena, Calif.-based Polar Power, Inc. designs, manufactures, and sells direct current (DC) power systems to supply reliable and low-cost energy for off-grid, bad-grid, backup power, electric vehicle charging, and nano grid applications. Los Angeles, Calif.-based Weinberg & Company, P.A., the Company's auditor since 2016, issued a "going concern" qualification in its report dated April 1, 2024, citing that during the year ended December 31, 2023, the Company incurred a net loss and utilized cash in operations. These conditions raise substantial doubt about the Company's ability to continue as a going concern. POWER SOLUTIONS: Uplists to Nasdaq Stock Market ----------------------------------------------- Power Solutions International, Inc. uplisted its common stock to the Nasdaq Stock Market and began trading on that market on December 26, 2024. The Company will continue to trade under its current ticker symbol "PSIX." Dino Xykis, Chief Executive Officer, commented, "The uplisting to Nasdaq is a transformative moment for our company. It reflects the hard work of our dedicated employees at all levels, the loyalty of our shareholders, and the strength of our strategic vision. Trading on a premier global exchange like Nasdaq will enhance our visibility, attract a broader investor base, and provide greater liquidity for our stock. As we embark on this next chapter, we remain steadfast in our commitment to delivering innovation, driving top and bottom-line growth, and creating long-term value to shareholders. This event represents a pivotal point in our journey as a company and underscores the positioning of PSI as a business for growth, and profitability." Xykis continued, "Over the past several years PSI has consistently demonstrated its ability and commitment to profitability, debt reduction and revenue growth by developing cutting-edge technologies, expanding in the data center markets and achieving strong financial results." About Power Solutions Wood Dale, Ill.-based Power Solutions International, Inc., incorporated under the laws of the state of Delaware in 2011, designs, engineers, manufactures, markets and sells a broad range of advanced, emission-certified engines and power systems that are powered by a wide variety of clean, alternative fuels, including natural gas, propane, and biofuels, as well as gasoline and diesel options, within the power systems, industrial and transportation end markets. The Company manages the business as a single reportable segment. Chicago, Ill.-based BDO USA P.C., the Company's auditor since 2018, issued a "going concern" qualification in its report dated March 14, 2024, citing that there are significant uncertainties that exist about the Company's ability to refinance, extend, or repay its outstanding indebtedness, maintain sufficient liquidity to fund its business activities and maintain compliance with the covenants and other requirements under the Company's debt arrangements. These factors raise substantial doubt about the Company's ability to continue as a going concern. As of September 30, 2024, Power Solutions had $339.1 million in total assets, $297 million in total liabilities, and $42.1 million in total shareholders' equity. PPS PROPERTY: Seeks Bankruptcy Protection in New Jersey ------------------------------------------------------- On January 7, 2025, PPS Property 1213-1215 Putnam Ave. LLC filed Chapter 11 protection in the U.S. Bankruptcy Court for the District of New Jersey. According to court filing, the Debtor reports between $100,000 and $500,000 in debt owed to 1 and 49 creditors. The petition states funds will be available to unsecured creditors. About PPS Property 1213-1215 Putnam Ave. LLC PPS Property 1213-1215 Putnam Ave. LLC is a single-asset real estate company based in Plainfield, New Jersey, operates a property at 1213-1215 Putnam Avenue. PPS Property 1213-1215 Putnam Ave. LLC sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D.N.J. Case No. 25-10171 ) on January 7, 2025. In its petition, the Debtor reports estimated assets between $500,000 and $1 million and estimated liabilities between $100,000 and $500,000. Robert C. Nisenson, Esq., at Robert C. Nisenson, LLC, represents the Debtor as counsel. PREMIER CHILDCARE: Janice Seyedin Named Subchapter V Trustee ------------------------------------------------------------ The U.S. Trustee for Region 11 appointed Janice Seyedin as Subchapter V trustee for Premier Childcare, LLC. Ms. Seyedin will be paid an hourly fee of $295 for her services as Subchapter V trustee and will be reimbursed for work-related expenses incurred. Ms. Seyedin declared that she is a disinterested person according to Section 101(14) of the Bankruptcy Code. About Premier Childcare Premier Childcare, LLC operates a childcare center in Gallatin, Tenn., offering early childhood education services with a focus on organic and eco-friendly practices. Premier Childcare sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Ill. Case No. 25-00037) on January 3, 2025, with up to $50,000 in assets and up to $500,000 in liabilities. Judge Jacqueline P. Cox handles the case. Ben L. Schneider, Esq., at Schneider & Stone represents the Debtor as legal counsel. QUALITY INVESTMENT: Sec. 341(a) Meeting of Creditors on February 14 ------------------------------------------------------------------- On January 7, 2025, Quality Investment and Management 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 $100,000 and $500,000 in debt owed to 1 and 49 creditors. The petition states funds will be available to unsecured creditors. A meeting of creditors under Sec. 341(a) to be held on February 14, 2025 at 11:00 AM via Telephone conference. To attend, Dial 888-902-9750 and enter participation code 9635734. About Quality Investment and Management LLC Quality Investment and Management LLC is a limited liability company. Quality Investment and Management LLC sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Ga. Case No. 25-50218) on January 7, 2025. In its petition, the Debtor reports estimated assets and liabilities between $100,000 and $500,000 each. R. RIVETER LLC: Continued Operations to Fund Plan Payments ---------------------------------------------------------- R. Riveter LLC filed with the U.S. Bankruptcy Court for the District of Delaware a Subchapter V Plan of Reorganization dated December 31, 2024. R. Riveter is a North Carolina and Florida-based brand that sells handbags, accessories, and other goods through its own e-commerce site (rriveter.com), at its own-branded retail store, at select wholesale partners, at pop-up sales events, and through social media. R. Riveter was founded in 2011 and was launched shortly thereafter by Cameron Cruse and Lisa Bradley (collectively, the "Founders"). Because military spouses and their families move every two to three years, the Founders, who are military wives themselves, saw an opportunity to employ military spouses across the country creating R. Riveter's handbags. This work for the military spouses created mobile and flexible income for military families. As of the Petition Date, R. Riveter has approximately $9,636 in secured debt held by two Creditors, Shopify Inc. and Paypal Holdings, Inc. The Debtor has approximately $1,126,662 in unsecured debt of non-insiders, consisting mostly of trade, vendor, and credit card debt (the "Unsecured Debt"). On November 7, 2024, the Debtor filed the Debtor's Motion to Pursuant to Sections 363 and 105(a) of the Bankruptcy Code for an Order (I) Authorizing and Approving Procedures for the Sale, Transfer, or Acquisition of Certain De Minimis Assets, and (II) Granting Related Relief (the "De Minimis Asset Sale Motion"). The Court entered an order approving the De Minimis Asset Sale Motion on November 20, 2024 (the "De Minimis Asset Sale Order"). The De Minimis Asset Sale Order establishes procedures for the sale, transfer, or acquisition of certain assets of de minimis value (under $10,000). Under the Plan, the Debtor will devote all of its projected Disposable Income over a period of five years towards the payment of Creditors, specifically to Allowed Administrative Claims and Allowed General Unsecured Claims. The Plan will be funded with funds that are not for the payment of expenditures necessary for the continuation, preservation, or operation of the business of the Debtor. Allowed Secured Claims will be paid over the course of the Plan consistent with section 1129(b)(2)(A) of the Bankruptcy Code, and will be paid prior to calculating projected Disposable Income consistent with section 1191(c) of the Bankruptcy Code. The Plan also provides for payment of Priority Tax Claims in accordance with the Bankruptcy Code, and projects payment to Allowed General Unsecured Claims. Allowed Administrative Claims will be paid under the terms of the Plan and the Debtor's Disposable Income projections in accordance with section 1191(e) of the Bankruptcy Code. Furthermore, Holders of Equity Interests will retain their Equity Interests as they existed on the Commencement Date. Class 2 consists of General Unsecured Claims. To be paid pro rata from Disposable Income in Q4 2028. The allowed unsecured claims total $1,126,662. This Class is impaired. Class 3 consists of Equity Interest Holders. All Equity Interests will be Reinstated on the Effective Date. The Plan will be funded by the proceeds realized from the operations of the Debtor. On Confirmation of the Plan, all property of the Debtor, tangible and intangible, including, without limitation, all Causes of Action, will revert, free and clear of all Claims and Equity Interests except as provided in the Plan, to the Debtor. A full-text copy of the Subchapter V Plan dated December 31, 2024 is available at https://urlcurt.com/u?l=9WQ75a from PacerMonitor.com at no charge. Counsel to the Debtor: PASHMAN STEIN WALDER HAYDEN, P.C. Joseph C. Barsalona II, Esq. Alexis R. Gambale, Esq. 824 North Market Street, Suite 800 Wilmington, Delaware 19801 Telephone: (302) 592-6496 Email: jbarsalona@pashmanstein.com agambale@pashmanstein.com Leah M. Eisenberg, Esq. Amy M. Oden, Esq. Katherine R. Beilin, Esq. Court Plaza South, East Wing 21 Main Street, Suite 200 Hackensack, NJ 07601 Telephone: (201) 488-8200 Email: leisenberg@pashmanstein.com aoden@pashmanstein.com kbeilin@pashmanstein.com About R. Riveter LLC R. Riveter LLC is a North Carolina and Florida-based brand that sells handbags, accessories, and other goods through its own e commerce site (rriveter.com), at its own-branded retail store, at select wholesale partners, at pop-up sales events, and through social media. The Debtor sought Chapter 11 bankruptcy protection (Bankr. D. Del. Case No. 24-12378) on Oct. 20, 2024, listing up to $1 million in assets and up to $10 million in liabilities. Judge Thomas M. Horan oversees the case. Joseph Barsalona II, Esq., at Pashman Stein Walder Hayden, P.C., serves as the Debtor's counsel. RAGING BULL: Updates Liquidating Plan Disclosure ------------------------------------------------ Jacqueline Calderin, in her capacity as Chapter 11 trustee for Raging Bull Investments Limited, submitted a Disclosure Statement in support of the Second Amended Plan of Liquidation dated December 31, 2024. Class 2 consists of Allowed General Unsecured Claims. As soon as practicable on or after the Effective Date, after payment in full of Class 1 Claims and setting aside of the Disputed Claim Reserve and the Liquidation Cost Reserve, the Disbursing Agent shall make pro rata distributions from available cash to pay 100% of all Allowed General Unsecured Claims (except that the Debtor Insider Parties Unsecured Claims shall not participate in the distribution to Class 3. Class 4 consists of Allowed Debtor Insider Parties Unsecured Claims. As soon as practicable on or after the Effective Date, after payment in full of Class 3 Claims, and setting aside of the Disputed Claim Reserve and the Liquidation Cost Reserve, Class 4 Claims will be equalized pursuant to the schedule attached to the Disclosure Statement. Class 5 consists of Equity Interests of the Debtor. On the Effective Date, all equity interest in the Debtor shall be cancelled and Class 5 shall not be entitled to receive any distribution under the Plan. On the Effective Date, property of the Debtor not otherwise disposed of under the Plan, shall vest with Disbursing Agent. The Trustee shall disburse all sums collected since her appointment as set forth in the Plan. As soon as practicable on or after the Effective Date, and as consideration for payment in full of all Allowed Administrative Claims, Class 1 and Class 2 as well as the treatment set forth in Classes 3 and 4, the estate's interest in the EOG Lease shall be assigned and transferred, free and clear of all liens, claims and encumbrances to the Debtor Insider Parties as follows: 51% to Mark Croft and 49% to Maureen Croft. On or prior to the Confirmation Date, the Trustee shall continue to operate the Debtor's business and meet current operational obligations in the ordinary course of business, including payments related to preservation of the EOG Lease or ordered by the Court. In addition, the Debtor shall continue to comply with the various other Orders entered by the Bankruptcy Court during the course of its Case. As of the Effective Date, the Trustee (in her capacity as Chapter 11 trustee, Plan Proponent, and Disbursing Agent), shall not have or incur any liability to any holder of a claim or equity interest in the Debtor's bankruptcy case for any act or omission that occurred between and including the Petition Date through the Effective Date in connection with, related to, or arising out of: (i) the drafting and negotiation of the Plan, (ii) the pursuit of confirmation of the Plan, (iii) the consummation of the Plan or the administration of the Plan or the property to be distributed under the Plan; (iv) and any matter arising from or relating to the Debtor, its affiliates, the EOG Lease and revenues generated from the EOG Lease. Provided, however, the foregoing will not operate as a waiver or release for (i) willful misconduct, intentional torts, or gross negligence; provided further that nothing in the Plan will, or will be deemed to, release the exculpated parties, or exculpate the exculpated parties with respect to, their respective obligations or covenants arising pursuant to the Plan; provided further the foregoing will not operate as a waiver or release of claims by governmental entities arising under environmental laws. As of the Effective Date, any and all claims, causes of action, demands, liabilities, losses, damages, whether known or unknown, under federal, state or other law in connection with any matter arising from or relating to this Chapter 11 Case, the Debtor, its affiliates, the EOG Lease and revenues generated from the EOG Lease (except as specifically preserved in this Plan) by and between the Debtor Insider Parties are released except for any claims or causes of action by and between the Debtor Insider Parties in their respective individual capacities arising from the Divorce Decree. The Debtor Insider Parties specifically consent to this provision. A full-text copy of the Second Amended Liquidating Plan dated December 31, 2024 is available at https://urlcurt.com/u?l=nzCLb8 from PacerMonitor.com at no charge. Attorneys for Chapter 11 Trustee: Jacqueline Calderin, Esq. Agentis PLLC 45 Almeria Avenue Coral Gables, FL 33134 Telephone: (305) 722-2002 Email: jc@agentislaw.com About Raging Bull Investments Limited Raging Bull Investments Limited is a limited partnership organized under the laws of the State of Florida that owns a 1.5% working interest in and to an oil & gas lease in Loving County, Texas. Raging Bull Investments filed a petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Fla. Case No. 22-17916) on Oct. 12, 2022. In the petition filed by Mark S. Croft, as manager and partner, the Debtor reported assets between $500,000 and $1 million and liabilities between $10 million and $50 million. The Debtor is represented by Craig I. Kelley, Esq., at Kelley, Fulton & Kaplan, P.L. RAIDER CONTRACTING: Unsecureds to Split $90K over 5 Years --------------------------------------------------------- Raider Contracting, Inc. filed with the U.S. Bankruptcy Court for the Eastern District of Texas a Plan of Reorganization dated December 31, 2024. The Debtor is a Texas corporation which currently operates from Allen, Texas. The Debtor operates regional Fence and landscape business. This bankruptcy case was filed in large part to resolve issues stemming from the execution of certain merchant credit agreements. The Plan provides for a reorganization and restructuring of the Debtor's financial obligations. The Plan provides for a distribution to Creditors in accordance with the terms of the Plan from the Debtor over the course of five years from the Debtor's continued business operations. Class 3 consists of Non-priority unsecured Claims. Each holder of an Allowed Unsecured Claim in Class 3 shall be paid by Reorganized Debtor from an unsecured creditor pool, which pool shall be funded at the rate of $1,500.00 per month ($90,000.00 over the life of the plan). Payments from the unsecured creditor pool shall be paid quarterly, for a period not to exceed five years (20 quarterly payments) and the first quarterly payment will be due on the twentieth day of the first full calendar month following the last day of the first quarter. The Debtor estimates the aggregate of all Allowed Class 3 Claims is less than $800,000.00 based upon the Debtor's review of the Court's claim register, Debtor's bankruptcy schedules, and anticipated Claim objections. Class 4 consists of the holders of Allowed Interests in the Debtor. The holder of an Allowed Class 4 Interest shall retain their interests in the Reorganized Debtor. The Debtor proposes to implement and consummate this Plan through the means contemplated by Sections 1123 and 1145(a) of the Bankruptcy Code. From and after the Effective Date, in accordance with the terms of this Plan and the Confirmation Order, the Reorganized Debtor shall perform all obligations under all executory contracts and unexpired leases assumed in accordance with Article 6 of this Plan. A full-text copy of the Plan of Reorganization dated December 31, 2024 is available at https://urlcurt.com/u?l=jbxi5z from PacerMonitor.com at no charge. About Raider Contracting Raider Contracting, Inc. specializes in construction and contracting services, likely encompassing residential, commercial, and industrial projects. The company is based in Allen, Texas. Raider Contracting, Inc. sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. E.D. Texas Case No. 24-42354) with $100,001 to $500,000 in assets and $500,001 to $1 million in liabilities. Judge Brenda T. Rhoades oversees the case. The Debtor is represented by: Robert T. DeMarco, Esq. Michael S. Mitchell, Esq. DeMarco Mitchell, PLLC 12770 Coit Road, Suite 850 Dallas, TX 75251 Tel: (972) 991-5591 Fax: (972) 346-6791 Email: robert@demarcomitchell.com mike@demarcomitchell.com RAVI GI: Files Emergency Bid to Use Cash Collateral --------------------------------------------------- Ravi GI Associates PA, LLP asked the U.S. Bankruptcy Court for the Western District of Pennsylvania for authority to use cash collateral. As of the petition date, Ravi's cash collateral was $182,600, compromised of $2,600 in equipment, accounts receivables of $175,000 and bank accounts of less than $5,000. The creditors that assert an interest in the cash collateral are the U.S. Small Business Administration, First Bank, DKMA LLC, Ocean Funding Corp., Velocity Group USA Inc., IOU Central Inc., and Fundamental Capital Corp., doing business as Nexi. Additionally, liens have been filed with the Commonwealth of Pennsylvania, Secretary of State by Corporation Service Company and C T Corporation which are believed to be service agents. The creditors that may be the true party-in-interest to the UCC-1's filed by Corporation Service Company or C T Corporation are Funders APP, LLC, Kashmir, Lionheart Funding, LLC, Main Capital, North Mill Credit Trust, Dedicated Funding, LLC, and Panacea. As adequate protection, the SBA will be paid $31,916 per month. In further consideration and exchange for the continued use of cash collateral, the SBA will receive adequate protection in the form of a replacement lien on and security interest in Ravi's personal property and assets. A court hearing is set for Jan. 15. The secured creditors can be reached through: First Bank 550 Continental Blvd., Suite 120 El Segundo, CA 90245 Phone: (973) 590-0591 DKMA, LLC 345 7th Avenue, Suite 801 New York, NY 10001 Ocean Funding Corp. 1000 NW 65th Street, Suite 103 Fort Lauderdale, FL 33309 Velocity Group USA, Inc. 576 BroadHollow Road Melville, NY 11757 Phone: +1 (631) 201-0703 IOU Central, Inc. Corporation Service Company, as Representative: P.O. Box 2576 Springfield, IL 62708 uccsprep@cscinfo.com Fundamental Capital Corp. C T Corporation System, as Representative 330 N. Brand Blvd., Suite 700 Attn: SPRS Glendale, CA 91203 About Ravi GI Associates PA Ravi GI Associates PA, LLP is operating as a healthcare provider in Monroeville, Pa. Ravi sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. W.D. Pa. Case No. 25-20012) on January 3, 2025. In its petition, the Debtor reported assets between $100,000 and $500,000 and liabilities between $1 million and $10 million. Donald R. Calaiaro, Esq., at Calaiaro Valencik represents the Debtor as legal counsel. REBORN COFFEE: Buys 58% Equity Stake in South Korean Bakery ----------------------------------------------------------- On November 6, 2024, Reborn Coffee, Inc., entered into a share purchase agreement, with Bbang Ssaem Co. Ltd. (d/b/a Bbang Ssaem Bakery Cafe Korea), pursuant to which the Company purchased 166,000 shares of capital stock of Bbang Ssaem, according to a Form 8-K filing with the U.S. Securities and Exchange Commission. Following the acquisition of the Shares, the Company will own approximately 58% of the total outstanding shares of capital stock of Bbang Ssaem. As consideration for purchase of the Shares, the Company agreed to pay to the Seller an aggregate total of $1,000,000, payable as follows: (i) $200,000 in cash by December 31, 2024; and (ii) $800,000 in shares of the Company's common stock, par value $0.0001 per share, to be issued on January 31, 2025 at the lowest daily VWAP price over the five trading days immediately prior to January 31, 2025. The Purchase Agreement also contains customary representations, warranties, indemnification provisions and closing conditions including the required audit of the Seller as required by applicable regulations the Company is subject to. Bbang Ssaem is a bakery chain founded in 2019 which offers traditional pastries, bread, cakes, desserts and cookies and various beverages to customers. Bbang Ssaem currently has 31 locations across South Korea. A full-text copy of the Share Purchase Agreement is available at https://urlcurt.com/u?l=ZrhInu About Reborn Coffee Brea, Calif.-based Reborn Coffee, Inc. (NASDAQ: REBN) is focused on serving high quality, specialty-roasted coffee at retail locations, kiosks, and cafes. Reborn is an innovative company that strives for constant improvement in the coffee experience through exploration of new technology and premier service, guided by traditional brewing techniques. Reborn believes they differentiate themselves from other coffee roasters through innovative techniques, including sourcing, washing, roasting, and brewing their coffee beans with a balance of precision and craft. For more information, please visit www.reborncoffee.com. Going Concern The Company cautioned in its Form 10-Q Report filed with the U.S. Securities and Exchange Commission for the quarterly period ended March 31, 2024, that substantial doubt exists about its ability to continue as a going concern. According to the Company, it had incurred a net comprehensive loss of $990,544 during the three months ended March 31, 2024, and has an accumulated deficit of $17,747,468 as of March 31, 2024. As of June 30, 2024, Reborn Coffee had $10,529,006 in total assets, $7,986,318 in total liabilities, and $2,542,688 in total stockholders' equity. RENO CITY CENTER: Reaches Amended Settlement Agreement with Delphi ------------------------------------------------------------------ Reno City Center Owner LLC submitted a First Amendment to Second Amended Disclosure Statement describing Second Amended Disclosure Statement dated January 3, 2025. SECTION VI. SIGNIFICANT POST-PETITION EVENTS is amended to include the following additional information: Motion to Amend Delphi Settlement Agreement On December 6, 2024, the Debtor filed a Motion to Amend Debtor's Compromise and Settlement of Claims with Delphi CRE Funding LLC, ("Motion to Amend"). In the Motion to Amend, the Debtor requested that the Court approve an amendment to the previously approved the settlement between the Debtor and its largest secured creditor, Delphi CRE Funding LLC in which the parties had agreed that the Debtor pay Delphi $37,500,000 on or before December 31, 2024 (the "Final Payment"). The Debtor requested that the Court approve an agreement to amend Settlement Agreement to allow the Debtor to make the Final Payment on or before March 1, 2025 in exchange for a Consideration Payment in the amount of $5,000,000to by the Debtor to Delphi on or before December 31, 2024. On December 13, 2024, alleged creditor Christopher Beavor filed a Response to Debtor's Motion to Amend Debtor's Compromise and Settlement of Claims with Delphi CRE Funding LLC, objecting to the Motion to Amend on several grounds. SECTION VII, ADMINISTRATIVE AND UNCLASSIFIED CLAIMS, ADMINISTRATIVE CLAIMS is amended to revise the agreed upon cure amount for assumption of the Lease Agreement with PKWY Management, LLC. Contingent on the confirmation of the Second Amended Plan, as amended, PKWY Management, LLC has agreed to accept payment in the amount of $773,962.56 on the Effective Date. Footnote 3 is deleted in its entirety. SECTION IX., TREATMENT OF CLASSES, A. CLASS 1 CLAIM [ALLOWED SECURED CLAIM OF DELPHI CRE FUNDING]: as a result of the Amended Settlement Agreement with Delphi, this section is replaced in its entirety with the following: Pursuant to the court-approved Amended Settlement Agreement between Delphi and the Debtor, Delphi shall retain its existing liens against the Debtor’s assets and Project as they existed on the Petition Date, without modification. Delphi's secured claim shall not accrue interest. The secured claim shall be paid as follows: a $10,000,000 payment on or before October 15, 20242 and the remaining balance of $37,500,000 due in full on or before March 1, 2025. In exchange for the extension of time to March 1, 2025 to make the Final Payment, a Consideration Payment in the amount of $5,000,000 will be paid on or before December 31, 2024. Under the Amended Settlement Agreement and for additional consideration from the Debtor of this claim, no later than March 1, 2025, the Debtor shall transfer/assign to Delphi, or its designee, all claims, causes of action and other litigation rights that the Debtor may hold, including claims arising under Title 11 of the United States Bankruptcy Code, against Christopher Beavor, Bristlecone Management, LLC, or any of their affiliates (the "Beavor Litigation"). The Debtor's transfer of the Beavor Litigation to Delphi will not impair the Debtor's ability to assert any claims or defenses as needed to defend and reduce to $0 any claims against the Debtor asserted by Christopher Beavor, Bristlecone Management, LLC, or any of their affiliates. Upon receipt of payment of $47,500,000, the $5,000,000 Consideration Payment and transfer of the Beavor Litigation, Delphi shall release and reconvey its Deed of Trust and other security instruments recorded against the Project and Debtor's other assets. Accordingly, the Class 1 allowed claim of Delphi is impaired under the Plan. SECTION XI. MEANS FOR EXECUTION AND IMPLEMENTATION OF THE PLAN, A. PROPOSED PLAN NEW FUNDING: * Senior Lender-Bridge Loan is replaced in its entirety by the following: The Debtor has obtained a Letter of Intent from GreenRock Capital, LLC for financing of a senior secured loan to fund certain payments as proposed in the Plan. The specific proposed terms and conditions are set forth in the letter from GreenRock dated December 27, 2024, attached to the First Amendment to the Plan as Exhibit 1. The financed amount is based on a preliminary appraisal reflecting that the Market Value "As Is" is $124,700,000 and the Prospective Market Value Upon Stabilization is $285,700,000. The financing can be prepaid, fully or partially, subject to certain premiums; however, the Debtor does not anticipate making a prepayment. * Equity Investment ($15,000,000): The Debtor's various equity investors paid the initial $10,000,000 payment due to Delphi pursuant to the Parties' Settlement Agreement on October 15, 2024 and the $5,000,000 Consideration Payment on December 31, 2024. The Debtor reserves all rights with respect to the treatment of the $15,000,000. * Preferred or Other Equity Investments ($5,000,000): The Debtor expects one or more investors to invest up to an additional $5,000,000 in the Project, which will be used to pay upcoming operating and administrative expenses. The investor(s) will take an equity position in the Debtor's grandparent, RCC. RCC reserves the right to treat the monies contributed as an ordinary course unsecured loan to the Debtor under Section 364(a) of the Bankruptcy Code and to seek allowance of the payment as an administrative expense. * Construction Loan: The Debtor has obtained an estimate from Ahlquist for the cost to complete construction of the Project in the total amount of approximately $110,000,000+, which includes an 8% contingency. The Debtor expects to receive a term sheet for a construction loan within the next week from a financing company who is working closely with Colliers and GreenRock. The potential lender will be cooperating with the Parties to tailor the construction loan to work in concert with the C-PACE financing structure. Thus, in all, the Debtor has received $15,000,000 in funds to pay Delphi, expects to have up to $5,000,000 in further funds from various equity investors to fund operations, expects to receive a C-PACE loan from a GreenRock Capital, LLC of $80,000,000 to pay remaining amounts owed to Delphi and the valid and allowed lien claims, has already received $10,000,000 in completed improvements from PKWY and will be obtaining a construction loan sufficient to cover the costs of completion. These funding sources will allow the Debtor to complete payments to valid secured creditors and fund the remaining costs of construction for the Project, which will, in turn, allow the Project to commence earning regular leasing revenues to be used to pay unsecured creditors. A full-text copy of the First Amendment to Second Amended Disclosure Statement dated January 3, 2025 is available at https://urlcurt.com/u?l=ArlCJX from PacerMonitor.com at no charge. Attorneys for the Debtor: Elizabeth Fletcher, Esq. FLETCHER & LEE, LTD. 448 Ridge Street Reno, NV 89501 Tel: (775) 324-1011 Email: efletcher@fletcherlawgroup.com Stephen R. Harris, Esq. HARRIS LAW PRACTICE LLC 850 E. Patriot Blvd., Suite F Reno, NV 89511 Tel: (775) 786-7600 Email: steve@harrislawreno.com About Reno City Center Owner Reno City Center is a Single Asset Real Estate debtor (as defined in 11 U.S.C. Section 101(51B)). Reno City Center Owner LLC filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. D. Nev. Case no. 24-50152) on Feb. 16, 2024, listing $100 million to $500 million in both assets and liabilities. The petition was signed by Kirk Walton, Managing Member of GPWM QOF Manager LLC, its Manager. Judge Hilary L Barnes presides over the case. Elizabeth Fletcher, Esq. at Fletcher & Lee, is the Debtor's counsel. RICHARD GLANTON: Newport Loses Bid to Reverse Settlement Approval ----------------------------------------------------------------- In the case captioned as NEWPORT INVESTMENT GROUP, LLC, etal., Appellant, v. JOHN M. MCDONNELL, TRUSTEE FOR DEBTOR ESTATE OF RICHARD HOWARD GLANTON, Appellee-Plaintiff, and EHJEEN CANDIA, A/K/A EILEEN GLANTON, Appellee-Defendant, Civil Action No. 23-22912 (RK) (D.N.J.), Judge Robert Kirsch of the United States District Court for the District of New Jersey affirmed the decision of the United States Bankruptcy Court for the District of New Jersey to approve a settlement under Federal Rule of Bankruptcy Procedure 9019 between John M. McDonnell, Chapter 7 Trustee for Estate of Richard Howard Glanton, and Eileen Candia A/K/A Eileen Glanton. This bankruptcy appeal is brought by one of the bankruptcy estate's largest creditors, Newport Investment Group, LLC. Newport seeks reversal of a settlement approved by the Bankruptcy Court, which, in large part, sold the entirety of the estate's interest in the Debtor's primary residence to the Debtor's wife. The Appellant argues that the settlement falls below the range of reasonableness for an appropriate settlement because, allegedly, the consideration paid to the estate by the Debtor's wife is significantly below what the estate might have received through alternative disposition. Among other avenues to manage the bankruptcy estate's debts, the Trustee sought to sell the home that the Debtor and the Appellee share together as a married couple and purport to co-own, located at 26 Snowden Lane in Princeton, New Jersey (the "Property"). On October 12, 2022, the Trustee filed an adversary proceeding against the Appellee asking the Bankruptcy Court to authorize the Trustee to sell the Property free and clear of the interest of the co-owner, Debtor's wife, Appellee. Resorting back to the adversarial process, the Trustee filed a Motion for Summary Judgment on May 25, 2023. He argued that, under the Sec. 363(h) analysis, the benefit to the estate of selling the entire interest in the house outweighed any detriment to the Debtor's wife from the same. He also asserted that the Debtor owned an undivided one-half interest as a joint tenant at the time of the commencement of his bankruptcy case. The Appellee never filed a response to the Motion for Summary Judgment. Instead, between May and October 2023, the Trustee and Appellee engaged in prolonged settlement discussions and repeatedly sought adjournment of any hearings on the Motion for Summary Judgment. After finally reaching an agreement concerning the Property, Trustee filed a Motion to Approve Settlement under Rule 9019 on October 17, 2023. The Bankruptcy Court held a hearing on November 21, 2023, where it heard arguments and asked questions of the representatives for the Appellant, Trustee, and Appellee with respect to the Settlement. The Bankruptcy Court found that the proposed Settlement was certainly within the bounds of reasonableness, and approved it. This appeal followed. The Martin Factors When determining whether to approve a settlement, the Third Circuit has instructed bankruptcy judges to assess and balance the value of the claim that is being compromised against the value to the estate of the compromise proposal. In conducting this balancing analysis, a court should consider four criteria: (1) the probability of success in litigation; (2) the likely difficulties in collection; (3) the complexity of the litigation involved, and the expense, inconvenience and delay necessarily attending it; and (4) the paramount interest of the creditors. A bankruptcy judge need not explicitly mention the Martin case nor analyze the factors in rote fashion, so long as the record reflects that the bankruptcy court applied the relevant factors. At issue in this case is whether the Bankruptcy Court abused its discretion in approving the Settlement Agreement under Rule 9019 in which the Trustee sold the estate's interest in the Property to Appellee for $400,000. Appellant argues that the Bankruptcy Court erred by not adequately considering the Martin factors, undervaluing the Property, and ignoring an allegedly fraudulent transfer of the Property between Debtor and Appellee that altered the Property's ownership status. The District Court finds no merit in these contentions. According to the District Court, not only did the Bankruptcy Court thoroughly and adequately consider Appellant's objections at the November 2023 settlement approval hearing, but the decision to affirm the settlement itself was not a clear error of judgment. Given the thoroughness with which the parties calculated the valuation and the Bankruptcy Court's engagement with the various issues, it did not abuse its discretion in approving a $400,000 settlement based on the possible valuations of the Property, while considering the costs, expense, and unknown outcome of continued litigation, the District Curt finds. Fraudulent Transfer The crux of the Appellant's argument -- that a broken tenancy by the entirety would leave the Appellee with no property interest -- has no basis in the caselaw that the Appellant cites. Since the Bankruptcy Court sufficiently considered the property conveyance issue at hearing, and there is no law to support the Appellant's claim, the District Court finds that it did not abuse its discretion in affirming the Settlement. Judge Kirsch concludes, "Here, the Bankruptcy Court, by weighing the risks of future litigation, the possibility of no recovery, and contractual provisions designed to ensure payment, did not abuse her discretion in determining that the settlement was above the lowest point in the range of reasonableness." A copy of the Court's decision is available at https://urlcurt.com/u?l=fk6DiH from PacerMonitor.com. Richard Howard Glanton filed for Chapter 11 bankruptcy protection (Bankr. D.N.J. Case No. 22-11055) on February 9, 2022, listing under $1 million in both assets and liabilities. The Debtor was represented by Thaddeus R. Maciag Esq., at Maciag Law LLC. The case was converted to Chapter 7 on August 30, 2022. John Michael McDonnell is the Chapter 7 trustee. RUDOLPH W. GIULIANI: Court Rules on Condo Homestead Claim --------------------------------------------------------- Judge Lewis J. Liman of the United States District Court for the Southern District of New York denied Rudolph W. Giuliani's cross-motion for summary judgment in the case captioned as RUBY FREEMAN and WANDREA' MOSS, Plaintiffs, -v- RUDOLPH W. GIULIANI, Defendant, Case No. 24-cv-06563 (LJL) (S.D.N.Y.) with respect to the applicability of the Florida Homestead Provision to the defendant's Palm Beach Condo. Plaintiffs Ruby Freeman and Wandrea' "Shaye" Moss move, pursuant to Federal Rule of Civil Procedure 56, for summary judgment in their declaratory judgment action against Defendant Rudolph W. Giuliani for the determination of the applicability of Article X, section 4 of the Florida Constitution to Defendant's condominium in Palm Beach, Florida. The Defendant cross-moves for summary judgment. Plaintiffs Ruby Freeman and Wandrea' "Shaye" Moss, mother and daughter respectively, are judgment creditors, and Defendant is a judgment debtor. The Defendant was found liable in federal court for having defamed the Plaintiffs by accusing them of election fraud in the 2020 general election over a period of more than 18 months. The claims were false, and the Defendant knew they were false but made them nonetheless. On Aug. 30, 2023, the United States District Court for the District of Columbia entered a default judgment against the Defendant as a discovery sanction, after finding that he refused to comply with his discovery obligations and thwarted plaintiffs' procedural rights to obtain any meaningful discovery in this case. The case then proceeded to trial on damages. After the trial, held on Dec. 11–15, 2023, the jury awarded the Plaintiffs approximately $148 million in damages, including $75 million in punitive damages. On Dec. 18, 2023, the United States District Court for the District of Columbia entered a final judgment in the amount of $145,969,000 plus post-judgment interest at the rate of 5.01% per annum, along with costs and attorney's fees, in favor of Plaintiffs against the Defendant. To date, a year after the judgment was entered, the Defendant has not satisfied the judgment. On Aug. 5, 2024, following dismissal of Defendant's bankruptcy proceeding and on the same day the Plaintiffs registered their money judgment in the United States District Court for the Southern District of Florida, the Plaintiffs registered their money judgment from the D.C. Action in this Court. The Plaintiffs filed a motion to enforce the judgment, availing themselves of the judgment enforcement remedies provided for under New York law. On Aug. 30, 2024, the same day that the Plaintiffs moved for a turnover order and the appointment of a receiver, they filed the instant declaratory judgment action seeking the adjudication of the applicability of the Florida Homestead Provision to Defendant's Palm Beach Condo. The DJ Action references the motion filed in the Judgment Enforcement action for appointment of a receiver under the C.P.L.R. with the authority to take possession of and sell the Palm Beach Condo. It seeks to "remove any doubt of the Plaintiffs' authority" to have a receiver appointed and to sell the property without the interference of what they claim is a meritless homestead claim. The Defendant has answered the complaint, admitting the Court's subject matter jurisdiction, that he is subject to personal jurisdiction in this District, and that venue properly lies in this District. On Oct. 22, 2024, the Court granted in part the Plaintiffs' request for a turnover and receivership order for an enumerated list of Defendant's property, finding it had such authority under the C.P.L.R. and Rule 69 of the Federal Rules of Civil Procedure. It found it had authority to preserve the value of the Palm Beach Condo for the benefit of the Plaintiffs, as judgment creditors. On October 2, 2024, the Plaintiffs filed a motion for summary judgment on their declaratory judgment claim. The Defendant responded with an opposition and a cross-motion for summary judgment on October 16, 2024, which was re-filed as amended on October 20, 2024. The Defendant argues that this Court should abstain from adjudicating the Plaintiffs' claims with respect to the applicability of the Florida Homestead Provision to the Defendant's Palm Beach Condo under Burford v. Sun Oil Co., 319 U.S. 315 (1943). The Court says this argument is without merit. According to the Court, the Burford doctrine creates a very limited exception to the "virtually unflagging obligation of the federal courts to exercise the jurisdiction given them." The Plaintiffs argue that Burford abstention is categorically improper where, as here, no state administrative proceeding is at issue. There is nothing in the Plaintiffs' claims that comes close to meriting Burford abstention, the Court finds. The Court can resolve the legal issues involved without affecting any larger Florida policy within the meaning of Burford. And the factual questions are of the type that courts regularly adjudicate. The resolution of this dispute surely is of interest to the Plaintiffs and Defendant in this case. The Defendant has not demonstrated that the Court's resolution of those questions will have any impact whatsoever on any other cases or on the Florida homestead law generally. The Defendant suggests that abstention is appropriate in deference to Florida's administrative process for reviewing and adjudicating claims arising under Florida's homestead tax exemption. But that administrative apparatus has no role in adjudications under the Florida Homestead Provision, as the Florida homestead tax exemption arises under a different constitutional provision, according to the Court. The Defendant argues, in the alternative, that the Court should decline to determine the rights of the Plaintiffs under Wilton v. Seven Falls Co., 515 U.S. 277, 288 (1995). The Plaintiffs argue that Defendant's Wilton argument fails at the threshold because there is no pending state court proceeding on the basis of which the Court should abstain. The Plaintiffs had a right to bring this action in federal court, and this Court is properly seized of jurisdiction. They obtained a federal judgment and the Court is capable of applying Florida law. The Court's exercise of jurisdiction will not increase friction between sovereign legal systems or improperly encroach on the domain of a state or foreign court because there is no pending litigation in any state or foreign court. A copy of the Court's decision is available at https://urlcurt.com/u?l=KztGE8 from PacerMonitor.com. About Rudy Giuliani Former New York City mayor and Donald Trump attorney Rudolph "Rudy" Giuliani filed for Chapter 11 bankruptcy (Bankr. S.D.N.Y. Case No. 23-12055) in New York on Dec. 31, 2023. Mr. Giuliani filed for Chapter 11 bankruptcy less than a week after a jury ordered him to pay $146 million in damages to Fulton County election workers Ruby Freeman and Shaye Moss, who sued him for defamation. Willkie Farr & Gallagher LLP represented the election workers. In the Chapter 11 petition, Giuliani estimated less than $10 million in assets against liabilities in excess of $100 million as of the bankruptcy filing. Berger, Fischoff, Shumer, Wexler & Goodman, LLP, led by Heath S. Berger and Gary C. Fischoff, is representing Giuliani in the Chapter 11 case. The bankruptcy petition was dismissed on August 2, 2024. SAMPLE TILE: Case Summary & Nine Unsecured Creditors ---------------------------------------------------- Debtor: Sample Tile and Stone Inc. 626 Wilshire Blvd., Suite 410 Los Angeles, CA 90017 Chapter 11 Petition Date: January 8, 2025 Court: United States Bankruptcy Court Central District of California Case No.: 25-10137 Judge: Hon. Barry Russell Debtor's Counsel: Michael Jay Berger, Esq. LAW OFFICES OF MICHAEL JAY BERGER 9454 Wilshire Boulevard, 6th Floor Beverly Hills CA 90212 Tel: (310) 271-6223 Fax: (310) 271-9805 E-mail: michael.berger@bankruptcypower.com Total Assets: $928,146 Total Liabilities: $3,516,263 The petition was signed by Curtis Sample as president. A full-text copy of the petition, which includes a list of the Debtor's nine unsecured creditors, is available for free on PacerMonitor at: https://www.pacermonitor.com/view/GOUEREI/Sample_Tile_and_Stone_Inc__cacbke-25-10137__0001.0.pdf?mcid=tGE4TAMA SOUTHERN PINESTRAW: Commences Subchapter V Bankruptcy Process ------------------------------------------------------------- On January 7, 2025, Southern Pinestraw Inc.filed Chapter 11 protection in the U.S. Bankruptcy Court for the Northern District of Florida. According to court filing, the Debtor reports between $500,000 and $1 million in debt owed to 1 and 49 creditors. The petition states funds will not be available to unsecured creditors. About Southern Pinestraw Inc. Southern Pinestraw Inc. sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Fla. Case No. 25-10003) on January 7, 2025. In its petition, the Debtor reports estimated assets and liabilities between $500,000 and $1 million each. Lisa Caryl Cohen, Esq. of Ruff & Cohen, P.A. represents the Debtor as counsel. SOVEREIGN MEDICAL: Nicole Nigrelli Named Subchapter V Trustee ------------------------------------------------------------- The U.S. Trustee for Regions 3 and 9 appointed Nicole Nigrelli, Esq., at Ciardi, Ciardi & Astin as Subchapter V trustee for Sovereign Medical Management, LLC. Ms. Nigrelli will be paid an hourly fee of $450 for her services as Subchapter V trustee and will be reimbursed for work-related expenses incurred. Ms. Nigrelli declared that she is a disinterested person according to Section 101(14) of the Bankruptcy Code. The Subchapter V trustee can be reached at: Nicole M. Nigrelli, Esq. Ciardi, Ciardi & Astin 1905 Spruce Street Philadelphia, PA 19103 Phone: (215) 557-3550 ext. 115 Email: nnigrelli@ciardilaw.com About Sovereign Medical Management Sovereign Medical Management, LLC sought relief under Chapter 11 of the Bankruptcy Code (Bankr. D.N.J. Case No. 24-22497) on December 20, 2024, with up to $50,000 in assets and up to $1 million in liabilities. Judge John K. Sherwood handles the case. The Debtor is represented by: Anthony Sodono, III, Esq. McManimon, Scotland & Baumann, LLC 75 Livingston Avenue, Suite 201 Roseland, NJ 07068 Tel: 973-622-1800 Email: asodono@msbnj.com SUIRAD GROUP: Tamara Miles Ogier Named Subchapter V Trustee ----------------------------------------------------------- The U.S. Trustee for Region 21 appointed Tamara Miles Ogier, Esq., at Ogier, Rothschild & Rosenfeld, PC as Subchapter V trustee for Suirad Group, LLC. Ms. Ogier will be paid an hourly fee of $450 for her services as Subchapter V trustee and will be reimbursed for work-related expenses incurred. Ms. Ogier declared that she is a disinterested person according to Section 101(14) of the Bankruptcy Code. The Subchapter V trustee can be reached at: Tamara Miles Ogier, Esq. Ogier, Rothschild & Rosenfeld, PC P.O. Box 1547 Decatur, GA 30031 Phone: (404) 525-4000 About Suirad Group Suirad Group, LLC, a company in Atlanta, Ga., sought relief under Subchapter V of Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Ga. Case No. 25-50072) on January 3, 2025. In its petition, the Debtor reported $1 million to $10 million in both assets and liabilities. Cameron M. McCord, Esq., at Jones & Walden, LLC represents the Debtor as legal counsel. SUMMIT MIDSTREAM: $250MM Notes Add-on No Impact on Moody's B2 CFR ----------------------------------------------------------------- Moody's Ratings commented that Summit Midstream Corporation's ("SMC") ratings and stable outlook are not affected by Summit Midstream Holdings, LLC's (Summit Midstream) proposed $250 million add-on to its senior secured second lien notes. The current ratings include SMC's B2 Corporate Family Rating and Summit Midstream's B3 rating on its second lien notes. The proceeds from the proposed issuance will be used to term out borrowings under its ABL facility; as such the transaction is leverage neutral. The add-on will be fungible with the existing second lien notes, for a pro forma total amount outstanding of $825 million. Summit's second lien notes are rated B3, one notch below SMC's CFR, reflecting the lower priority of its claim relative to the borrowings under Summit Midstream's ABL revolving credit facility (unrated). SMC's B2 CFR is supported by its geographically diverse gathering & processing (G&P) assets and diversified customer base, reducing volatility in earnings. The company has stated that over 85% of its 2023 gross margin was derived from fee-based contracts, while volumetric risk is partially mitigated by acreage dedications and some minimum volume commitments (MVCs). Although SMC's scale has reduced considerably after recent asset sales, the company's recently completed acquisition of Tall Oak Midstream (unrated) should bolster scale. The company's business profile is supported by its equity method investment in Double E natural gas pipeline in the Delaware Basin (Double E pipeline), and should benefit from its further commercialization and from potential capacity expansion. However, SMC holds its 70% interest in the Double E pipeline through an unrestricted subsidiary, whose earnings are burdened by significant requirements to service unrated debt and preferred stock obligations raised by the company to fund this investment. SMC's stable outlook reflects the company's improving scale pro forma for the recently completed acquisition, with gradually improving credit metrics likely through 2025. Summit Midstream Corporation is a publicly-traded company primarily engaged in natural gas, crude oil and produced water gathering and/or processing in the Williston Basin, Piceance Basin, DJ Basin, Barnett Shale, Arkoma Basin and Delaware Basin. SUNNY ROSE: Court OKs Deal to Use SBA's Cash Collateral ------------------------------------------------------- The U.S. Bankruptcy Court for the Central District of California, Los Angeles Division, approved a stipulation between Sunny Rose Corporation and the U.S. Small Business Administration, allowing the company to use cash collateral to pay its operating expenses. Prior to its Chapter 11 filing, Sunny Rose received a $500,000 COVID-19 Economic Injury Disaster Loan from SBA on December 16, 2021. This loan was later increased to $1.6 million on February 10, 2022. The SBA loan has a 30-year term with an interest rate of 3.75% and requires monthly payments of $7,987 beginning 24 months after the loan date (subject to potential extensions). Sunny Rose can repay the loan early without penalty. As of the bankruptcy filing date, the outstanding balance on the loan was $1.8 million. The parties agreed that Sunny Rose may continue using cash collateral from Nov. 18, 2024 to March 31, 2025, for payment of post-petition expenses. As adequate protection, retroactive to the petition date, SBA will receive a replacement lien on all post-petition revenues of the company to the same extent and with the same priority and validity as its pre-bankruptcy lien. The agency is also entitled to a super-priority claim over the life of the company's bankruptcy case, which claim will be limited to any diminution in the value of SBA's collateral. In addition, Sunny Rose will remit payments to SBA in the amount of $7,987 per month as adequate protection. About Sunny Rose Corporation Sunny Rose Corporation sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. C.D. Calif. Case No. 24-19413) on November 18, 2024, with $100,001 to $500,000 in assets and $1,000,001 to $10 million in liabilities. Judge Deborah J. Saltzman oversees the case. W. Derek May, Esq., at the Law Office of W. Derek May represents the Debtor as bankruptcy counsel. SURF 9 LLC: Voluntary Chapter 11 Case Summary --------------------------------------------- Debtor: Surf 9 LLC 24850 Old 41 Rd Ste. 10 Bonita Springs, FL 34135 Chapter 11 Petition Date: January 8, 2025 Court: United States Bankruptcy Court Eastern District of New York Case No.: 25-40078 Judge: Hon. Jil Mazer-Marino Debtor's Counsel: Kevin Nash, Esq. GOLDBERG WEPRIN FINKEL GOLDSTEIN LLP 125 Park Ave New York, NY 10017-5690 Email: knash@gwfglaw.com Estimated Assets: $10 million to $50 million Estimated Liabilities: $10 million to $50 million The petition was signed by John Chenciner as managing 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 on PacerMonitor at: https://www.pacermonitor.com/view/QHI425Y/Surf_9_LLC__nyebke-25-40078__0001.0.pdf?mcid=tGE4TAMA SURVWEST LLC: Continued Operations to Fund Plan Payments -------------------------------------------------------- Survwest LLC filed with the U.S. Bankruptcy Court for the District of Colorado a Disclosure Statement for Plan of Reorganization dated January 3, 2025. The Debtor provides surveying, mapping, subsurface utility engineering and utility coordination services in support of architectural design, engineering, construction and real estate projects for clients primarily in Colorado and Texas. The Debtor is a minority-owned business and has operated since 2009. The Debtor is owned by Mathew Barr. Mr. Barr is also the Debtor's president. The Plan provides for the continued operation of the Debtor, payments as required under the Bankruptcy Code to the Holders of Allowed Administrative Claims, Priority Claims, Priority Tax Claims, and Secured Claims, and payments of 75% of the Debtor's Net Profits over a five-year period to the Holders of Allowed Unsecured Claims. The Debtor projects distributing approximately $2.75 million to the Holders of Allowed Unsecured Claims over the life of the Plan. There are 42 Unsecured Claims in the total filed and scheduled amount of $11,766,723.04. Class 9 consists of General Unsecured Claims. The Holders of Allowed Class 9 Claims shall be paid their Pro Rata share of the Reorganized Debtor's Net Profits Fund, after payment in full of Allowed Claims of a higher priority on a quarterly basis for 20 quarters beginning after the first full calendar quarter after the effective date. Distributions to Class 9 claimants shall not exceed the amount of the Allowed Unsecured Claims. The claims of Equity Interest Holders are treated under Class 10 of the Plan. On the effective date, existing shares of the Debtor shall be cancelled. On the effective date, 100% of the common stock of the Reorganized Debtor shall be issued to Mathew Barr in satisfaction of $50,000 of the amount lent to the Debtor pursuant to the approved Debtor-In-Possession Loan Agreement. Payments due under the Plan will be made from cash generated from the Reorganized Debtor's post-Confirmation operations. A full-text copy of the Disclosure Statement dated January 3, 2025 is available at https://urlcurt.com/u?l=usu2ZT from PacerMonitor.com at no charge. Counsel to the Debtor: David V. Wadsworth, Esq. Wadsworth Garber Warner Conrardy, PC 2580 West Main Street, Suite 200 Littleton, CL 80120 Telephone: (303) 296-1999 Facsimile: (303) 296-7600 Email: dwadsworth@wgwc-law.com About SurvWest LLC SurvWest LLC, formerly known as SurvTech Solutions LLC, is a diversified engineering firm specializing in surveying and mapping; subsurface utility engineering (SUE); and utility coordination for clients across the United States. SurvWest filed Chapter 11 petition (Bankr. D. Colo. Case No. 24-15214) on September 6, 2024, with total assets of $7,301,456 and total liabilities of $9,447,402. Mathew Barr, president, signed the petition. Judge Thomas B. Mcnamara handles the case. The Debtor is represented by David V. Wadsworth, Esq., at Wadsworth Garber Warner Conrardy, P.C. SYRACUSE DIOCESE: Insurer in Contempt for Sex Abuse Data Breach --------------------------------------------------------------- Randi Love of Bloomberg Law reports that the two subsidiaries of Allianz SE were held in contempt for leaking personal information of nearly 100 Roman Catholic Diocese of Syracuse sex abuse claimants almost four years ago. According to Bloomberg Law, Interstate Fire & Casualty Co. and Allianz Reinsurance America Inc. acknowledged that the disclosure was unintentional and was promptly addressed after it was discovered. However, the U.S. Bankruptcy Court for the Northern District of New York ruled that, despite the swift resolution, the insurers erred by waiting nearly five months to inform the court, the diocese, and the claimants' committee, the report said. About The Roman Catholic Diocese of Syracuse The Roman Catholic Diocese of Syracuse, New York -- http://www.syracusediocese.org/-- through its administrative offices (a) provides operational support to the Catholic parishes, schools and certain other Catholic entities that operate within the territory of the Diocese in support of their shared charitable, humanitarian and religious missions; (b) conducts school operations by managing tuition and scholarship payments, employee payroll, and other school-related operating expenses for separately incorporated Diocesan schools, as well as providing parish schools with financial, operational and educational support; and (c) provides comprehensive risk management services to the OCEs through the Diocese's insurance program. The Roman Catholic Diocese of Syracuse, New York filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bank. N.D.N.Y. Case No. 20-30663) on June 19, 2020. Stephen A. Breen, chief financial officer, signed the petition. At the time of filing, the Debtor estimated $10 million to $50 million in assets and $50 million to $100 million in liabilities. Judge Margaret M. Cangilos-Ruiz oversees the case. Bond, Schoeneck and King, PLLC serves as the Debtor's bankruptcy counsel. The Debtor also tapped Mullen Coughlin LLC as special counsel, Arete Advisors LLC as cybersecurity consultant, and Moxfive LLC as technical advisor. Stretto is the claims agent and administrative advisor. The U.S. Trustee for Region 2 appointed a committee to represent unsecured creditors in the Debtor's bankruptcy case. The committee tapped Stinson, LLP, Saunders Kahler, LLP and Berkeley Research Group, LLC as its bankruptcy counsel, local counsel and financial advisor, respectively. TBOTG DEVELOPMENT: Updates Unsecureds & FTB Secured Claims Pay -------------------------------------------------------------- TBOTG Development, Inc., d/b/a The Bluffs On The Guadalupe, submitted a Disclosure Statement in support of Second Amended Chapter 11 Plan of Reorganization dated January 3, 2025. The Plan contemplates payment in full to all classes of creditors. The Plan will be funded from operations (i.e., Lot Sales, Refinancing, and/or Release of Escrow Funds, or a combination of these sources) of the Debtor and cash on hand. Class 4 consists of Allowed Secured Claims of FTB. The holder of the Allowed Secured Claims of FTB shall receive payment in full of its Claim, together with interest at the Plan Interest Rate, assessed and paid in accordance with the terms of the FTB Loan Documents, from the Effective Date until paid in full, from the following sources: (1) proceeds of each sale and/or sales of the Property; (2) released escrow funds held at Frost Bank from lot sales of the Bluffs; and/or (3) upon closing and funding of a refinancing and payoff of the Allowed Secured Claims of First Texas Bank, Georgetown, Texas by the Reorganized Debtor; provided, however, that regardless of the source, with an outside payment in-full due date of March 14, 2025 (the "Outside FTB Payment in Full Date"), upon which all remaining unpaid principal, interest, and all other remaining amounts due under the FTB Loan Documents shall be paid in full. On or before the Effective Date, the Debtor and FTB shall execute such documents as FTB may, in its reasonable discretion, deem necessary to document such terms (the "FTB Loan Documents"). FTB shall retain all of its Liens until its Allowed Secured Claims are paid in full. Class 4 is impaired under the Plan. Holders of Allowed Claims in Class 4 are entitled to vote to accept or reject the Plan. Class 5 consists of Allowed General Unsecured Claims. Each holder of an Allowed Unsecured Claim shall be paid its Allowed Claim in full, in Cash, via Quarterly Plan Payments from the following sources: (1) net proceeds of each sale and/or sales of the Property available after payments made to FTB, Allowed Administrative Claims, Allowed Priority Claims, and Allowed Secured Claims of Governmental Entities; and/or (2) a refinancing and payoff of the Allowed Secured Claims of FTB; provided, however, that regardless of the source, with an outside payment in full date of January 1, 2026;. Class 5 is impaired under the Plan. Holders of Allowed Claims in Class 5 are entitled to vote to accept or reject the Plan. Except as otherwise provided in the Plan, on the Effective Date, the Property of the Estate of the Debtor shall revest in the Reorganized Debtor. Subject to the terms and conditions of the Plan, the Reorganized Debtor may operate its business and use, acquire, and disburse Property, including all revenues generated by its operations, without supervision by the Court and free of any restrictions of the Bankruptcy Code or the Bankruptcy Rules. As of the Effective Date, all Property of the Reorganized Debtor shall be free and clear of all Claims, Liens, encumbrances and other interests of Creditors, except as otherwise provided in the Plan. A full-text copy of the Disclosure Statement dated January 3, 2025 is available at https://urlcurt.com/u?l=fQAYCb from PacerMonitor.com at no charge. TBOTG Development, Inc., is represented by: Kell C. Mercer, Esq. Kell C. Mercer, P.C. 901 S. Mopac Expy. Bldg. 1, Ste. 300 Austin, TX 78746 Telephone: (512) 627-3512 Email: kell.Mercer@mercer-law-pc.com About TBOTG Development TBOTG Development, Inc., owns and operates The Bluffs on The Guadalupe, a subdivision in Comal County, Texas, having an appraised value of $32.1 million. TBOTG Development filed a Chapter 11 petition (Bankr. W.D. Tex. Case No. 24-10411) on April 16, 2024, with $35,996,538 in total assets and $22,885,007 in total liabilities. William T. Korioth, president, signed the petition. Judge Shad Robinson oversees the case. Kell C. Mercer, PC and Armbrust & Brown, PLLC serve as the Debtor's bankruptcy counsel and special litigation counsel, respectively. TECHGROUPONE INC: Unsecureds Will Get 1.14% over 60 Months ---------------------------------------------------------- TechGroupOne Inc. filed with the U.S. Bankruptcy Court for the Southern District of Florida a Plan of Reorganization for Small Business dated January 2, 2024. The Debtor is a family-owned general contracting company operating in the South Florida area. TechGroup was founded on April 23, 2001 by the founder and current owner Juan Maggi. Tech Group specializes in commercial and residential general contracting services. The economic slowdown during the 2020 Covid19 financial crisis severely affected the Debtor's ability to meet all of its financial obligations and caused it to over-extend itself. The Debtor presents a plan that pays all of its secured obligations completely and all left over disposable income to the unsecured. The Plan Proponent's financial projections show that the Debtor will have projected disposable income of $110,722.80. This amount allows to pay its secured creditors in full and still give some distribution to its unsecured creditors. The final Plan payment is expected to be paid on March 3, 2030. This Plan of Reorganization proposes to pay creditors of the Debtor from accounts receivables and ongoing licensing agreements from the following licensees, as well as new licensees to be obtained in the future. Non-priority unsecured creditors holding allowed claims will receive distributions, which the proponent of this Plan has valued at approximately $6544.50 cents on the dollar. This Plan also provides for the payment of administrative and priority claims. Class 3 consists of non-priority unsecured creditors. This Class shall be paid $109.08 per month for 60 months with a total payout of $6544.50. This Class impaired. Class 4 Equity security holders of the Debtor shall receive no distribution. This Plan of Reorganization proposes to pay creditors of the Debtor from accounts receivables and new expected business contracts in the future. A full-text copy of the Plan of Reorganization dated January 2, 2025 is available at https://urlcurt.com/u?l=NG5LHn from PacerMonitor.com at no charge. Counsel to the Debtor: Diego G. Mendez, Esq. Mendez Law Offices, PLLC PO Box 228630 Miami, FL 33178 Telephone: (305) 264-9090 Facsimile: (305) 264-9080 Email: diego.mendez@mendezlawoffices.com About TechGroupOne Inc. TechGroupOne Inc. is a general contractor specializing in commercial and residential construction projects. It is based in Miami-Dade, Fla. TechGroupOne sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Fla. Case No. 24-20339) on Oct. 4, 2024, with up to $50,000 in assets and up to $1 million in liabilities. Juan C. Maggi, president of TechGroupOne, signed the petition. Judge Corali Lopez-Castro oversees the case. Diego G. Mendez, at Mendezs Law Offices, is the Debtor's bankruptcy counsel. TERRAFORM LABS: Do Kwon Set for Jan. 2026 Trial ----------------------------------------------- Chris Dolmetsch of Bloomberg News reports that Do Kwon, cofounder of Terraform Labs Pte., will stand trial in the U.S. in 2026 on criminal fraud charges linked to the $40 billion collapse of the TerraUSD stablecoin in 2022. On January 8, 2025, U.S. District Judge Paul Engelmayer in New York scheduled the trial for January 26, 2026, with a projected duration of four to eight weeks, according to Bloomberg News. Kwon pleaded not guilty after a lengthy two-year extradition process, which involved a dispute over whether he should face prosecution in the U.S. or his native South Korea, the report relates. He faces charges in both countries related to the collapse of the Singapore-based Terraform Labs' TerraUSD, the report states. U.S. Attorney Daniel Gitner revealed to the Southern District of New York on January 6 that the stablecoin collapse impacted over one million individuals. "The Government estimates that the number of victims in this case exceeds hundreds of thousands of individuals and entities, possibly totaling more than one million," Gitner stated in the filing. Recently, it was confirmed that Do Kwon will be extradited from Montenegro to the United States. The Montenegrin Ministry of Justice announced that Justice Minister Bojan Bozovic approved the extradition, emphasizing that "the majority of the criteria outlined by law support the extradition request from the United States." U.S. Bankruptcy Judge Brendan Shannon approved Singapore-based Terraform's bankruptcy plan, calling it a "welcome alternative" to extended litigation. The company agreed in June to a $4.47 billion settlement with the U.S. Securities and Exchange Commission (SEC) related to its collapse. In April, Do Kwon was held civilly liable for fraud after a two-week trial in the SEC case. 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. TJJ TRANSPORT: Plan Exclusivity Period Extended to April 29, 2025 ----------------------------------------------------------------- Judge Jil Mazer-Marino of the U.S. Bankruptcy Court for the Eastern District of New York extended TJJ Transport Inc.'s exclusive period to file a plan of reorganization and disclosure statement to April 29, 2025. As shared by Troubled Company Reporter, the Debtor claims that it simply needs time to reach an agreement with the Creditor's with respect to adequate protection payments and resolution of their claims filed in this case, and thereafter to file a plan of reorganization and disclosure statement, offering treatment to the main and other remaining creditors of the estate. The Debtor asserts that the requested extensions of the exclusivity period to file a plan and disclosure statement will not harm any economic stakeholder. Rather, the time will be used to resolve a claim filed in this case. Moreover, should any events occur or there be a significant change in circumstances, a party in interest may move to reduce the time to file a plan and disclosure statement. TJJ Transport Inc. is represented by: Alla Kachan, Esq. LAW OFFICES OF ALLA KACHAN, P.C. 2799 Coney Island Avenue., Suite 202 Brooklyn, NY 11235 Telephone: (718) 513-3145 Email: alla@kachanlaw.com About TJJ Transport Inc. TJJ Transport Inc. is a trucking company. TJJ Transport Inc. sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. E.D.N.Y. Case No. 24-42805) on July 3, 2024. In the petition filed by Bakhodir Ochilov, as president, the Debtor reports total assets of $2,430,050 and total liabilities of $7,372,315. Honorable Bankruptcy Judge Jil Mazer-Marino oversees the case. The Debtor is represented by Alla Kachan, Esq. at the LAW OFFICES OF ALLA KACHAN, P.C. TREE CONNECTION: U.S. Trustee Unable to Appoint Committee --------------------------------------------------------- The U.S. Trustee for Region 3 disclosed in a court filing that no official committee of unsecured creditors has been appointed in the Chapter 11 case of The Tree Connection, LLC. About The Tree Connection The Tree Connection, LLC offers tree services, landscaping and hardscaping services. It is based in Coatesville, Pa. The Tree Connection sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. E.D. Pa. Case No. 24-14410) on December 11, 2024, with $500,000 to $1 million in assets and $1 to $10 million in liabilities. Ryan Sipple, sole member and managing member of The Tree Connection, signed the petition. Judge Patricia M. Mayer handles the case. The Debtor is represented by: Thomas D. Bielli, Esq. Bielli & Klauder, LLC 1095 Spruce Street Philadelphia, PA 19103 Tel: (215) 642-8271 Email: tbielli@bk-legal.com TRIMAS CORP: Moody's Alters Outlook on 'Ba2' CFR to Negative ------------------------------------------------------------ Moody's Ratings affirmed the ratings of TriMas Corporation, including the Ba2 corporate family rating, the Ba2-PD probability of default rating and the Ba3 rating on the company's senior unsecured notes. Moody's downgraded the speculative grade liquidity rating to SGL-2 from SGL-1. Moody's also changed the outlook, previously stable, to negative. The change in TriMas' outlook to negative reflects a weakening in financial metrics and uncertainty around the timing of earnings and cash flow improvement to strengthen current levels. With elevated leverage and weaker cash flow, any material ongoing usage of cash for working capital, restructuring, capital investment or other items without an offsetting improvement in revenue or profitability over the near-term would exert downward pressure on TriMas' ratings. RATINGS RATIONALE TriMas has well-established brands within its packaging, aerospace, and specialty products segments. TriMas should experience growth at the consolidated level as continued demand in its Packaging segment should be accompanied by margin improvement as new manufacturing capacity comes online. Additionally, its Aerospace segment should continue to experience moderate growth thanks to structural tailwinds in the Aerospace industry. Moody's expect little to no revenue growth in the Specialty Products business in 2025. 2024 was a particularly weak year for Specialty Products due to elevated channel inventory levels with uncertainty as to when a rebound in demand will occur. While TriMas derives sales from three business segments, it is heavily reliant on its Packaging segment, which represents over half of the company's revenue. Demand for its Packaging products has been increasing throughout 2024 but capacity constraints have negatively impacted revenues and EBITDA margins. Furthermore, significantly lower demand within its Specialty Products segment has negatively impacted cash flows compared to 2023. With earnings having been negatively impacted by various end-market and non-recurring events in 2024, along with debt remaining relatively unchanged, TriMas' leverage has increased over the year to approximately 3.5x and free cash flow to debt is approximately 3%. It is unusual for the company to have both leverage and free cash flow at such weak levels compared to its historical results. While Moody's see a case for TriMas to improve upon these metrics in 2025, it will be important that metrics can be restored closer to historical levels to serve as a mitigant against the company's relatively small size, limited scale and diversification for future downside scenarios. The negative outlook reflects Moody's expectation that TriMas will continue to operate over the next 12-18 months with moderate, albeit elevated leverage and free cash flow-to-debt in the single digits. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS TriMas' ratings could be downgraded if operating performance weakens, such that EBITA margin remains significantly below 10% for a prolonged period. A deterioration in liquidity, indicated by free cash flow sustained below 5% of debt, or increasing reliance on revolver drawings to cover cash shortfalls, would also support a ratings downgrade. The adoption of more aggressive financial policies, such as the implementation of debt-financed acquisitions or shareholder returns before significant deleveraging, could also prompt a downgrade, as would debt-to-EBITDA sustained above 3.5x. The ratings could be upgraded if the company were to meaningfully increase scale. Improved end-market fundamentals in the company's aerospace and specialty products businesses accompanied by organic revenue growth could also exert upward ratings pressure. Additionally, an upgrade would be supported by debt-to-EBITDA sustained below 2.5x and free cash flow-to-debt consistently above 10%. The principal methodology used in these ratings was Manufacturing published in September 2021. TriMas Corporation, headquartered in Bloomfield Hills, Michigan, is a publicly-traded diversified industrial manufacturer with operations in three reporting segments: Packaging, Aerospace and Specialty Products. Revenue for the twelve months ended September 30, 2024 totaled $906 million. UNITED FIBER: U.S. Trustee Appoints Creditors' Committee -------------------------------------------------------- The U.S. Trustee for Region 16 appointed an official committee to represent unsecured creditors in the Chapter 11 case of United Fiber Comm., Inc. The committee members are: 1. Rick W. Keyner 15150 Capello Dr Perris, CA 92570 949-525-3701 presanation@outlook.com 2. Newgen Communications, Inc. Francisco Aguilar 318 W Ramona St Ventura, CA 93001 805-302-8097 newgencommunicationsinc@gmail.com 3. Fiberline Communications Diego Moya 12881 Knott St, Ste 233 Garden Grove, CA 92841 562-244-2788 diego.moya@fiberlinecom.com 4. Gabatronics LLC Gregory Gabaldon 921 Daffodil St Fountain CO, 80817 702-589-1043 gabatronics1@gmail.com 5. VTEL Communications Inc. Johnny Vilela 12272 Ironstone Dr Rancho Cucamonga, CA 91739 951-545-7654 Johnny@Vtelcomminc.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 United Fiber Comm. United Fiber Comm., Inc. is a telecommunications contractor in California, with offices in Goleta, Corona, and Vista. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. C.D. Calif. Case No. 24-16470) on October 29, 2024, with $1,663,379 in assets and $8,172,909 in liabilities. Raymond Martinez, chief executive officer, signed the petition. Judge Scott H. Yun oversees the case. Robert P. Goe, Esq., at Goe Forsythe & Hodges, LLP, represents the Debtor as legal counsel. US STEEL: Fitch Affirms 'BB' IDR, Outlook Stable ------------------------------------------------ Fitch Ratings has affirmed United States Steel Corporation's (U. S. Steel) Issuer Default Rating (IDR) at 'BB'. The Rating Outlook is Stable. Fitch has also affirmed the company's unsecured notes and unsecured environmental revenue bonds at 'BB' with a Recovery Rating of 'RR4' and the secured ABL credit facility at 'BBB-'/'RR1'. Fitch has removed all of U. S. Steel's ratings from Rating Watch Positive (RWP). This reflects increased uncertainty about the completion of the acquisition of U. S. Steel by Nippon Steel Corporation (NSC), Nippon Steel North America, Inc. and 2023 Merger Subsidiary, Inc. due to the Jan. 3, 2025 order by the President of the United States prohibiting the transaction. Fitch will consider placing U. S. Steel's ratings back on RWP if there is significant progress made in U. S. Steel's and NSC's litigation to reverse the order or if other developments occur that make the acquisition more likely. Key Rating Drivers Best-for-All Strategy: U. S. Steel's strategy of investing in flexible and lower-cost, less capital-intensive, more efficient assets positively supports its credit quality. Fitch believes this will improve EBITDA and the company's overall cost position and operating profile, resulting in reduced earnings volatility through the cycle. Fitch believes Big River 2, in addition to the new value-added lines being constructed at Big River Steel (BRS), will lower the company's overall cost position, improving margins and EBITDA generation. U. S. Steel began construction on its new $3.6 billion Big River 2 mini mill with a capacity of about 3 million tons in 1Q22, with first coil production in October 2024 and first shipments in 4Q24. Strategic Capex Improves EBITDA: U. S. Steel completed construction on a $450 million nongrain-oriented (NGO) electrical steel line at BRS in 3Q23. U. S. Steel is one of two producers of NGO electrical steel in the U.S. The company expects the 200,000-ton NGO electrical steel line to be available to meet growing electric vehicle demand in North America over the coming years, as NGO electrical steel is a critical component of motors used in hybrid/electric vehicles. U. S. Steel also announced a 325,000-ton galvanizing/galvalume line at BRS in 3Q21. This $280 million investment was completed in 2Q24 and expands the company's presence in value-added construction and appliance applications. Both the NGO line and galvanizing/galvalume lines are expected to enhance BRS's product mix. Conservative Leverage Expectations: Fitch expects U. S. Steel's EBITDA leverage, roughly 3.5x at Sept. 30, 2024, to be at or below 2.5x on average from YE25 through YE27. U. S. Steel has reduced total debt outstanding by roughly $1.8 billion since 1Q21, and has no outstanding borrowings on its credit facilities. Fitch expects its standalone EBITDA to average around $1.5 billion-$2.0 billion annually over that period. Strong Liquidity Position: Fitch believes U. S. Steel's cash on hand, in combination with future cash flow generation, will be sufficient to fund the remaining investment of around $200 million to complete Big River 2. U. S. Steel had cash and cash equivalents of roughly $1.8 billion as of Sept. 30, 2024. The ability to fund capex with cash on hand and internally generated cash lowers the risk of compromising the balance sheet if there is a period of prolonged economic weakness. Derivation Summary U. S. Steel is comparable in size and has a similar operating profile compared to Cleveland-Cliffs Inc. (BB-/Stable), as both companies are integrated and have both blast furnace and EAF production, but are primarily blast furnace producers. U. S. Steel is more diversified by product and geography, with more favorable credit metrics than Cleveland-Cliffs. U. S. Steel is larger in terms of annual shipments compared with EAF steel producer Commercial Metals Company (CMC; BB+/Positive). U. S. Steel also has higher product and end-market diversification compared to CMC, but CMC has historically lower leverage metrics and its profitability is less volatile, resulting in more stable margins and leverage metrics through the cycle. U. S. Steel is larger in terms of total shipments, but less profitable with weaker credit metrics versus EAF producer Steel Dynamics, Inc. (BBB+/Sable). U. S. Steel is smaller with less favorable metrics compared to EAF producer Nucor Corporation (A-/Stable). Key Assumptions - Declining flat-rolled steel prices through 2027; - Combined flat-rolled segment and mini mill segment steel shipments of approximately 11 million tons in 2024, increasing as Big River 2 reaches a full year of production in 2025; - Capex of approximately $2.3 billion in 2024, declining significantly thereafter following completion of Big River 2; - Big River 2 is funded with internally generated cash and cash on hand. RATING SENSITIVITIES Factors that Could, Individually or Collectively, Lead to Negative Rating Action/Downgrade - A material weakening of domestic steel market conditions leading to EBITDA leverage sustained above 3.3x; - EBITDA margins sustained below 10%. Factors that Could, Individually or Collectively, Lead to Positive Rating Action/Upgrade - EBITDA margins sustained above 12%; - EBITDA leverage sustained below 2.3x. - Fitch could place the ratings on RWP if the acquisition appears more likely to achieve U.S. federal government approval. Liquidity and Debt Structure U. S. Steel had roughly $1.8 billion of cash and cash equivalents as of Sept. 30, 2024 and roughly $2.28 billion in aggregate available under its $1.75 billion asset-based loan (ABL) credit facility due 2027, its U. S. Steel Kosice, s.r.o. (USSK) credit facilities due 2026-2027, and the BRS ABL due 2026. Issuer Profile U. S. Steel is an integrated flat-rolled steel and tubular products producer with blast furnace and electric arc furnace operations in North America and blast furnace operations in Europe. MACROECONOMIC ASSUMPTIONS AND SECTOR FORECASTS Fitch's latest quarterly Global Corporates Macro and Sector Forecasts data file which aggregates key data points used in its credit analysis. Fitch's macroeconomic forecasts, commodity price assumptions, default rate forecasts, sector key performance indicators and sector-level forecasts are among the data items included. ESG Considerations The highest level of ESG credit relevance is a score of '3', unless otherwise disclosed in this section. A score of '3' means ESG issues are credit-neutral or have only a minimal credit impact on the entity, either due to their nature or the way in which they are being managed by the entity. Fitch's ESG Relevance Scores are not inputs in the rating process; they are an observation on the relevance and materiality of ESG factors in the rating decision. Entity/Debt Rating Recovery Prior ----------- ------ -------- ----- United States Steel Corporation LT IDR BB Affirmed BB senior unsecured LT BB Affirmed RR4 BB senior secured LT BBB- Affirmed RR1 BBB- US STEEL: Moody's Confirms 'Ba3' CFR & Alters Outlook to Stable --------------------------------------------------------------- Moody's Ratings confirmed United States Steel Corporation's ("US Steel") Ba3 corporate family rating, Ba3-PD probability of default rating, and its B1 senior unsecured debt rating. At the same time, Moody's also confirmed Big River Steel LLC's ("Big River Steel") Ba2 secured debt rating. The ratings outlook was changed to stable from rating under review. This concludes the review initiated on December 19, 2023 when the company announced a definitive agreement to be acquired by NIPPON STEEL CORPORATION (Nippon Steel, Baa2 stable). The prospects for Nippon Steel completing this acquisition are now uncertain since it was blocked by the President of the United States on January 3, 2025. "The confirmation of US Steel's ratings and the change in outlook to stable reflects the company's standalone credit profile after President Biden blocked the sale to Nippon Steel. The outlook also considers that the companies legal pursuit challenging the President's decision will be lengthy and the outcome uncertain", said Michael Corelli, Moody's Ratings' Senior Vice President and lead analyst for United States Steel Corporation. RATINGS RATIONALE US Steel's Ba3 corporate family rating reflects the variability of its operating performance due to its exposure to cyclical end markets and volatile steel prices, and Moody's expectation that management will continue to effectively operate the business following recent capital investments. It also considers Moody's expectation for its operating performance and credit metrics to remain weaker than the past few years due to significant flat rolled steel capacity additions and weaker demand from certain interest sensitive and industrial sectors. However, its credit profile should continue to support its rating as it returns to generating free cash flow now that it has completed capital investments in non-grain oriented electrical steel capabilities, a new EAF mini mill and a new dual Galvalume(R)/galvanized coating line. US Steel is expected to maintain moderate leverage, ample interest coverage and very good liquidity, which may be bolstered by the payment of a $565 million breakup fee if the acquisition of the company by Nippon Steel is not completed. The rating also incorporates the company's large scale and strong market position as a leading US flat-rolled steel producer whose footprint is enhanced by its diversification in Central Europe. Moody's believe US Steel generated adjusted EBITDA of about $1.45 billion in 2024 which would represent the third consecutive year of significantly reduced earnings after achieving record high earnings in 2021. The company's earnings could increase in 2025 as it begins to achieve the benefits of its recent capital investments in expanded capacity and enhanced capabilities. Nevertheless, its earnings upside could be limited by lackluster end market demand and continued weak pricing due to more intense competitive pressures from significant sheet capacity additions in the domestic steel sector. The company should be able to generate free cash flow in 2025 assuming relatively stable earnings levels as its capital investments decline to about $1.0 billion from over $2.0 billion in the past two years. However, the magnitude is not likely to be large and the use is uncertain as the company has not communicated its plans for free cash flow. Moody's expect the company's credit metrics will remain strong for its Ba3 corporate family rating with a leverage ratio (Debt/EBITDA) around 2.7x and interest coverage (EBIT/Interest Expense) of about 3.5x. Nevertheless, upside ratings potential is tempered by the uncertainty related to the company's longer term strategic plans reflecting the uncertainty surrounding the Nippon transaction, along with the risks that significant flat rolled steel capacity additions will lead to consistently lower future earnings. Moody's note that if Nippon Steel succeeds in gaining approval and closes the acquisition of US Steel, the ratings could be upgraded because Nippon possesses a stronger credit profile, a larger and more diversified asset base, and greater financial resources. US Steel has a speculative grade liquidity rating of SGL-1 since it is expected to maintain very good liquidity. It had $1.8 billion of unrestricted cash and borrowing availability of $1.746 billion on its $1.75 billion asset based revolving credit facility as of September 30, 2024. The facility had no borrowings outstanding and $4 million of letters of credit issued. The ABL facility requires the company to maintain a fixed charge coverage ratio of 1.0x should availability be less than the greater of 10% of the maximum facility availability and $140 million. Moody's don't expect this covenant to be tested and anticipate the company would be comfortably in compliance. The company's US Steel Kosice (USSK) subsidiary in Europe has a Euro 150 million (about $168 million) unsecured credit facility with no borrowings outstanding as of September 2024. Its Big River Steel subsidiary had $349 million available on its $350 million senior secured asset-based revolving credit facility. The Ba2 rating on Big River Steel's senior secured debt reflects its priority position in the consolidated capital structure. The B1 ratings on US Steel's convertible notes, senior unsecured notes and IRB's reflects their effective subordination to the secured ABL as well as priority payables. The stable ratings outlook reflects the expectation that the legal process could be protracted and the company will likely continue to operate on a standalone basis during the ratings horizon. It also incorporates Moody's expectation for a relatively stable operating performance over the next 12-18 months and that US Steel's credit metrics will remain supportive of its rating. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS US Steel's ratings could be considered for an upgrade if Nippon Steel acquires the company, or if steel prices, metal spreads and profit margins are sustained above historical averages and the company sustains a more conservative financial policy. If US Steel remains a standalone company, an upgrade would require clarity surrounding its long-term business strategy. Quantitatively, if US Steel is able to sustain leverage of no more than 3.0x through varying steel price points and its CFO less dividends is in excess of 30% of its outstanding debt, then its ratings could be positively impacted. The company's ratings could be downgraded should steel sector conditions materially deteriorate such that its leverage ratio is sustained above 4.0x, its CFO less dividends falls below 15% of its outstanding debt, or it fails to maintain a good liquidity profile. Headquartered in Pittsburgh, Pennsylvania, United States Steel Corporation is the third largest flat-rolled steel producer in the US in terms of production capacity. The company manufactures and sells a wide variety of steel sheet, tubular and tin products across a broad array of industries including service centers, transportation, appliance, construction, containers, oil, gas and petrochemicals. It also has an integrated steel plant and coke production facilities in Slovakia (US Steel KoÂšice). Revenues for the twelve months ended September 30, 2024 were $16.3 billion. LIST OF AFFECTED RATINGS Issuer: United States Steel Corporation Confirmations: LT Corporate Family Rating, Confirmed at Ba3 Probability of Default Rating, Confirmed at Ba3-PD Senior Unsecured, Confirmed at B1 Outlook: Outlook, Changed To Stable From Rating Under Review Issuer: Allegheny County Industrial Dev. Auth., PA Confirmations: Senior Unsecured Revenue Bonds, Confirmed at B1 Issuer: Bucks County Industrial Development Auth., PA Confirmations: Backed Senior Unsecured Revenue Bonds, Confirmed at B1 Issuer: Hoover (City of) AL, Industrial Devel. Board Confirmations: Senior Unsecured Revenue Bonds, Confirmed at B1 Issuer: Indiana Finance Authority Confirmations: Senior Unsecured Revenue Bonds, Confirmed at B1 Issuer: Ohio Water Development Authority Confirmations: Backed Senior Unsecured Revenue Bonds, Confirmed at B1 Issuer: Southwestern Illinois Development Authority Confirmations: Senior Unsecured Revenue Bonds, Confirmed at B1 Issuer: Big River Steel LLC Confirmations: Backed Senior Secured, Confirmed at Ba2 Outlook: Outlook, Changed To Stable From Rating Under Reviewv Issuer: Arkansas Development Finance Authority Confirmations: Senior Secured, Confirmed at Ba2 The principal methodology used in these ratings was Steel published in November 2021. VERITAS: Davis Polk Advised Lenders on Recapitalization ------------------------------------------------------- Davis Polk advised an ad hoc group of lenders and noteholders of Veritas Technologies LLC and its affiliates on a comprehensive debt recapitalization transaction of over $4 billion of Veritas's outstanding indebtedness. The recapitalization was effectuated in connection with the spinoff and merger of Veritas's data protection business with Cohesity. As part of the transaction, Veritas's existing lenders and noteholders received exchange consideration consisting of a partial cash paydown, a first-lien term loan facility, another term loan facility secured by preferred equity issued by post-merger Cohesity and preferred equity issued by post-merger Cohesity. The remaining business operations of Veritas, which will be rebranded to Arctera, will be significantly deleveraged as a result. Arctera comprises three business units: Data Compliance, Data Protection and Data Resilience. Arctera provides tens of thousands of customers worldwide, including 70% of the Fortune 100, with market-leading solutions that help them to manage their data. Cohesity is a leading provider in AI-powered data security. Over 12,000 enterprise customers, including over 85 of the Fortune 100 and nearly 70% of the Global 500, rely on Cohesity to strengthen resilience while providing Gen AI insights into vast amounts of data. The Davis Polk restructuring team included partners Damian S. Schaible and Adam L. Shpeen, counsel Michael Pera and associates Amber Leary and Benjamin Weissler. The finance team included partner Kenneth J. Steinberg, counsel Jon Finelli and associate Linyang Wu. The corporate team included counsel Ajay B. Lele. The capital markets team included partner Roshni Banker Cariello. The tax team included partner Corey M. Goodman and counsel Tracy L. Matlock. All members of the Davis Polk team are based in the New York office. Davis Polk refers to Davis Polk & Wardwell LLP, a New York limited liability partnership, and its associated entities. VPR BRANDS: Settles Patent Dispute with Daze -------------------------------------------- In December 2024, VPR Brands, LP, entered into a Settlement Agreement & Release by and between the Company and 7 Daze, LLC, according to a Form 8-K filing with the U.S. Securities and Exchange Commission. The Agreement was entered into in the ordinary course of business, following assertion by the Company of patent infringement of U.S. patent no. 8,205,622 by Daze's autodraw electronic cigarettes, including those marketed under the Ohmlet and Egge brand names, and any other auto-draw electronic cigarette marketed and/or sold by Daze. Pursuant to the terms of the Agreement, the parties agreed to settle the Dispute, and the Company granted to Daze and its parents, subsidiaries and related companies a fully paid-up, royalty free, non-exclusive license to practice the invention in the Patent and all related patents and applications in the United States and worldwide, for the full term of the Patent and all related patents and applications including, without limitation, without limitation, the rights to make, have made, use, import, license, offer to sell, and sell the invention in the Patent and all related patents and applications. The License also serves as a covenant not to sue Daze in connection with Daze and its parents', subsidiaries' and related companies' manufacturing, use, distribution, or sale of any products for infringement of the invention in the Patent and all related patents and applications. Pursuant to the terms of the Agreement, Daze agreed to pay the Company the sum of $100,000 according to the following payment schedule: i. $25,000 on or before December 20, 2024; and ii. Six monthly payments of $12,500, due on the first day of each consecutive month beginning on February 1, 2025 and ending with the sixth and final payment due July 1, 2025. Non-Exclusive License: VPR has granted Daze a fully paid-up, royalty-free, non-exclusive license to practice the invention in US Patent 8,205,622 B2 and related patents. This license enables Daze to continue manufacturing and distributing auto-draw electronic cigarette products, including the Ohmlet and Egge brands. Covenant Not to Sue: As part of the agreement, VPR will not pursue litigation against Daze for the use of the licensed technology. Mutual Release: Both parties have agreed to release all claims related to the dispute, ensuring a cooperative and forward-looking relationship. According to the Company, the agreement further underscores its strategic approach to defending our intellectual property while fostering industry relationships that support mutual growth. "This settlement with Daze marks another milestone in VPR Brands' track record of successful patent enforcement. Our ongoing legal efforts, led by SRIPLAW, P.A., demonstrate our ability to protect and capitalize on our innovations. By securing favorable settlements and licensing agreements, we continue to position ourselves as a leader in the vaping technology sector. The settlement also reflects our proactive approach to addressing challenges while building collaborative opportunities within the industry. By ensuring the integrity and exclusivity of our patented technologies, we are paving the way for sustained innovation and growth," the Company said in a press release. "As we move forward, VPR Brands remains committed to expanding our patent and trademark portfolio. Our focus on emerging technologies within the vaping and cannabis markets ensures that we remain at the forefront of product development and technological advancement. In addition to defending our intellectual property, we are actively exploring partnerships and licensing opportunities that align with our vision for the future. By combining innovation with strategic collaboration, we aim to drive the next wave of growth in the vaping industry and solidify our position as a market leader," the Company further stated. Contact: VPR Brands, LP Investor Relations Phone: (954) 715-7001 Email: IR@vprbrands.com About VPR Brands Headquartered in Ft. Lauderdale, Fla., VPR Brands, LP -- http://www.VPRBrands.com/-- is a company engaged in the electronic cigarette and personal vaporizer business. As of December 31, 2023, the Company had $3,191,246 in total assets, $2,576,936 in total liabilities, and $614,310 in total partners' capital. * * * This concludes the Troubled Company Reporter's coverage of VPR Brands until facts and circumstances, if any, emerge that demonstrate financial or operational strain or difficulty at a level sufficient to warrant renewed coverage. VROOM INC: Court Approves Chapter 11 Plan ----------------------------------------- Alex Wittenberg of Law360 reports that on January 8, 2025, Vroom Inc.'s Chapter 11 plan was approved, allowing the conversion of $290.5 million in debt into equity. According to Law360, the court overruled an objection from the U.S. Department of Justice's bankruptcy watchdog, enabling Vroom to maintain its operations. About Vroom Inc. Vroom, Inc. (NASDAQ: VRM) is a parent company of United Auto Credit Corporation and CarStory. Previously, it was a used car retailer and e-commerce company that let consumers buy, sell, and finance cars online. Vroom ceased e-commerce automotive sales operations in January 2024. Vroom Inc. sought relief under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Tex. Case No. 24-90571) on Nov. 13, 2024. In the petition filed by CEO Thomas Shortt, the Debtor reported total assets of $43,807,067 and total debt of $304,615,138 as of Sept. 30, 2024. Bankruptcy Judge Christopher M. Lopez oversees the case. Porter Hedges LLP, led by John F. Higgins, serves as the Debtor's bankruptcy counsel. Latham Watkins LLP serves as the Debtor's corporate, finance, tax, and securities counsel. Stout Risius Ross, LLC, serves as the Debtor's financial advisor. Deloitte Touche Tohmatsu Limited serves as the Debtor's tax consultant. The Overture Group, LLC, serves as the Debtor's compensation consultant. Verita Global is the Debtor's noticing and solicitation agent. WALNUT CREEK: Court OK's Sale of Nursery Business for $2.45-Mil. ---------------------------------------------------------------- The U.S. Bankruptcy Court for the Northern District of Illinois, Western Division, has authorized Walnut Creek Nursery Inc., to sell its Nursery Business, free and clear of all liens, interests, and encumbrances. The Debtor operates a 204-acre tree nursery located in Marengo, Illinois. The nursery had tens of thousands of shade trees, ornamental trees, and containerized shrubs, grasses and perennials, all in various stages of growth. Balled and burlap plants are found on approximately 180 acres, while containerized material is found on approximately 15 acres. The Debtor wants to sell the Property to The Bunkhouse, LLC for $2.45 million. The Court ordered that upon closing of the Sale of the Purchased Assets, the Purchased Assets shall be transferred to the buyer free and clear of all Interests, including any Interests held by Compeer and/or any obligations by the Reorganized Debtor to comply with the bulk sale laws of any jurisdiction, to the extent permitted by Section 1141(c) of the Bankruptcy Code. The Reorganized Debtor is also authorized and directed to distribute the proceeds of the sale of estate property to holders of professional fee claims and priority tax claims pursuant to the terms of the Plan and as further described in the Motion. About Walnut Creek Nursery, Inc. Walnut Creek Nursery, Inc. owns a 240-acre wholesale tree and shrub nursery. It is a family-run business with 32 years of nursery experience. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Ill. Case No. 22-80189) on February 23, 2022. In the petition signed by Paul A. Hackett, owner, the Debtor disclosed up to $10 million in both assets and liabilities. Nicholas M. Miller, Esq., at McDonald Hopkins LLC is the Debtor's legal counsel. WELLPATH HOLDINGS: Has Approval to Sell Behavioral Health Unit -------------------------------------------------------------- Dietrich Knauth of Reuters reports that Wellpath Holdings, a bankrupt prison healthcare provider, received court approval on January 8, 2025 to sell its behavioral health division to a group of lenders. The deal allows the lender group to acquire Wellpath Recovery Solutions -- which operates inpatient psychiatric hospitals, residential treatment centers, mental health rehabilitation facilities, and community-based services -- in exchange for canceling approximately $375 million of the company's debt, the report relates. According to Reuters, U.S. Bankruptcy Judge Alfredo Perez approved the transaction during a hearing in Houston, Texas, after Wellpath reported that no outside buyers had submitted a better offer than the lenders' debt-for-equity proposal. Wellpath filed for Chapter 11 bankruptcy in November 2024, citing $644 million in debt. The company faced more than 1,500 lawsuits alleging inadequate medical care for prisoners and struggled financially due to rising labor and liability insurance costs, according to report. Owned by private equity firm H.I.G. Capital and headquartered in Nashville, Tennessee, Wellpath operates around 420 facilities across 39 states. It generated over $2 billion in revenue in 2023, primarily from healthcare contracts with federal and state prisons and local jails. The behavioral health division, which accounted for $425 million -- or 20% -- of the company's total revenue, is part of the sale, the report states. 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: Hernandez-Santa Case Stayed Due to Bankruptcy ---------------------------------------------------------------- Judge Gerald A. McHugh of the United States District Court for the Eastern District of Pennsylvania will stay the remaining claims against the Wellpath employees in the case captioned as MICHAEL HERNANDEZ-SANTANA, Plaintiff, v. DR. PAUL LITTLE, et al., Defendants, CIVIL ACTION NO. 24-CV-6447 (E.D. Pa.). The Court will dismiss Mr. Hernandez-Santana's constitutional claims against Defendant Reason with prejudice and his state law claims without prejudice. Hernandez-Santana will not be given leave to amend his claims against Defendant Reason because the Court concludes that amendment would be futile. Michael Hernandez-Santana, a prisoner incarcerated at SCI Chester, filed this civil rights action asserting Eighth Amendment claims against Dr. Paul Little and Dr. John Nicholson, both of whom are employees of Wellpath the medical services contractor at SCI Chester, and the Department of Corrections Food Service Director Mr. E. Reason. He claims he was injured by a piece of metal in his food and that he did not receive required medical treatment. Hernandez-Santana also seeks leave to proceed in forma pauperis, which the Court will grant. Because the Court is on notice that Wellpath has filed a petition for Chapter 11 bankruptcy protection that is in the early stages of adjudication, In re Wellpath Holdings, Inc., No. 24-90533 (Bankr. S.D. Tx. Nov. 12, 2024), and which impacts claims against its non-debtor employees, the claims against Dr. Paul Little and Dr. John Nicholson will be stayed. According to the Court, a claim based on mere negligence is insufficient to allege a plausible Eighth Amendment violation. To the contrary, only deliberate indifference to a prisoner's health or safety violates the Eighth Amendment, but Reason's conduct does not rise to the level of deliberate indifference. Nor is there any plausible basis on which it could be alleged that the food services director would have been personally aware of the metal in the food. Accordingly, this claim is also dismissed with prejudice. Hernandez-Santana may also be asserting a state law negligence claim against Reason. Because the Court has dismissed his non-stayed federal claims, the Court will not exercise supplemental jurisdiction under 28 U.S.C. Sec. 1367(c) over any state law claims asserted against Reason. The Court finds he has not sufficiently alleged that the parties are diverse for purposes of establishing the Court's jurisdiction over any state law claims he intends to pursue. The Court grants Hernandez-Santana leave to proceed in forma pauperis. A copy of the Court's decision is available at https://urlcurt.com/u?l=QjBOm6 from PacerMonitor.com. About Wellpath Holdings, Inc. Wellpath Holdings, Inc. f/k/a CCS-CMGC Holdings, Inc., is a provider of medical and mental healthcare in jails, prisons, and inpatient and residential treatment facilities. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Tex. Lead Case No. 24-90533) on November 11, 2024, with $1 billion to $10 billion in assets and liabilities. Timothy Dragelin, chief restructuring officer and chief financial officer, signed the petitions. The Debtor tapped Marcus A. Helt, Esq. at McDERMOTT WILL & EMERY LLP as bankruptcy counsel; FTI CONSULTING, INC. as financial advisor; and LAZARD FRERES & CO. LLC and MTS PARTNERS, LP as investment bankers. WHITTAKER CLARK: EPA Objects to $535-Mil. Talc Settlement --------------------------------------------------------- Emlyn Cameron of Law360 reports that the U.S. Environmental Protection Agency opposed a $535 million settlement reached by bankrupt talc supplier Whittaker Clark & Daniels in its New Jersey Chapter 11 case, claiming the deal was based on incorrect estimates of the company's environmental liabilities. About Whittaker, Clark & Daniels Whittaker, Clark & Daniels, Inc. and affiliates, Brilliant National Services Inc., Soco West Inc. and L.A. Terminals Inc., were engaged in nonmetallic mineral mining and quarrying. The Debtors sought Chapter 11 protection (Bankr. D.N.J. Lead Case No. 23-13575) on April 26, 2023. The Debtors estimated $100 million to $500 million in assets against $1 billion to $10 billion in liabilities as of the bankruptcy filing. The Hon. Michael B. Kaplan is the case judge. The Debtors tapped Kirkland & Ellis LLP as general bankruptcy counsel; Cole Schotz P.C. as co-bankruptcy counsel; and M3 Partners LLC as financial advisor. Stretto, Inc. is the claims agent. The U.S. Trustee for Regions 3 and 9 appointed an official committee to represent talc claimants in the Debtors' Chapter 11 cases. The talc committee is represented by Cooley, LLP. The Hon. Shelley Chapman was appointed as the future claimants' representative (FCR) in the Chapter 11 cases. Willkie Farr & Gallagher, LLP is the FCR's counsel. WOM SA: Seeks to Extend Plan Exclusivity to March 21, 2025 ---------------------------------------------------------- WOM SA and its affiliates asked the U.S. Bankruptcy Court for the District of Delaware to extend their exclusivity periods to file a plan of reorganization and obtain acceptance thereof to March 21, 2025 and May 20, 2025, respectively. The Debtors claim that the Company's business also involves a variety of stakeholders including suppliers, customers, financial creditors, and governmental regulators. The Debtors operate or franchise over 200 stores throughout Chile and employ approximately 7,000 employees and independent contractors. These facts further demonstrate the complexity and size of these Chapter 11 Cases, and the Debtors must work through the myriad issues that a business of this scale faces when rebuilding its operations through the chapter 11 process. The Debtors believe that, in light of the progress made in these Chapter 11 Cases, it is reasonable to request an additional extension of the Exclusive Periods to allow the Debtors more time to negotiate key documents with their stakeholders and solicit votes on the Plan in order to ensure an efficient exit from chapter 11. Granting the requested extensions will facilitate the Debtors' efforts by providing the Debtors with a full and fair opportunity to continue these efforts without the distraction of competing plans. The Debtors explain that continued exclusivity will permit them to maintain flexibility so competing plans do not derail the Debtors' restructuring process. Dualtrack negotiations across multiple plans could give rise to uncertainty and significantly increase professional costs to the detriment of all stakeholders. The Debtors' have been in continuous communication with major creditors, including the Committee and the AHG, to resolve issues that arise in these Chapter 11 Cases. Granting the requested extension of the Exclusive Periods will therefore not prejudice or pressure the Debtors' creditor constituencies or grant the Debtors any unfair bargaining leverage. The Debtors assert that they have obtained support for the Plan from the AHG and the Committee pursuant to the PSA. An extension of the Exclusivity Periods would provide the Debtors with more time to prosecute the Plan, negotiate key Plan documents, and reach consensus with other constituencies, which would advance the prospect of a fully consensual Plan confirmation hearing. The Debtors further assert that the extension is not sought for the purpose of pressuring creditors. Rather, the Debtors will use any extension granted by this Court to work to obtain consensus support to solicit the Plan and draft key documents for the reorganization transactions. Further, the Debtors consulted with and provided certain key constituents, including the AHG and the Committee, with an opportunity to review and comment on the Debtors' second request for an extension of the Exclusivity Periods prior to filing this Motion. Co-Counsel to the Debtors: John K. Cunningham, Esq. Richard S. Kebrdle, Esq. WHITE & CASE LLP Southeast Financial Center 200 South Biscayne Boulevard, Suite 4900 Miami, Florida 33131 Tel: (305) 371-2700 Email: jcunningham@whitecase.com rkebrdle@whitecase.com - and - Philip M. Abelson, Esq. Andrew Zatz, Esq. Samuel P. Hershey, Esq. Andrea Amulic, Esq. Lilian Marques, Esq. Claire Tuffey, Esq. 1221 Avenue of the Americas New York, NY 10020 Phone: (212) 819-8200 Email: philip.abelson@whitecase.com azatz@whitecase.com sam.hershey@whitecase.com andrea.amulic@whitecase.com lilian.marques@whitecase.com claire.tuffey@whitecase.com Co-Counsel to the Debtors: John H. Knight, Esq. Amanda R. Steele, Esq. Brendan J. Schlauch, Esq. RICHARDS, LAYTON & FINGER, P.A. One Rodney Square 920 North King Street Wilmington, Delaware 19801 Tel: (302) 651-7700 Email: knight@rlf.com steele@rlf.com schlauch@rlf.com About WOM SA WOM is a Chilean telecommunications provider, focused on offering mobile voice, data, and broadband services, along with a rapidly expanding "Fiber to the Home" broadband offering, to consumers and businesses in Chile. Since the acquisition of Nextel Chile in 2015 through Novator Partners LLP's investment vehicle NC Telecom AS, WOM has expanded from having virtually no market share to establishing itself as the second-largest mobile network operator in Chile. WOM sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Del. Lead Case No. 24-10628) on April 1, 2024. In the petition filed by Timothy O'Connoer, as independent director, the Debtor reports estimated assets and liabilities between $1 billion and $10 billion each. The Honorable Bankruptcy Judge Karen B. Owens oversees the case. The Debtors tapped White & Case, LLP as general bankruptcy counsel; Richards, Layton & Finger, P.A. as local bankruptcy counsel; Riveron Consulting, LLC as financial advisor; and Rothschild & Co US Inc. as investment banker. Kroll Restructuring Administration, LLC is the claims agent. YOUNG MEN'S CHRISTIAN: Gets Final OK to Use Cash Collateral ----------------------------------------------------------- The Young Men's Christian Association of Metropolitan Huntsville, Alabama received final approval from the U.S. Bankruptcy Court for the Northern District of Alabama to use cash collateral. The final order authorized the YMCA to utilize cash collateral to pay operating expenses until March 31 in accordance with its budget. Redstone Federal Credit Union, YMCA's principal pre-bankruptcy secured creditor, will be provided with protection for any diminution in value of its collateral in the form of a replacement lien on YMCA's assets, including cash collateral; and a superpriority administrative expense claim. As additional protection, Redstone will receive payment in the amount of $35,000 on Jan. 15, Feb. 14 and March 14. YMCA's right to use cash collateral terminates on the earliest to occur of March 31; the effective date of any confirmed Chapter 11 plan; or YMCA's failure to perform its obligations under the final order. Redstone can be reached through its counsel: James B. Bailey, Esq. Bradley Arant Boult Cummings, LLP 1819 Fifth Avenue North Birmingham, AL 35203 Telephone: (205) 521-8000 Facsimile: (205) 521-8800 Email: jbailey@bradley.com About The Young Men's Christian Association The Young Men's Christian Association of Metropolitan Huntsville, Alabama is a non-profit organization that offers programs to support the needs of a growing and diverse communities including childcare, health & fitness, teen programs and community programs. YMCA filed Chapter 11 petition (Bankr. N.D. Ala. Case No, 24-81638) on August 23, 2024, with $10 million to $50 million in both assets and liabilities. Jeff Collen, interim chief executive officer of YMCA, signed the petition. Judge Clifton R Jessup Jr. presides over the case. Kevin D. Heard, Esq., at Heard, Ary & Dauro, LLC, is the Debtor's legal counsel. YOUNG TRANSPORTATION: Seeks to Extend Plan Filing to Feb. 24 ------------------------------------------------------------ Young Transportation Inc. asked the U.S. Bankruptcy Court for the Northern District of Mississippi to extend its period to file a chapter 11 plan to February 24, 2025. The Debtor explains that it endeavors to provide information sufficient to enable creditors to make an informed decision regarding how to vote on the plan when filing its plan. Due to the holidays, Debtor's counsel has been unable to formulate such a plan. For this reason, the Debtor requests an extension of time to file its plan, through and including February 24, 2025. The Debtor claims that because Subchapter V of the Bankruptcy Code was recently enacted, there is little case law to guide the Court's interpretation of Section 1189(b) of the Bankruptcy Code's provision for an extension of the time to file a plan. However, this case is one where an extension is in the best interest of the parties. The Debtor asserts that it does not seek this extension for purposes of delay, but rather, to allow the Debtor an opportunity to fully formulate and file its proposed Plan. The Debtor further asserts that the extension will not result in any undue prejudice to any creditor or other party-in-interest. Debtor counsel has consulted with the Sub V Trustee and he does not oppose this extension. Young Transportation Inc. is represented by: J. Walter Newman IV, Esq. Newman & Newman 587 Highland Colony Parkway Ridgeland, MS 39157 Tel: (601) 948-0586 Email: wnewman95@msn.com About Young Transportation Young Transportation Inc. operates in the general freight trucking industry. Young Transportation filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. N.D. Miss. Case No. 24-13174) on October 11, 2024, with $500,000 to $1 million in assets and $1 million to $10 million in liabilities. Daniel L. Young, president, signed the petition. Judge Jason D. Woodard handles the case. The Debtor is represented by J. Walter Newman, IV, Esq., at Newman & Newman. ZUNIGA 23732: Claims Will be Paid from Property Sale/Refinance -------------------------------------------------------------- Zuniga 23732, LLC filed with the U.S. Bankruptcy Court for the Central District of California a Disclosure Statement describing First Amended Plan of Reorganization dated January 3, 2025. The Debtor is a single member LLC. The sole managing member is Roberta Koehl. Debtor owns real estate located at 23732 Zuniga Road, Topanga, CA 90290. The Debtor was in the process of refinancing the property however, the 1st TD added some disputed fees and charges to the balance which caused the payoff amount to exceed the amount of the new loan. The estimated value of the property is approximately $9,000,000.00 based on a current appraisal. The Debtor was in the process of refinancing the property however, the 1st TD added some disputed fees and charges to the balance which caused the payoff amount to exceed the amount of the new loan. The estimated value of the property is approximately $9,000,000.00 based on a current appraisal. The case filing was due to the 1st TD pending foreclosure. Class 3 consists of General Unsecured Claims. Franchise Tax Board filed a claim for which an unsecured amount of $1,707.41. Debtor shall pay this amount in full upon the refinance of the Property. No distribution will be made until after priority claims have been paid. A claim was also filed by Zurich American Insurance Company for $1.00. This claim presumably was filed in the event that Debtor did not continue to make its insurance premium payments for the real property insurance. Debtor intends to continue to make the monthly contractual payments for insurance and, therefore, this claim will not need treatment in the plan. This Class is impaired. Class 4 consists of Interest Holders. Upon confirmation of this Plan, the existing equity interest holders of Debtor shall retain their equity interest in the reorganized Debtor with the same ownership percentage as held on the petition date, subject to the terms and conditions of this Plan. The Plan will be primarily funded primarily through either the refinance of the Property. Once the majority of claims are paid through the sale or refinance, the plan will be funded with Debtor's rental income as well as continued capital contributions from Debtor's managing member. A full-text copy of the Disclosure Statement dated January 3, 2025 is available at https://urlcurt.com/u?l=Uw7Y27 from PacerMonitor.com at no charge. Counsel to the Debtor: Thomas B. Ure, Esq. Ure Law Firm 8280 Florence Avenue, Suite 200 Downey, CA 90240 Telephone: (213) 202-6070 Facsimile: (213) 202-6075 Email: tom@urelawfirm.com About Zuniga 23732 Zuniga 23732, LLC in Calabasas, CA, filed its voluntary petition for Chapter 11 protection (Bankr. C.D. Cal. Case No. 24-10704) on April 29, 2024, listing as much as $1 million to $10 million in both assets and liabilities. Roberta Koehl as managing member, signed the petition. URE LAW FIRM serve as the Debtor's legal counsel. [*] Corporate Bankruptcies in the U.S. Hit 14-Yr. High in 2024 -------------------------------------------------------------- Jennifer Sor of Business Insider reports that U.S. corporate bankruptcies surged in 2024, reaching their highest level since the aftermath of the Great Financial Crisis, according to S&P Global. According to the report, a total of 694 companies filed for bankruptcy last year, marking the most since 2010, when 828 firms sought protection. This represents a 9% increase from 2023 and an 86% jump from 2022, which saw just 372 bankruptcy filings. The consumer discretionary sector faced the most significant challenges, with 108 companies filing for bankruptcy. This was followed by the industrials and healthcare sectors, which recorded 88 and 65 filings, respectively, the report states. "The consumer discretionary sector has been particularly vulnerable to economic headwinds, even amid strong U.S. retail sales, as shifting consumer spending patterns and tighter budgets due to inflation have created challenges," S&P Global stated. The rise in filings was driven by high debt burdens and increased borrowing costs. More than 30 companies reported liabilities exceeding $1 billion at the time of filing, including prominent names such as Party City, Spirit Airlines, and Red Lobster, the report cites. Nonfinancial U.S. corporations held a record $8.45 trillion in debt as of the third quarter of 2024, highlighting the pressure on businesses. The average yield on AAA-rated corporate bonds climbed to 5.2% in December 2024, doubling since December 2020, according to Moody's. Signs of financial strain extended to loan performance, with business loan delinquencies held by commercial banks rising to 1.16% in the third quarter of 2024 -- the highest rate since the pandemic. Consumer loan delinquencies also hit a 12-year high, reaching 2.73%, according to report. The data reflects the growing financial stress on businesses as they contend with elevated interest rates, rising debt obligations, and shifting economic conditions. [*] Stretto Launches AI Platform for Bankruptcy Case Management --------------------------------------------------------------- Stretto, a market-leading legal services and technology firm, has unveiled Stretto Conductor, a new AI-powered platform designed specifically for bankruptcy case management and communications. Stretto Conductor helps attorneys and stakeholders navigate corporate bankruptcy proceedings more efficiently. The platform processes thousands of concurrent inquiries in real-time, delivering unprecedented efficiency in creditor communications while dramatically reducing operational costs. "The corporate bankruptcy landscape demands precision, speed, and accessibility -- Stretto Conductor delivers on all fronts," states James M. Le, president at Stretto. "By leveraging sophisticated AI technology purpose-built for bankruptcy proceedings, we've created a solution that not only automates document analysis and streamlines information retrieval but also ensures that critical case information reaches stakeholders instantly. This breakthrough technology eliminates traditional friction points in Chapter 11 proceedings while delivering substantial cost savings to practitioners." At the heart of Stretto Conductor lies patent-pending retrieval augmented generation technology specifically engineered for the complexities of bankruptcy law. Unlike conventional AI systems, Stretto Conductor overcomes common challenges including naive retrieval, inapplicable authority, and reasoning errors. The platform's advanced capabilities include: -- Real-time analysis and summarization of complex legal documents, incorporating deep understanding of the bankruptcy code and local rules -- Automated citation generation linking responses to court dockets and relevant bankruptcy rules, ensuring response verifiability -- Secure document handling that processes only publicly filed documents, with no retention of information for training purposes This advancement marks the debut offering from Stretto Intelligence, showcasing the company's commitment to pioneering AI-enabled solutions that empower legal professionals to achieve unprecedented levels of efficiency and success in bankruptcy practice. An enhanced enterprise version of Stretto Conductor is currently in development for integration with Chapter 11 Dockets, Stretto's newly acquired precedent research platform designed for corporate restructuring attorneys. About Stretto Stretto delivers a full spectrum of technology tools, case-management services, and depository solutions to legal and financial professionals. Offering a comprehensive suite of corporate-restructuring and consumer-bankruptcy capabilities along with multi-faceted deposit and disbursement services, Stretto provides an unparalleled portfolio of solutions under the executive leadership of industry veterans Eric Kurtzman and Jonathan Carson. Stretto leverages subject-matter expertise and market insights to facilitate every aspect of case and cash management for its clients. For more information about Stretto, visit www.stretto.com. [] BOOK REVIEW: Dynamics of Institutional Change ------------------------------------------------ Dynamics of Institutional Change: The Hospital in Transition Authors: Milton Greenblatt, Myron Sharaf, and Evelyn M. Stone Publisher: Beard Books Softcover: 288 pages List Price: $34.95 Review by Henry Berry Order your personal copy today at http://beardbooks.com/beardbooks/dynamics_of_institutional_change.html Like many other private-sector and public institutions in modern society, hospitals are regularly undergoing change. The three authors of this volume have been leaders in change at Boston State Hospital, a large public mental hospital, that serves as the test case for the experienced advice and hard-earned lessons found in this work. With their academic and professional backgrounds, the three authors combined offer an incomparable fund of knowledge and experience for the reader. In keeping with their positions, they focus on the position and the role of the leaders of institutional change. They do not recommend any particular choices, direction, or outcome. They do not presume to know what is the best for all institutions, or to understand the culture, realities, goals, or values of all institutions. They do not even presume to know what is best or desirable for hospitals, the institution with which they are most familiar. Instead, the authors direct their attention to "the problems hampering change and the gains and losses of one or another strategy of change." In relation to this, they are "more concerned with the study of process than with outcome." By not recommending specific policies or arguing for specific values or goals, the authors make their book relevant to all institutions involved in change, but particularly public-health institutions. All of the subjects are dealt with from the perspective of top executives and administrators. Among the subjects taken up are not only the staff and structure of the institution, specifically the medical institution, but also consultants, volunteers, local communities, and state and federal government agencies. The detail given to each subject goes beyond the administrator's relationship to it to discussion concerning the relationship of lower-level employees with the subject. This relationship of lower-level employees has everything to do with how change occurs within the institution, and often whether it occurs. The authors go into such detail because they understand that the performance and goals of top administrators are affected by everything that goes on within heir institution, and often by much that goes on outside of it. For example, the authors begin the subject of volunteers by defining three types of volunteers: volunteers from organizations, student or independent volunteers, and government-appointed or statutory volunteers. Volunteers of whatever type can cause anxiety, resistance, and even resentment among regular staff of an institution. Volunteers are not simply "free help," but require administration, training, and oversight -- which can distract regular employees from work they consider more important and interesting, and use up departments' resources. The transitional nature of volunteers, their ignorance of institutional and occupational concerns of the regular staff, and their lack of professionalism can cause disruptions and personnel problems in parts of an institution. The authors advise the top administrators, "The intrusive evangelism of student volunteers can be threatening not only to professional supervisors, but to the entire hospital staff as well, from the attendant to the top administrator." While recognizing the problems which may be caused by volunteers, especially younger ones, the authors point out the worth of volunteers to the hospital despite the potential problems they bring. Overall, the different types of volunteers "improve the physical and social environment" of the workplace, "make direct and beneficial contacts with chronic patients," and often "establish true innovations." After discussing the pros and cons of volunteers and providing detailed guidance on how to manage volunteers so as to minimize potential problems, the authors advise the administrator and his or her staff how to regard volunteers. "Both staff and administrator must constantly keep in mind that volunteers are not personally helping them [word in italics in original], but are helping the patients or the community." Along with the technical management and administrative guidance, such counsel is clearly relevant and important in keeping perspective on the matter of volunteers. The treatment of volunteers in a medical institution exemplifies the comprehensive, empathetic, and experienced treatment of all the subjects. Personnel -- whether professional, clerical, service, or volunteer -- is obviously a major concern of any institution and change in it. The structure of an institution is another crucial concern. This is addressed under the heading "decentralization through unitization." In the context of a large public medical facility, decentralization "involves breaking up the institution into semiautonomous units . . . ; each of which is like a small community health center in that it is responsible for serving a specific part of the community." As with the subject of volunteers, the authors treat this subject of the structure of the institution by examining its various sides, discussing related personnel and administrative matters, relating instructive anecdotes from their own experience, and in the end, offering relevant and practical advice and actions whose sense is apparent to the reader by this point. Recognizing that the authors have faced many of the same situations, decisions, pressures, challenges, and aims as they have, top hospital and public-health administrators will no doubt adopt many of the authors' recommendations for managing the process of change. The content of the book as well as its style (which is obviously meant to be helpful, sympathetic, and realistic) offers the reader not only resolutions, but also encouragement. The top hospital administrators and their staff, who are the main audience for "Dynamics of Institutional Change," will not find a better study and handbook to help them through the changes their institutions are being called upon to undergo to deal with the health concerns and problems of today's society. Milton Greenblatt, M.D. was Commissioner of the Massachusetts Department of Mental Health, Professor of Psychiatry at Tufts University School of Medicine, and Lecturer in Psychiatry at Harvard Medical School and Boston University School of Medicine. Myron R. Sharaf, Ph. D. was Associate Area Director of Boston State Hospital and Assistant Professor of Psychology at Tufts University School of Medicine. Evelyn M. Stone served as Executive Editor for the Massachusetts Department of Mental Health. ********* Monday's edition of the TCR delivers a list of indicative prices for bond issues that reportedly trade well below par. Prices are obtained by TCR editors from a variety of outside sources during the prior week we think are reliable. Those sources may not, however, be complete or accurate. The Monday Bond Pricing table is compiled on the Friday prior to publication. Prices reported are not intended to reflect actual trades. Prices for actual trades are probably different. Our objective is to share information, not make markets in publicly traded securities. Nothing in the TCR constitutes an offer or solicitation to buy or sell any security of any kind. It is likely that some entity affiliated with a TCR editor holds some position in the issuers public debt and equity securities about which we report. Each Tuesday edition of the TCR contains a list of companies with insolvent balance sheets whose shares trade higher than $3 per share in public markets. At first glance, this list may look like the definitive compilation of stocks that are ideal to sell short. Don't be fooled. Assets, for example, reported at historical cost net of depreciation may understate the true value of a firm's assets. A company may establish reserves on its balance sheet for liabilities that may never materialize. The prices at which equity securities trade in public market are determined by more than a balance sheet solvency test. On Thursdays, the TCR delivers a list of recently filed Chapter 11 cases involving less than $1,000,000 in assets and liabilities delivered to nation's bankruptcy courts. The list includes links to freely downloadable images of these small-dollar petitions in Acrobat PDF format. Each Friday's edition of the TCR includes a review about a book of interest to troubled company professionals. All titles are available at your local bookstore or through Amazon.com. Go to http://www.bankrupt.com/books/to order any title today. Monthly Operating Reports are summarized in every Saturday edition of the TCR. The Sunday TCR delivers securitization rating news from the week then-ending. TCR subscribers have free access to our on-line news archive. Point your Web browser to http://TCRresources.bankrupt.com/and use the e-mail address to which your TCR is delivered to login. ********* S U B S C R I P T I O N I N F O R M A T I O N Troubled Company Reporter is a daily newsletter co-published by Bankruptcy Creditors Service, Inc., Fairless Hills, Pennsylvania, USA, and Beard Group, Inc., Philadelphia, Pa., USA. Randy Antoni, Jhonas Dampog, Marites Claro, Joy Agravante, Rousel Elaine Tumanda, Joel Anthony G. Lopez, Psyche A. Castillon, Ivy B. Magdadaro, Carlo Fernandez, Christopher G. Patalinghug, and Peter A. Chapman, Editors. Copyright 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. The single-user TCR subscription rate is $1,400 for six months or $2,350 for twelve months, delivered via e-mail. Additional e-mail subscriptions for members of the same firm for the term of the initial subscription or balance thereof are $25 each per half-year or $50 annually. For subscription information, contact Peter A. Chapman at 215-945-7000. *** End of Transmission ***