/raid1/www/Hosts/bankrupt/TCR

/raid1/www/Hosts/bankrupt/TCR_Public/250116.mbx T R O U B L E D C O M P A N Y R E P O R T E R Thursday, January 16, 2025, Vol. 29, No. 15 Headlines 11702 AVE: Seeks Chapter 11 Bankruptcy Protection in New York 12 ROSS: Sec. 341(a) Meeting of Creditors on February 13 1MONARK LLC: Starts Subchapter V Bankruptcy Process 5E ADVANCED: Reaches Restructuring Support Deal With Lenders 999 HEMPSTEAD: Seeks Chapter 11 Bankruptcy Protection in New York ACCELERATE DIAGNOSTICS: Announces Prelim 4Q, Full-Year 2024 Results ACCELERATE DIAGNOSTICS: Griffin Asset Holds 4% Equity Stake ACCORD LEASE: Gets Interim OK to Use Cash Collateral Until Feb. 14 ACUVA TECHNOLIGIES: Acquired by Watersprint Following Bankruptcy AFFLUENT MANAGEMENT: Unsecureds Get $2,500 Per Month for 36 Months AIRWAY AIR: Unsecured Creditors to Split $40K over 3 Years ALANIZ & HERNANDEZ: Amends Several Secured Claims Pay Details ALPINE HOSPITALITY: Claims to be Paid from Property Sale/Refinance ALVOGEN PHARMA: Moody's Cuts CFR & Sr. Secured Term Loan to Caa2 AMERGENT HOSPITALITY: Bid Protocol for Little Big Burger Sale OK'd AMERGENT HOSPITALITY: Bid Rule for Boudreaux's Cajun Brand OK'd APPTECH PAYMENTS: Complies With Nasdaq Minimum Listing Requirement AUTO BUFFY: Monique Almy Named Subchapter V Trustee BACKYARD ENVIRONMENTS: Unsecureds to Get $66K per Year for 5 Years BENK GROUP: Sec. 341(a) Meeting of Creditors on February 5 BIG LOTS: Gordon Bros. Offer Leases for Sale, Offers Due Jan. 24 BLUM HOLDINGS: Amends $800K Promissory Note With Douglas Rosenberg BLUM HOLDINGS: Converts $6.17-Mil. Debt to Adnant LLC Into Shares BNB BATTERY: Court Extends Use of Cash Collateral Until March 26 BODY DETAILS: Closes All Locations, Seeking for Buyer BOSTON BOATWORKS: Seeks to Sell Boat Business to Boston Marine BOSTON BOATWORKS: Voluntary Chapter 11 Case Summary BUCKEYE PARTNERS: Moody's Rates New Unsecured Notes Due 2030 'Ba3' CALPINE CORP: Moody's Alters Outlook on 'Ba3' CFR to Positive CAR CONNECTIONS: Gets OK to Use Cash Collateral Until Jan. 27 CATHETER PRECISION: Philip Anderson Named Chief Financial Officer CBDMD INC: Issues 6.1MM Shares of Common Stock CEMTREX INC: Files Amendment No. 1 to 10-K for Year Ended Sept 2024 CHG PPC PARENT: Moody's Rates New EUR315MM 1st Lien Term Loan 'B2' CHICKEN SHACK: Sec. 341(a) Meeting of Creditors on February 18 CLARITY DIAGNOSTICS: Revises Sale Motion to Establish Deadline CLEAN ENERGY: Has Until Feb. 24 to File Plan for Nasdaq Compliance CNX RESOURCES: Moody's Affirms 'Ba3' CFR, Outlook Remains Stable COUSIN ENTERPRISES: Court Extends Use of Cash Collateral to March 3 COWTOWN BUS: Bus Rental Business Sale to Avalon Motor Coach OK'd CUSTOM CLUB: Claims to be Paid From Available Cash and Income CYTOSORBENTS CORP: Skylands Capital Holds 5.1% Equity Stake DANNY 39TH AVENUE: Case Summary & Four Unsecured Creditors DANNY 39TH: Sec. 341(a) Meeting of Creditors on February 21 DIAMOND COMIC: Case Summary & 30 Largest Unsecured Creditors DIAMOND COMIC: Secures $41-Mil. DIP Financing for Chapter 11 DIAMOND SELECT: Seeks Chapter 11 Bankruptcy Protection in Maryland DIOCESE OF BUFFALO: Has Until September to File Chap. 11 Exit Plan DIOCESE OF ROCHESTER: Amends Abuse Claims Pay Details EASTSIDE DISTILLING: CEO Loans $700,000 to Beeline EASTSIDE DISTILLING: Enters $35M Stock Purchase Agreement EATSTREET INC: Claims to be Paid From Available Cash and Income EGZIT CORPORATION: Gets OK to Use Cash Collateral Until Feb. 7 EMERALD X: S&P Rates New $110MM Revolving Credit Facility 'B+' EMX ROYALTY: Buys Royalty Interest Over Hayasa's Urasar Project ETHEMA HEALTH: Authorized to Increase Preferred Shares to 30MM FINEST COACHBUILDING: Unsecureds Will Get 5% to 13% of Claims FRANCHISE GROUP: US Trustee Challenges Willkie Farr Engagement FULTON MERCER: Unsecureds to Get Share of Income for 5 Years GALLERIA OF ST. MATTHEWS: Unsecureds to Split $50K in Plan GOL LINHAS: Unveils New Five-Year Plan Prior Chapter 11 Exit GREENWAVE TECHNOLOGY: Cancels Special Meeting of Stockholders GRITSTONE BIO: Creditors Seek to Dismiss Hercules' Secured Claim GROOMORE INC: Jeffrey Schwendeman Named Subchapter V Trustee H-FOOD HOLDINGS: Unsecureds Will Get 6% of Claims in Plan HAWTHORNE FOOD: Court OKs Continued Use of Cash Collateral HAWTHORNE FOOD: Seeks to Sell Direct-to-Consumer Business HAYS TABERNACLE: Mark Sharf Named Subchapter V Trustee HEAVENLY SCENT: Court OKs Use of Cash Collateral Until Feb. 9 HERITAGE HOTELS: Unsecureds' Recovery "TBD" in Liquidating Plan HOSPITAL FOR SPECIALTY SURGERY: PCO Files First Report HOUSTON TRUCK: Updates Unsecureds & JP Morgan Secured Claim Pay I-ON DIGITAL: Creates Series E Convertible Preferred Stock IDEAL HEALTH: Gets Interim OK to Use Cash Collateral Until Feb. 3 INDIVIDUALIZED ABA: PCO Reports No Change in Patient Care Quality INTRUM AB: Bondholders Contest Debt Deal in Sweden JAMIESON CAPEX: Claims to be Paid From Cash Flow JOANN INC: Case Summary & 30 Largest Unsecured Creditors JOANN INC: S&P Downgrades ICR to 'CCC' on Constrained Liquidity JOANN INC: Seeks Chapter 11 Bankruptcy Protection for 2nd Time JOANN INC: Stores Remain Open Amid Chapter 11 to Maximize Value KAL FREIGHT: Hires Keen-Summit as Real Estate Advisor and Broker KAL FREIGHT: Taps Benesch Friedlander Coplan & Aronoff as Counsel KAL FREIGHT: Taps Development Specialists as Restructuring Advisor KB3 2275: Sec. 341(a) Meeting of Creditors on February 5 KOPIN CORP: Grants Equity Awards to CEO and Two Senior Executives LAVISH LIFESTYLES: Seeks Bankruptcy Protection in Florida LE CONTE WESTWOOD: Case Summary & 20 Largest Unsecured Creditors LEVINTE INC: Unsecureds Will Get 1% to 2% of Claims in Plan LIDO 10 LLC: Seeks Approval to Hire ACM Enterprise as Appraiser LOUKYA INC: Claims to be Paid From Business Revenue M & M BUCKLEY: Gets Interim OK to Use Cash Collateral Until Jan. 31 M DESIGN: Seeks to Hire NLC Financial Services as Accountant MARCUSE COMPANIES: Seeks to Hire Rosen Systems as Appraiser MAWSON INFRASTRUCTURE: Signs 12-Month Colocation Deal With PublicCo MAWSON INFRASTRUCTURE: Signs Colocation Deal with Nasdaq-Listed Co. MICHAEL COGENT BAY: Christopher Hayes Named Subchapter V Trustee MIDWEST M&D: Can Sell Wheel Loader to Mack’s Twin City Recycling MODEL TOBACCO: Seeks to Hire McNamee Hosea as Bankruptcy Counsel MOJ Realty: Court OKs Mobile Home Park Sale to Y. Musa for $1.6MM MONDEE HOLDINGS: Case Summary & 30 Largest Unsecured Creditors MONDEE HOLDINGS: Seeks Ch. 11 Bankruptcy, Has Deal to Sell Assets MONTOUX LIMITED: Chapter 15 Case Summary MYA POS: James LaMontagne Named Subchapter V Trustee NANOVIBRONIX INC: To Issue Shares, Warrants for Series A-1 Warrant NAVEO INC: Gets OK to Use Cash Collateral Until Feb. 15 NB FLATS: Updates Unsecured Claims Pay; Files Amended Plan NEW AGE: Seeks to Hire David Freydin as General Bankruptcy Counsel NEW BOOST: S&P Assigns 'BB' Rating on New Repriced Term Loans NOVABAY PHARMACEUTICALS: Inks Phase One Wound Care Trademark Deal NUTRACAP HOLDINGS: Case Summary & 20 Largest Unsecured Creditors NUTRACAP HOLDINGS: Sec. 341(a) Meeting of Creditors on February 14 NYREES LIMITED: Voluntary Chapter 11 Case Summary ORTHOCARE SOLUTIONS: Unsecureds Will Get 7% over 60 Months PARTY CITY: Closes Waikele Location, To Merge with Nimitz Store PHUNWARE INC: Revises T. Reisner's Employment Separation Terms PMD DEVICE: Bankruptcy Application OK'd, Dan Bengtsson as Trustee PRESBYTERIAN HOMES: Seeks Approval to Tap Hublar Enterprises as CRO PRIME CAPITAL: Updates Liquidating Plan Disclosures PROFESSIONAL DIVERSITY: Fails to Regain Nasdaq Listing Requirements PROSPECT MEDICAL: Can Borrow Portion of $100MM Ch. 11 Financing PROSPECT MEDICAL: Chapter 11 Restructuring Impacts MPT PROSPECT MEDICAL: Files Ch. 11, Pursues Asset Sales Outside Calif. R1 RCM: S&P Withdraws 'B+' ICR Following Acquisition by TowerBrook RAPSYS INC: Court Extends Use of Cash Collateral to Feb. 28 RAVI GI: Seeks Approval to Hire Calaiaro Valencik as Legal Counsel RENOVARO INC: To Acquire Predictive Oncology in All-Stock Deal RLK GROUP: Updates Restructuring Plan Disclosures SAFE & GREEN: Michael McLaren Named CEO, Director SANUWAVE HEALTH: I. Cioanta Discloses Ownership of 41 Shares SANUWAVE HEALTH: T. Hendricks Steps Down as EVP of Sales SENSORLOGIC INC: Court OKs Snow Sensor Sale to R.M. Young SERIOUS FUN: Hires J Keefe Associates as Restructuring Advisor SERIOUS FUN: Seeks Approval to Tap Avrum J. Rosen as Legal Counsel SHEPHERD-HULDY DEVELOPMENT: Updates Unsecureds & Greenberg Claim SILVER CREEK: Court OKs Dallas Property Sale to J. Dunlap SKY ROCK: Commences Subchapter V Bankruptcy Proceeding in Texas SKYLINE HOLDING: Seeks Chapter 11 Bankruptcy Protection in N.J. SKYLINE HOLDINGS: Case Summary & One Unsecured Creditor SMC ENTERTAINMENT: Closes Acquisition of Australia's Bateau Asset SMITH HEALTH: PCO Margaret Barajas Submits First Report SMYRNA READY: $200MM Term Loan Add-on No Impact on Moody's Ba3 CFR SOFT PACKAGING: Seeks Subchapter V Bankruptcy Protection SPI ENERGY: Inks Settlement Agreement Resolving Dispute With SINSIN STERLING CREDIT: Unsecureds Will Get 40% of Claims in Plan SUNATION ENERGY: Extends CVR Deal to Dec. 31, Dissolves Two Units SURGERY CENTER OF MOUNT DORA: Subchapter V Trustee Named SUSTAINABLE PROJECTS: Dismisses Centurion, Engages AOGB as Auditor TERVIS TUMBLER: Unsecureds Owed $14M to Split $1.3M in 5 Years THREE STOOGES: Sec. 341(a) Meeting of Creditors on February 18 THREE STOOGES: Voluntary Chapter 11 Case Summary TTW TRANSPORT: Amends Unsecured Claims Details ULTRA SAFE: Sells MMR and Pylon Reactor Tech to NANO Nuclear UNIVERSITY OF THE ARTS: Pa. Atty. Gen. Opposes Sale of Properties VALDESIA GARDENS: Hires Davidoff Hutcher & Citron as Legal Counsel VALLEY BUSTER: Seeks Chapter 11 Bankruptcy Protection in New York VENUS CONCEPT: Inks Consent Agreement; Extends Bridge Loan Maturity VENUS CONCEPT: Inks Consent Deal, Extends Bridge Loan to Jan. 31 VERMILLION AND SPEAR: To Sell Annapolis Property for $1.95MM VH NUTRITION: Doug Flahaut Named Subchapter V Trustee VIVOT EQUIPMENT: Proposes Immaterial Modifications to Plan VROOM INC: Completes Chapter 11 Recapitalization, Emerges Debt-Free VROOM INC: Exits Prepackaged Chapter 11 Bankruptcy, Debt Free WESTFALL ENTERTAINMENT: Voluntary Chapter 11 Case Summary WESTLAKE SURGICAL: Unsecureds Owed $31M to Recover 5% in Plan WHOLESALE CAR: Commences Subchapter V Bankruptcy Proceeding WINSTON & DUKE: Seeks to Tap Integra Asset Solutions as Auctioneer WISA TECHNOLOGIES: Closes Purchase of Data Vault Holdings' Assets WISCONSIN & MILWAUKEE: Seeks to Hire Mallery as Corporate Counsel WOODWORK CONSTRUCTION: Seeks to Hire Agentis as Bankruptcy Counsel WYNNE TRANSPORTATION: Gets OK to Tap Portion of $6MM DIP Financing ZANO INDUSTRIES: Seeks Approval to Hire GS & CO as Accountant ZION OIL: Donald Ellis Holds 7.8% Equity Stake [^] Recent Small-Dollar & Individual Chapter 11 Filings ********* 11702 AVE: Seeks Chapter 11 Bankruptcy Protection in New York ------------------------------------------------------------- On January 14, 2025, 11702 Ave LLC filed Chapter 11 protection in the U.S. Bankruptcy Court for the Eastern District of New York. According to court filing, the Debtor reports between $500,000 and $1 million in debt owed to 1 and 49 creditors. The petition states funds will be available to unsecured creditors. About 11702 Ave LLC 11702 Ave LLC is a single asset real estate company in New York. 11702 Ave LLC sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. E.D.N.Y. Case No. 25-40188) on January 14, 2025. In its petition, the Debtor reports estimated assets between $100,000 and $500,000 and estimated liabilities between $500,000 and $1 million. Honorable Bankruptcy Judge Nancy Hershey Lord handles the case. 12 ROSS: Sec. 341(a) Meeting of Creditors on February 13 -------------------------------------------------------- On January 14, 2025, 12 Ross LLC 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 $500,000 and $1 million in debt owed to 1 and 49 creditors. The petition states funds will be available to unsecured creditors. A meeting of creditors under Section 341(a) to be held on February 13, 2025 at 01:00 PM at Office of UST (TELECONFERENCE ONLY). About 12 Ross LLC 12 Ross LLC is a single-asset real estate company operating in Spring Valley, New York. 12 Ross LLC sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D.N.Y. Case No. 25-22027) on January 14, 2025. In its petition, the Debtor reports estimated assets and liabilities between $500,000 and $1 million each. Honorable Bankruptcy Judge Kyu Young Paek handles the case. 1MONARK LLC: Starts Subchapter V Bankruptcy Process --------------------------------------------------- On January 14, 2025, 1Monark LLC filed Chapter 11 protection in the U.S. Bankruptcy Court for the District of Massachusetts. 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 1Monark LLC 1Monark LLC is a single asset real estate company based in Lawrence, Massachusetts. 1Monark LLC sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Mass. Case No. 25-40042) on January 14, 2025. In its petition, the Debtor reports estimated assets between $500,000 and $1 million and estimated liabilities up to $50,000. Honorable Bankruptcy Judge Christopher J. Panos handles the case. The Debtor is represented by Matthew T. Desrochers, Esq., at The Law Offices of Matthew T. Desrochers, in Reading, Maine. 5E ADVANCED: Reaches Restructuring Support Deal With Lenders ------------------------------------------------------------ 5E Advanced Materials, Inc., a boron and lithium company with U.S. government Critical Infrastructure designation for its 5E Boron Americas Complex, announced on January 14, 2025, that it has entered into a Restructuring Support Agreement with its primary lenders and the holders of the Company's senior secured convertible notes, Ascend Global Investment Fund SPC, for and on behalf of Strategic SP, Bluescape Special Situations IV LLC, and Meridian Investments Corporation. Agreement and Transaction Highlights: The Company has agreed to a funding and restructuring package with the Lenders that includes the following: -- Lenders purchased an additional $5 million of Convertible Notes with a conversion price of $0.2920 with funding scheduled to close on January 14, 2025. -- Subject to approval by the Company's stockholders at a special meeting, consummating the Transaction under the RSA would achieve the following: -- Full equitization of all Convertible Notes for which the Company will issue 312,490,076 shares of common stock. -- Lenders to purchase an aggregate $5 million of common stock at a purchase price of the lower of $0.2920 or a 5-day VWAP (Volume Weighted Average Price) following the equitization of the Convertible Notes. -- Lenders to receive one-year warrants to purchase a number of shares of common stock equal to an aggregate of up to $20 million divided by the Equity Purchase Price, with an exercise price of the Equity Purchase Price. -- Ascend and BEP would each have the right to nominate two directors to the Company's board of directors, which will consist of four members immediately after the Transaction. The Transaction has been supported unanimously by the Board of Directors. The closing of the Transaction remains subject to the satisfaction of all remaining closing conditions, including the 5E stockholder vote, to be held at an upcoming special stockholder meeting, which is anticipated to occur in the first calendar year quarter of 2025. "Our momentum accelerated in the second half of 2024, as we made great progress towards 5E's operational and commercial goals, including the launch of our Customer Qualification Program, the shipment of our first boric acid samples, and the successful delivery of our first full truckload of boric acid super sacks to a U.S. customer," said Paul Weibel, Chief Executive Officer of 5E Advanced Materials, Inc. "With these milestones behind us, we now need to align our capital structure to ensure long-term success. Our current capital structure is restrictive to the Company and our access to capital markets. We look forward to capitalizing on this opportunity to strengthen our balance sheet following shareholder approval and the consummation of the Transaction. We appreciate our financial partners' historical support and believe this Restructuring Support Agreement will enhance our standing with commercial and financial partners, as well as potential employees, and it aligns the interests of all stakeholders involved." Paul Weibel concluded, "I share the Board's view that this restructuring is in the best interests of the Company, its shareholders, and its employees. It will remove key obstacles to 5E's transformation into a leading producer of boric acid and boron advanced materials. We believe the progress achieved in 2024 will carry into 2025, especially now that this transaction will derisk the business and support the path to FID upon completing commercial engineering. This vote is a critical step to achieving our long-term vision, and I encourage all of our shareholders to join us in supporting this important milestone." The Company will file a Current Report on Form 8-K with additional details regarding the Restructuring Support Agreement and related agreements. Investors are encouraged to review that filing for further details regarding the Transaction. Conference Call The Company will hold a live conference call on Wednesday, January 15, 2025, at 3pm PST (10am AEDT) to discuss the restructuring transaction and funding package. The call will be delivered by Paul Weibel, Chief Executive Officer. Investors, analysts, and members of the media interested in listening to the live presentation are encouraged to join and register for a webcast of the call, available at https://6ix.com/event/5e-advanced-materials-corporate-update. A replay of the webcast will be available at the Investor Relations section of its website. Special Meeting of Stockholders 5E intends to file a preliminary proxy statement for a special meeting of stockholders seeking approval of the Transaction in the near future. The Transaction is crucial to strengthening the Company's balance sheet, funding the Company's next phase of development, and normalizing the capital structure. The Board of Directors views the Transaction as being in the best interest of the Company and stockholders as a whole and recommends that all stockholders vote in favor of the Transaction at the company's upcoming Special Meeting. Contingency Considerations The Company expects to implement the Transaction and restructuring through an out-of-court restructuring. If the conditions precedent to the out-of-court restructuring cannot be timely satisfied, including approval by the Company's stockholders of certain proposals, the Company expects to implement the restructuring through bankruptcy in a pre-packaged Chapter 11 plan. The Company believes that completing the out-of-court restructuring will allow it to avoid possible business disruptions, preserve valuable capital, and prevent additional expenses and other uncertainties that would result from commencing the bankruptcy cases to effectuate the pre-packaged Chapter 11 plan. 999 HEMPSTEAD: Seeks Chapter 11 Bankruptcy Protection in New York ----------------------------------------------------------------- On January 13, 2025, 999 Hempstead Turnpike LLC filed Chapter 11 protection in the U.S. Bankruptcy Court for the Eastern 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) meeting to be held on February 13, 2025 at 10:00 AM at Telephonic Meeting: Phone 1 (877) 988-1229, Participant Code 6493694#. About 999 Hempstead Turnpike LLC 999 Hempstead Turnpike LLC operates a commercial property located at 999 Hempstead Turnpike in Franklin Square, Nassau County, New York. 999 Hempstead Turnpike LLC sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. E.D.N.Y. Case No. 25-70136) on January 13, 2025. In its petition, the Debtor reports estimated assets and liabilities between $1 million and $10 million each. Honorable Bankruptcy Judge Robert E. Grossman handles the case. The Debtor is represented by Btzalel Hirschhorn, Esq., at Shiryak, Bowman, Anderson, Gill & Kadochnikov, LLP, in Kew Gardens, New York. ACCELERATE DIAGNOSTICS: Announces Prelim 4Q, Full-Year 2024 Results ------------------------------------------------------------------- Accelerate Diagnostics, Inc. (Nasdaq: AXDX), an in vitro diagnostics company dedicated to providing services that improve patient outcomes and lower healthcare costs through the rapid diagnosis of serious infections, on January 10, 2025, announced certain preliminary, unaudited results for the quarter and year ended December 31, 2024. "During the fourth quarter, we continued our momentum across our innovation pipeline with significant progress of the clinical trial for our Accelerate WAVE(TM) system and the Gram-Negative assay while also further driving progress in our commercial strategy and making additional meaningful reductions in our cash burn," commented Jack Phillips, President and CEO of Accelerate Diagnostics, Inc. "Specifically relating to our ongoing clinical trial, we believe we are close to finalizing enrollment, with very encouraging results to-date, and anticipate FDA submission shortly after enrollment is complete. Throughout the clinical trial, we have been able to demonstrate the distinct features and benefits of the WAVE system compared to emerging rapid antimicrobial susceptibility systems without any loss of performance or features," Mr. Phillips continued. 2024 Fourth Quarter and Full-Year Operational Results Notable highlights of our ongoing WAVE System and Gram-Negative (GN) Positive Blood Culture (PBC) Assay Clinical Trial: -- Clinical trial performance consistent with previously released pre-clinical data -- Anticipate largest Gram-Negative bug-drug combination offering for rapid PBC AST -- Time-to-result remains approximately 4.5 hours, on average -- Strong instrument, consumable and software reliability across clinical trial sites -- Continued positive feedback from laboratory technicians on simple pre-analytical workflow and seamless system ease of use -- Anticipate remaining on-track for FDA submission during the first quarter of 2025 with anticipated commercial launch in late 2025 * Contracted a large U.S. reference lab for the Accelerate ArcTM system, underscoring the utility of cost-effective, rapid, and automated microbial identification on MALDI directly from positive blood culture samples. * In the U.S., we maintained approximately 350 of our existing clinically live Pheno(R) revenue-generating instruments, consistent with our commercial strategy. * Continued to execute contract extensions with strategic customers with greater than 75% of U.S. Pheno customers secured through the anticipated WAVE commercial launch, subject to regulatory approvals. * Received 510(k) clearance of the Accelerate Arc system and BC kit, an innovative, automated positive blood culture sample preparation platform. 2024 Fourth Quarter and Full-Year Financial Results * Preliminary revenue was approximately $11.7 million for the year, compared to $12.1 million in the prior year. While year-over-year revenues for consumable products increased by approximately 3%, overall revenue was down year-over-year due to lower revenues from capital sales of Pheno instruments compared to the prior year. * Ended the year with approximately $16.3 million in cash and cash equivalents, compared to $20.9 million at the start of the fourth quarter, a reduction in cash and cash equivalents for the fourth quarter of 2024 of $4.5 million. This reflects our continued reduction in operating cash use over the prior quarters of 2024. The preliminary financial results set forth above are unaudited, are based on management's initial review of Accelerate's results as of and for the year ended December 31, 2024, and are subject to revisions based upon Accelerate’s year-end closing procedures and the completion of the external audit of Accelerate's year-end financial statements. Actual results may differ materially from these preliminary unaudited results as a result of the completion of year-end closing procedures, final adjustments and other developments arising between now and the time that Accelerate's financial results are finalized. In addition, these preliminary unaudited results are not a comprehensive statement of Accelerate's financial results for the year ended December 31, 2024, should not be viewed as a substitute for full, audited financial statements, prepared in accordance with generally accepted accounting principles, and are not necessarily indicative of the Company's results for any future period. Accordingly, investors are cautioned not to place undue reliance on these preliminary unaudited results. Accelerate expects to announce full-year 2024 financial results in advance of its earnings conference call in March 2025. For further information: Investor Inquiries & Media Contact: Laura Pierson, Accelerate Diagnostics, +1 520 365-3100, investors@axdx.com About Accelerate Diagnostics Tucson, Ariz.-based Accelerate Diagnostics, Inc. is an in vitro diagnostics company dedicated to providing solutions that improve patient outcomes and lower healthcare costs through the rapid diagnosis of serious infections. Phoenix, Ariz.-based Ernst & Young LLP, the Company's auditor since 2013, issued a "going concern" qualification in its report dated March 28, 2024, citing that the Company has suffered recurring losses and negative cash flows from operations, and has stated that substantial doubt exists about the Company's ability to continue as a going concern. During the year ended December 31, 2023, Accelerate Diagnostics had a net loss of $61.6 million. As of September 30, 2024, Accelerate Diagnostics had $32.3 million in total assets, $80.8 million in total liabilities, and $48.5 million total stockholders' deficit. ACCELERATE DIAGNOSTICS: Griffin Asset Holds 4% Equity Stake ----------------------------------------------------------- Griffin Asset Management, LLC disclosed in a Schedule 13G/A filed with the U.S. Securities and Exchange Commission that as of December 31, 2024, it beneficially owned 1,003,581 shares of Accelerate Diagnostics, Inc.'s common stock, representing 4% of the shares outstanding. Griffin Asset Management, LLC may be reached at: Duncan Smith, Chief Compliance Officer 230 Park Avenue, 4th Floor New York, NY 10169 Tel: 917-484-5608 A full-text copy of Griffin Asset's SEC Report is available at: https://tinyurl.com/yhmfsd5r About Accelerate Diagnostics Tucson, Ariz.-based Accelerate Diagnostics, Inc. is an in vitro diagnostics company dedicated to providing solutions that improve patient outcomes and lower healthcare costs through the rapid diagnosis of serious infections. Phoenix, Ariz.-based Ernst & Young LLP, the Company's auditor since 2013, issued a "going concern" qualification in its report dated March 28, 2024, citing that the Company has suffered recurring losses and negative cash flows from operations, and has stated that substantial doubt exists about the Company's ability to continue as a going concern. During the year ended December 31, 2023, Accelerate Diagnostics had a net loss of $61.6 million. As of September 30, 2024, Accelerate Diagnostics had $32.3 million in total assets, $80.8 million in total liabilities, and $48.5 million total stockholders' deficit. ACCORD LEASE: Gets Interim OK to Use Cash Collateral Until Feb. 14 ------------------------------------------------------------------ The U.S. Bankruptcy Court for the Northern District of Illinois issued an interim order authorizing Accord Lease, Inc. to use its lenders' cash collateral until Feb. 14. The interim order signed by Judge Deborah Thorne authorized the company to use the cash collateral of BMO Bank N.A, and 11 other lenders to pay the operating expenses set forth in the budget, which outlines the company's projected monthly expenses of $76,298.02. The other lenders that hold security interests in the company's assets are Daimler Truck Financial Services USA LLC, De Lage Landen Financial Services Inc., Financial Pacific Leasing Inc., Flagstar Financial & Leasing Inc., Leaf Capital Funding LLC, Merchant Bank Equipment Finance, PNC Equipment LLC, Sumitomo Mitsui Finance & Leasing Trans Lease Inc., Volvo Financial Services, U.S. Bank Equipment Finance Inc., and Wells Fargo Equipment Finance Inc. As adequate protection for the use of their cash collateral, the lenders were granted replacement liens on the company's post-petition assets. A status hearing is set for Feb. 12. The lenders can be reached through their attorneys: Elisabeth M. Von Eitzen, Esq. Warner Norcross + Judd, LLP 180 East Water Street, Ste. 7000 Kalamazoo, MI 49007 (269) 276-8118 evoneitzen@wnj.com Attorney for Daimler Gordon E. Gouveia, Esq. Fox Rothschild, LLP 321 N. Clark Street, Suite 1600 Chicago, IL 60654 312-517-9200 ggouvia@foxrothschild.com Attorney for De Lage Landen C. Randall Woolley, Esq. Darcy & Devassy, PC 444 N. Michigan Ave, Suite 3270 Chicago, IL 60611 (312) 784-2400 rwoolley@darcydevassy.com Attorney for Financial Pacific Leasing and PNC Equipment Debra Devassy Babu, Esq. Darcy & Devassy, PC 444 N. Michigan Ave, Suite 3270 Chicago, IL 60611 (312) 784-2400 ddevassy@darcydevassy.com Attorney for Leaf Capital Funding Martin J. Crowely, Esq. Chuhak & Tecson, P.C. 120 S. Riverside Plaza, Suite 1700 Chicago, IL 60606 (312) 855-4604 mcrowley@chuhak.com Attorney for U.S. Bank Colette M. Willer, Esq. Reed Smith LLP 10 South Wacker Drive Chicago, IL 60606 (312)207-1000 phone (312) 207-6400 facsimile cwiller@reedsmith.com About Accord Lease Inc. Accord Lease Inc. is engaged in the automotive leasing and renting business in Elgin, Ill. Accord Lease sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Ill. Case No. 24-16518) on November 1, 2024, with total assets of $3,773,857 and total liabilities of $5,800,404. Igor Tsapar, president of Accord Lease, signed the petition. Judge David D. Cleary handles the case. The Debtor is represented by: O. Allan Fridman, Esq. Law Office Of O. Allan Fridman Tel: 847-412-0788 Email: allanfridman@gmail.com ACUVA TECHNOLIGIES: Acquired by Watersprint Following Bankruptcy ---------------------------------------------------------------- Watersprint AB, a leading provider of cutting-edge UVC LED water disinfection technology, is pleased to announce the acquisition of all assets of Acuva Technologies, including intellectual property, following the recent bankruptcy of Acuva. Acuva Technologies, a Canadian company known for the patented IntenseBeam(TM) Technology, is recognized globally for its advanced, energy-efficient UVC LED water purification systems. This strategic acquisition will allow Watersprint to continue producing the innovative water treatment products that Acuva's customers have come to rely on. "This acquisition strengthens Watersprint's position in the global water treatment market. By incorporating Acuva's technology into our portfolio, we are better equipped to meet the diverse needs of our customers in the global residential point of use and point of entry markets as well as many OEM applications such as bottle filling, water dispenser, and recreational vehicle (RV) markets", says Andre Carlsson, CEO of Watersprint. Continuing Customer Support Watersprint recognizes the importance of maintaining the trust and loyalty of Acuva's customers and is committed to ensuring a seamless transition. The goal is to continue the production and supply of the products needed. "I am thrilled to join the Watersprint team and continue advancing the innovative solutions that Acuva has been known for," says Babak Adeli, former VP of Research & Development at Acuva. "Seeing Acuva's achievements live on within Watersprint is incredibly gratifying." A Future of Innovation and Growth As a company that prides itself on pioneering UVC LED water disinfection technology, Sweden-based Watersprint will leverage this acquisition to further expand across Europe and North America. "We are excited to continue the legacy of Acuva's innovations and integrate their offerings into our broader portfolio," says Tove Janzon, Chair of the Board. "This acquisition not only broadens Watersprint's product portfolio but also brings in advanced and complementary technology along with a new customer base. Moreover, we are thrilled to have experienced staff from Acuva join our qualified team at Watersprint." AFFLUENT MANAGEMENT: Unsecureds Get $2,500 Per Month for 36 Months ------------------------------------------------------------------ Affluent Management Group LLC filed with the U.S. Bankruptcy Court for the Northern District of Texas a Plan of Reorganization under Subchapter V dated January 9, 2025. The Debtor is a wholesale beauty supply company with a growing retail operation located in Dallas, Texas. The Debtor filed this case because it fell behind on payments to high interest lenders. This led to the Debtor's inability to fully service its debt and ultimately the filing of this case. In a Chapter 7 liquidation Secured Claims would only be paid in part and Unsecured Claims would receive nothing. Under this Plan, however, Allowed Secured Claims will be paid in full with interest and Unsecured Creditors will receive a Pro Rata share of a pool of funds created by the Debtor. Therefore, Creditors will receive at least as much under this Plan as they would in a Chapter 7 liquidation. The Debtor scheduled total liabilities (excluding Administrative Expense Claims) of $950,000.00 as of the Petition Date. The Debtor scheduled total Unsecured Claims of $225,000.00. Class 5 consists of Allowed Unsecured Claims. These Claims shall be satisfied by the monthly distribution of each Creditor's Pro Rata share of a pool of $2,500.00 per month funded by the Debtor, for a period of 36 months from the Effective Date. These Claims are Impaired, and the holders of these Claims are entitled to vote to accept or reject the Plan. Class 5 consists of Equity Interest Holders. Class 5 Equity Interests shall be retained by the owners of said Interests. The Debtor intends to make all payments required under the Plan from the net profits generated by the Debtor's ongoing operation of its business. The Debtor believes the Plan is feasible because all creditors with Allowed Claims will be paid under fair and equitable terms. A full-text copy of the Plan of Reorganization dated January 9, 2025 is available at https://urlcurt.com/u?l=bzNl7U from PacerMonitor.com at no charge. Counsel to the Debtor: Joyce W. Lindauer, Esq. Joyce W. Lindauer, PLLC 1412 Main Street, Suite 500 Dallas, TX 75202 Tel: (972) 503-4033 Fax: (972) 503-4034 About Affluent Management Group Affluent Management Group, LLC is a wholesale beauty supply company with a growing retail operation located in Dallas, Texas. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Texas Case No. 24-33298) on October 21, 2024, with up to $100,000 in assets and up to $1 million in liabilities. Devante Sanders, company owner, signed the petition. Judge Michelle V Larson oversees the case. Joyce W. Lindauer, Esq., at Joyce W. Lindauer Attorney, PLLC, represents the Debtor as bankruptcy counsel. AIRWAY AIR: Unsecured Creditors to Split $40K over 3 Years ---------------------------------------------------------- Airway Air Charter, Inc., and Noble Jet Holdings submitted a Second Amended Subchapter V Plan of Reorganization dated January 9, 2025. The Debtor believes the restructuring proposed herein maximizes recoveries to creditors and provides the best method for its exit from Chapter 11. Class 2 consists of all Allowed General Unsecured Claims against Airway. As set forth in Airway's financial projections, Airway's projected disposable income is $40,334.99. In full satisfaction of the Allowed Class 2 General Unsecured Claims, Holders of Class 2 Claim shall receive a pro rata share of Distributions from Airway totaling $40,334.99 paid pursuant to the following payment schedule which payments shall commence on the Effective Date: Quarters 1 through 4 (Plan Year 1): $3,361.24 per quarter. Quarters 5 through 8 (Plan Year 2): $3,361.24 per quarter. Quarters 9 through 12 (Plan Year 3): $3,361.24 per quarter. In a liquidation scenario, the value received from holders of Allowed Class 2 Claims would be $0.00. In addition to the quarterly distributions outlined herein, Class 2 Claimholders shall also receive a pro rata share of the net proceeds recovered from all Causes of Action after payment of professional fees and costs associated with such collection efforts, and after Administrative Claims and Priority Claims are paid in full. The maximum Distribution to Class 2 Claimholders shall be equal to the total amount of all Allowed Class 2 General Unsecured Claims. The total value of Class 2 Claims is currently $6,594.628.33, which figure includes $4,694,038.60 of claims which are subject to dispute or unliquidated. As such, the best- and worst-case scenario for Class 2 Claimholders is a recovery on their respective Allowed Claims in the range of 0.612% and 0.86%. Class 2 is Impaired. Class 3 consists of all equity interests in Airway Air Charter, Inc. Class 3 Interest Holders shall retain their respective Interests in Airway Air Charter, Inc. in the same proportions such Interests were held as of the Petition Date (i.e., 100.00% Interest retained by Venture Air Solutions, Inc.). Class 3 is Unimpaired. The Plan contemplates Airway will continue to manage and operate its business in the ordinary course, but with restructured debt obligations and a scaled down operation with the three Cessna 402 aircraft remaining (after sale of the Citation Excel) on its current Federal Aviation Administration Part 135 Certificate. It is anticipated the Debtor's post-confirmation business will mainly involve continued operation of its air charter business with service within the State of Florida and to the Bahamas, the income from which will be committed to make the Plan Payments to the extent necessary. In addition to Airway's post-confirmation income from operations, Airway also anticipates the pursuit of at least (2) Causes of Action, the proceeds from which (if any) will be distributed in accordance with the Plan. Funds generated from Airway's operations through the Effective Date will be used for Plan Payments; however, cash on hand as of date of the Confirmation Order will be available for payment of Administrative Expenses. A full-text copy of the Second Amended Subchapter V Plan dated January 9, 2025 is available at https://urlcurt.com/u?l=4xHPCC from PacerMonitor.com at no charge. Counsel to the Debtors: Daniel A Velasquez, Esq. Latham Luna Eden & Beaudine, LLP 201 S. Orange Ave., Suite 1400 Orlando, FL 32801 Tel: (407) 481-5800 Fax: (407) 481-5801 Email: dvelasquez@lathamluna.com About Airway Air Charter Airway Air Charter, Inc. is a private jet company dedicated to excellence, personalized service, and adherence to safety standards. Its private aircraft can land at numerous airports not serviced by commercial airlines. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Fla. Case No. 24-16200) on June 21, 2024, with $100,000 to $500,000 in assets and $1 million to $10 million in liabilities. Jonathan Jackson, president, signed the petition. Judge Robert A. Mark presides over the case. Daniel A. Velasquez, at Latham Luna Eden & Beaudine, LLP, is the Debtor's legal counsel. ALANIZ & HERNANDEZ: Amends Several Secured Claims Pay Details ------------------------------------------------------------- Alaniz & Hernandez, LLC, d/b/a Palm Park Campground & Cabin Rental, submitted a Second Amended Disclosure Statement describing Chapter 11 Plan dated January 10, 2025. The Plan is based on the future income generated by the Debtor and collection of its rents (the "receivables"), as well as the income being inserted into the business by She-Lends, LLC or a new company formed by the ownership of SheLends, LLC for the sole purpose of acquiring the Membership Interests in the Debtor (the "Private Investor"). She-lends, LLC is a business entity based in St. Petersburg, FL. Established on September 11, 2023, this Florida Limited Liability Company is recognized under the document number L23000423315. Caitlyn Faulk and Barbara Posada are the sole members of She-Lends which has its principal place of business located at 7901 4th Street North Suite 300, St Petersburg, FL 33702. Registered Agents Inc. serves as the registered agent for She-lends, LLC. The Private Investor will purchase Mr. Alaniz' equity interest in the Debtor. In exchange for the interest purchased, the Private Investor will insert a minimum of $30,000.00 and up to $100,000.00 for improvements in the premises. In addition, the Debtor's income, namely the payment of rents will be used for payment of allowed claims under the Plan. The Debtor submits that it will pay 100% of the General Unsecured Creditor Class will satisfy the best interest of creditors test as required by the Code or as agreed to by creditors on a consensual basis, and as further described in this Disclosure Statement and the Plan. The Private Investor will operate the business and refinance the secured obligations which are the basis of this proceeding. The Private Investor expects for the refinance to be concluded on or before the expiration of the 48th month following the confirmation of this Chapter 11 Plan. A signed purchase contract between Mr. Alaniz and the Private Investor will be provided before the confirmation hearing. Class 3 consists of the Secured Claim of the Galveston County Tax Collector. The Secured Claim of Galveston County Tax Collector in the approximate amount of $28,258.92 will be paid with statutory interest at the rate of 12% per annum, accruing from the Petition Date until paid in full, and be paid as follows: * Monthly payments in the amount of $628.60, beginning the first day of the first full month following the Effective Date with a like payment on the first day of every month thereafter for a total of forty-eight payments; and * A lump sum payment of the remaining balance on the Secured Claim of Galveston County Tax Collector to be made on the first day of the forty-ninth month satisfying the claim in full. Notwithstanding anything contained in this Plan or in the Confirmation Order to the contrary, any prepetition and post petition tax liens securing Galveston County's ad valorem taxes shall be retained until such taxes are paid in full under the terms of this Plan. Debtor shall pay all post-petition taxes (2025 and subsequent years) in the ordinary course, prior to delinquency, with any default subject to applicable nonbankruptcy law, including immediate collections in state court, without further notice or order from the Bankruptcy Court. No administrative expense claim or a request for payment is required for payment of post-petition ad valorem taxes. Class 4 consists of the Secured Claim of Santa Fe Independent School District. The Secured Claim of Santa Fe Independent School District ("Santa Fe ISD") in the approximate amount of $43,199.84 will be paid with statutory interest at the rate of 12% per annum, accruing from the Petition Date until paid in full, and be paid as follows: * Monthly payments in the amount of $960.96, beginning the first day of the first full month following the Effective Date with a like payment on the first day of every month thereafter for a total of forty-eight payments; and * A lump sum payment of the remaining balance on the Secured Claim of Santa Fe ISD to be made on the first day of the forty-ninth month satisfying the claim in full. Class 5 consists of the Secured Claim of the Kubota Credit Corporation. The Secured Claim of Kubota Credit Corporation in the approximate amount of $18,206.95 will be amortized over 60 months with 0.0% interest and paid as follows: * Monthly payments in the amount of $303.45, beginning the first day of the first full month following the Effective Date with a like payment on the first day of every month thereafter until paid in full. Like in the prior iteration of the Plan, the Debtor will pay 100% percent of the unsecured creditors in Class 6 claims over five years without interest. Payments in the combined amount of $1,429.00 will be made beginning on the 1st day of the first full month following the Effective Date with like payments to be on the 1st day of each succeeding month thereafter. All payments will be shared pro-rata amongst the Class 6 creditors. The Plan is based on the future earnings of the Debtor, LLC as well as the injection of capital by She-Lends, LLC, which the Debtor believes will be sufficient to fund the expected monthly outlays. A full-text copy of the Second Amended Disclosure Statement dated January 10, 2025 is available at https://urlcurt.com/u?l=usX34w from PacerMonitor.com at no charge. About Alaniz & Hernandez Alaniz & Hernandez LLC owns and operates RV(Recreational Vehicle) Park and Recreational Camp. Alaniz & Hernandez sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Tex. Case No. 24-80224) on Aug. 5, 2024. In the petition filed by Dean Alaniz, as managing member, the Debtor reported $1,596,519 liabilities. The Debtor is represented by: Gabe Perez, Esq. ZENDEH DEL & ASSOCIATES, PLLC 1813 61st Street 101 Galveston TX 77551 Tel: (409) 740-1111 E-mail: gabe@zendehdel.com ALPINE HOSPITALITY: Claims to be Paid from Property Sale/Refinance ------------------------------------------------------------------ Alpine Hospitality, Inc., filed with the U.S. Bankruptcy Court for the District of Colorado an Amended Combined Plan of Reorganization and Disclosure Statement dated January 10, 2025. The Debtor is a Colorado corporation and operates the Ramada by Wyndham Denver International Airport located at 6210 N. Tower Road, Denver, Colorado 80246 ("Hotel" or "Property"). The Debtor has been operating since 2001 and the Hotel consists of approximately 83 rooms. Wanda Bertoia is the President of the Debtor and sole shareholder. Ms. Bertoia has decades of experience in owning and operating hotels in Colorado. The Debtor operates the Hotel as a Wyndham franchise. The circumstance which ultimately caused the Debtor to file its Bankruptcy case was the appointment of a receiver shortly before the Petition Date. Although the receiver was appointed, the receiver did not take possession prior to the Petition Date. The receivership appointment is related to a pre-Petition Date lawsuit filed by the Debtor's largest creditor. Colorado Hospitality Services, Inc. ("CHS") is the presumptive assignee of a Promissory Note ("Note") and Deed of Trust dated February 28, 2019 between the Debtor and North Valley Bank in the principal amount of $5,200,000 which is secured by the Hotel. CHS is the Debtor's largest creditor. The Note matured and became fully due and payable in approximately February 2024, pre-Petition Date. After maturity, North Valley Bank filed a complaint in Denver County District Court, Case No. 2024CV31007, alleging breach of contract, breach of guaranty, and appointment of receivership ("Lawsuit"). North Valley Bank also commenced a foreclosure action. In order to prevent the turnover of the Hotel to a receiver, and to maintain control over its operations, the Debtor filed for protection under Chapter 11 of the Bankruptcy Code on July 19, 2024 ("Petition Date"). The Plan provides for the Debtor to either refinance the debt to CHS or sell the Hotel within six months, and distribute the cash to creditors in accordance with the priorities under the Bankruptcy Code and applicable State law. If the Debtor is unable to sell or refinance within six months of the Effective Date of this Plan, CHS shall receive a deed in lieu of foreclosure to the Property as fully outlined under the "Classified Claims" section in this Plan. Class 4 consists of Unsecured Allowed Claims. The Class 4 claimant shall receive a pro-rata distribution from the Net Proceeds which remain from sale or refinance of the Property after Class 1-3 claims, priority claims, and administrative expense claims are paid in full. Class 4 shall not be paid until after all senior creditor classes have been paid. The Class 4 claimants shall not receive more than payment of the principal amount of their Allowed Claim. If the Property is sold and Class 4 is not paid in full, Class 4 will receive a pro-rata share of 50% of the Debtor's cash balance as of the date of sale or refinance, less fees and costs necessary to facilitate distribution. The remaining 50% of cash shall be used to wind up the Debtor's operations. If there are any funds left after winding up the business, such funds shall be distributed to Class 4 on a pro-rata basis within 6 months of the sale. If the Property is refinanced and Class 4 is not paid in full, Class 4 shall receive a pro-rata share of the Debtor's revenue equal to 1% of its gross revenue for a period of one year. "Gross revenue" shall be defined as "the total amount of money earned before any deductions or expenses are subtracted." The Debtor estimates that 1% of its gross revenue will equal approximately $20,000. The Debtor is not confident that it will be able to refinance. Class 5 consists of Interest Holders. This class consists of the shareholders of the Debtor. Wanda Bertoia is the Debtor's only shareholder. Class 5 is unimpaired and Ms. Bertoia will retain her ownership of the Debtor. The Debtor shall continue to operate the Hotel and be empowered to take such action as may be necessary to perform its obligations under this Plan. The actions include, but are not limited to, the marketing for sale of the Property, and the location of funds for refinancing the Property. The Plan shall be funded through the sale of the Property or through refinancing. Debtor will have authority to sell the Property or refinance the Property to pay creditors under the Plan. Payment of the Allowed Secured Claims, including all principal and interest, will be completed within six months of the Effective Date of the Plan. In the event that the Allowed Secured Claim remains unpaid after this time period, the holder of such unpaid Allowed Secured Claim may enforce its rights and remedies as provided by law. A full-text copy of the Amended Combined Plan and Disclosure Statement dated January 10, 2025 is available at https://urlcurt.com/u?l=Xe9ueO from PacerMonitor.com at no charge. The firm can be reached through: Jeffrey S. Brinen, Esq. Jenny M.F. Fujii, Esq. Kutner Brinen Dickey Riley, P.C. 1660 Lincoln Street, Suite 1720 Denver, CO 80264 Telephone: (303) 832-2400 Email: jmf@kutnerlaw.com About Alpine Hospitality Alpine Hospitality, Inc. is a Colorado corporation and operates the Ramada by Wyndham Denver International Airport located at 6210 N. Tower Road, Denver, Colorado 80246. The Debtor filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. D. Colo. Case No. 24-14064) on July 19, 2024, listing $1 million to $10 million in both assets and liabilities. The petition was signed by Wanda Bertoia as president. Judge Joseph G. Rosania Jr. presides over the case. The Debtor tapped Jeffrey S. Brinen, Esq., at Kutner Brinen Dickey Riley, PC as counsel and Ryu Inc. as accountant. ALVOGEN PHARMA: Moody's Cuts CFR & Sr. Secured Term Loan to Caa2 ---------------------------------------------------------------- Moody's Ratings downgraded the ratings of Alvogen Pharma US, Inc., including the Corporate Family Rating to Caa2 from B3, the Probability of Default Rating to Caa2-PD from B3-PD, and the rating of the senior secured term loan to Caa2 from B3. The outlook remains stable. The ratings downgrade reflects increasing refinancing risk and weakening liquidity until the company is able to address its January 2025 revolver (unrated) maturity, and June 2025 term loan maturity. Governance risk factors are material to the rating action. Governance risk considerations are driven by the approaching debt maturities and associated financial strategy and risk management. RATINGS RATIONALE Alvogen's Caa2 Corporate Family Rating reflects approaching debt maturities with ABL revolver expiring in January 2025, followed by term loan maturing in June 2025. Alvogen is constrained by its moderate size and scale with revenues of approximately $911 million for the LTM period ended September 30, 2024, in the highly competitive generic pharmaceutical industry. Alvogen benefits from modest financial leverage of 2.2x debt/EBITDA as of September 30, 2024. While Alvogen's growth and profitability are largely driven by contributions from several products, company's pipeline launches could provide for opportunity to offset erosions of existing portfolio, over the next several years. Moody's expect for free cash flow to continue to remain strong in 2025. Alvogen's CIS-5 (change from CIS-4) indicates the rating is lower than it would have been if ESG risk exposures did not exist and that the negative impact is more pronounced than for issuers scored CIS-4. The credit impact score reflects social risks (S-4) exposures including regulatory and legislative efforts aimed at reducing drug prices. These dynamics relate to demographic and societal trends that are pressuring government budgets because of rising healthcare spending. Alvogen faces negative governance risk (G-5 change from G-4) specifically related to approaching debt maturities, as well as financial strategy and risk management as Alvogen has a history of operating with high financial leverage. Additionally, ownership of the company by a consortium of private equity firms including CVC Capital and Temasek, as well as a significant stake by the company's CEO, increases governance risk. Moody's expect Alvogen's liquidity to remain weak over the next twelve months. The liquidity remains constrained by approaching debt maturities. Alvogen had cash of roughly $124 million as of September 30, 2024. Moody's expect Alvogen's free cash flows to surpass $200 million in 2025. The ABL revolver which had roughly $203 million drawn on the facility as of September 30, 2024, will expire in January 2025. The roughly $738 million term loan does not contain any financial maintenance covenants and matures in June 2025. The stable outlook reflects the elevated refinancing risk and that the ratings incorporate the increased probability of default. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS The ratings could be upgraded if Alvogen successfully addresses its approaching debt maturities, and improves its liquidity profile. The ratings could be downgraded if the company fails to extend or refinance its debt instruments or defaults. Alvogen Pharma US, Inc. ("Alvogen") is a subsidiary of Alvogen Lux Holdings S.a.r.l. ("LuxCo"). Alvogen Pharma US, Inc. comprises the US generic and branded pharmaceuticals divisions and contract manufacturing operations of LuxCo, which also has international operations not included in the US credit group. For the twelve months ended September 30, 2024, Alvogen Pharma US, Inc. reported revenues of approximately $911 million. Alvogen Pharma US, Inc. is owned by a consortium of private equity firms including CVC Capital and Temasek. The company's Chairman Robert Wessman also owns a significant stake in the company. The principal methodology used in these ratings was Pharmaceuticals published in November 2021. AMERGENT HOSPITALITY: Bid Protocol for Little Big Burger Sale OK'd ------------------------------------------------------------------ The U.S. Bankruptcy Court for the Northern District of Texas, Fort Worth Division, has approved Amergent Hospitality Group Inc. to solicit bids for the sale of its Little Big Burger Brand and associated restaurants. The Debtor is authorized to take any and all actions necessary or appropriate to implement the Bid Procedures and have the right to modify the bid procedures at any time, if necessary, to maximize the value of the assets. All bidders submitting a Qualified Bid are deemed to have submitted to the exclusive jurisdiction of the Bankruptcy Court with respect to all matters related to the Auction and the terms and conditions of the transfer of the Acquired Assets. The Court will conduct the Sale Hearing commencing on January 29, 2025 at 9:30 a.m. CT, or at such later time, at which the Bankruptcy Court will consider approval of the Sale to the Successful Bidder. Objections to the approval of the Sale, including the sale of the Acquired Assets free and clear of liens, claims, encumbrances and interests must be in writing and filed with the Court so as to be received by such parties on or before January 24, 2025 at 4:00 p.m. CT. In the event the Auction results in a Successful Bidder other than the Stalking Horse Purchaser, the deadline for objecting to the assignment of an Assumed and Assigned Agreement to such Successful Bidder shall the later of the Objection Deadline and the earlier of the commencement of the Sale Hearing; or 3 days following submission of the Asset Purchase Agreement and Adequate Assurance Information to the objecting party. Upon conclusion of the bidding, the Debtors shall determine the highest or otherwise best offer for the Acquired Assets and the next highest or otherwise best offer after the Successful Bid. In the event the Successful Bidder fails to consummate the sale as a result of the Successful Bidder's default or breach under the applicable purchase agreement, the Debtors shall: retain the Successful Bidder's Good Faith Deposit as liquidated damages; and be authorized to consummate the BackUp Bid with the Back-Up Bidder without further notice or order of the Bankruptcy Court, in which case the Back-up Bidder shall be deemed to be the Successful Bidder and shall consummate its Back-Up Bid. About Amergent Hospitality Group Inc. Amergent Hospitality Group Inc. operates a fast food restaurant concept. Amergent Hospitality Group Inc. sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Tex. Case No. 24-42483) on July 18, 2024. In the petition filed by Mike Pruitt, as president, the Debtor reports estimated assets and liabilities between $1 million and $10 million each. Judge Mark X Mullin presides over the case. The Debtor is represented by Richard Grant, Esq. at Culhane, PLLC. AMERGENT HOSPITALITY: Bid Rule for Boudreaux's Cajun Brand OK'd --------------------------------------------------------------- The U.S. Bankruptcy Court for the Northern District of Texas, Fort Worth Division, has approved Amergent Hospitality Group Inc.'s request to solicit bids for the sale of its Boudreaux's Cajun Kitchen brand and associated restaurants. The Debtor is authorized to take any and all actions necessary or appropriate to implement the Bid Procedures and have the right to modify the bid procedures at any time, if necessary, to maximize the value of the assets. All bidders submitting a Qualified Bid are deemed to have submitted to the exclusive jurisdiction of the Bankruptcy Court with respect to all matters related to the Auction and the terms and conditions of the transfer of the Acquired Assets. The Court will conduct the Sale Hearing commencing on January 29, 2025 at 9:30 a.m. CT, or at such later time, at which the Bankruptcy Court will consider approval of the Sale to the Successful Bidder. Objections to the approval of the Sale, including the sale of the Acquired Assets free and clear of liens, claims, encumbrances and interests must be in writing and filed with the Court so as to be received by such parties on or before January 24, 2025 at 4:00 p.m. CT. In the event the Auction results in a Successful Bidder other than the Stalking Horse Purchaser, the deadline for objecting to the assignment of an Assumed and Assigned Agreement to such Successful Bidder shall the later of the Objection Deadline and the earlier of the commencement of the Sale Hearing; or 3 days following submission of the Asset Purchase Agreement and Adequate Assurance Information to the objecting party. Upon conclusion of the bidding, the Auction shall be closed and the Debtors shall determine the highest or otherwise best offer for the Acquired Assets, and the next highest or otherwise best offer after the Successful Bid. In the event the Successful Bidder fails to consummate the sale as a result of the Successful Bidder's default or breach under the applicable purchase agreement, the Debtors shall: retain the Successful Bidder's Good Faith Deposit as liquidated damages; and be authorized to consummate the BackUp Bid with the Back-Up Bidder without further notice or order of the Bankruptcy Court, in which case the Back-up Bidder shall be deemed to be the Successful Bidder and shall consummate its Back-Up Bid. About Amergent Hospitality Group Inc. Amergent Hospitality Group Inc. operates a fast food restaurant concept. Amergent Hospitality Group Inc. sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Tex. Case No. 24-42483) on July 18, 2024. In the petition filed by Mike Pruitt, as president, the Debtor reports estimated assets and liabilities between $1 million and $10 million each. Judge Mark X Mullin presides over the case. The Debtor is represented by Richard Grant, Esq. at Culhane, PLLC. APPTECH PAYMENTS: Complies With Nasdaq Minimum Listing Requirement ------------------------------------------------------------------ As previously disclosed, AppTech Payments Corp. received a notice dated August 21, 2024, from the Nasdaq Listing Qualifications Department of The Nasdaq Stock Market LLC, notifying that the Company is not in compliance with Nasdaq Listing Rule 5550(b)(1), which requires the Company to maintain a minimum of $2,500,000 in stockholders' equity for continued listing. As previously disclosed, on December 16, 2024, the Company entered into a share purchase agreement with AFIOS Partners 6 for the sale of 1,200,00 shares of the Company's restricted common stock, par value $0.001 per share for a purchase price of $1,000,000, 1,200,000 warrants with a 5-year term and an exercise price of $0.90 per warrant, and 1,800,000 warrants with a 5-year term and an exercise price of $1.20 per warrant to be issued at closing. On the same day, the Company also entered into a share purchase agreement with AFIOS Partners 7 for the sale of up to 4,000,000 Shares for $1,500,000 funding on December 16, 2024, 1,500,000 shares of the Company's restricted common stock will be issued and $2,500,000 in additional funding as and when required by the Company, will result in 2,500,000 shares of the Company's restricted common stock will be issued (a purchase price of one dollar per share). In addition, the Company agreed to issue as funded proportionately 4,000,000 warrants with a 5-year term and an exercise price of $0.90 per warrant and 6,000,000 warrants with a 5-year term and an exercise price of $1.20 per warrant. The AFIOS 7 SPA also contains an over-allotment clause whereby AFIOS Partners 7 may increase the equity raise from $4,000,000 to $5,000,000 if the Company approves it, at the AFIOS 7 SPA's exact pricing and unit composition. On December 30, 2024, AFIOS Partners 6 invested $1,000,000 with common stock and warrants issuances pursuant to the AFIOS 6 SPA, and AFIOS Partners 7 invested $1,500,000 with common stock and warrants issuances pursuant to the AFIOS 7 SPA. The Company also settled the outstanding payables and recognized over $940,000 in gains on early debt extinguishment as of December 31, 2024. The results of the Capital Raising Transaction and early debt extinguishment brought the Company's stockholders' equity balance to $4,146,448 on December 31, 2024. As a result of the Capital Raising Transaction and early debt extinguishment, the Company believes it has regained compliance with the Minimum Stockholders' Equity Requirement, the Company discloses in a Form 8-K filing with the U.S. Securities and Exchange Commission. Nasdaq will continue to monitor the Company's ongoing compliance with the Minimum Stockholders' Equity Requirement and, if at the time of the Company's next periodic report, the Company does not evidence compliance, the Company may be subject to delisting. About AppTech Payments Corp. Headquartered in Carlsbad, California, AppTech Payments Corp. -- www.apptechcorp.com -- provides digital financial services for financial institutions, corporations, small and midsized enterprises, and consumers through the Company's scalable cloud-based platform architecture and infrastructure, coupled with its Specialty Payments development and delivery model. AppTech maintains exclusive licensing and partnership agreements in addition to a full suite of patented technology capabilities. San Diego, California-based DBBMcKennon, the Company's auditor since 2014, issued a "going concern" qualification in its report dated April 1, 2024, citing that the Company has limited revenues and has suffered recurring losses from operations. These conditions raise substantial doubt about the Company's ability to continue as a going concern. AUTO BUFFY: Monique Almy Named Subchapter V Trustee --------------------------------------------------- Gerard Vetter, Acting U.S. Trustee for Region 4, appointed Monique Almy, Esq., as Subchapter V trustee for Auto Buffy Inc. Ms. Almy, a partner at Crowell & Moring, LLP, will be paid an hourly fee of $800 for her services as Subchapter V trustee and will be reimbursed for work-related expenses incurred. Ms. Almy declared that she is a disinterested person according to Section 101(14) of the Bankruptcy Code. The Subchapter V trustee can be reached at: Monique D. Almy, Esq. Crowell & Moring, LLP 1001 Pennsylvania Avenue, NW Washington, DC 20004 Phone: (202) 624-2935 Email: malmy@crowell.com About Auto Buffy Auto Buffy Inc. f/k/a Air Springs Direct, Inc. is an auto parts retailer specializing in brake rotors, headlights, quick struts, CV axles, mirrors, wipers, motor oil, brake pads, wheel hubs, coil springs, motor mounts, ignition coils, and tail lights. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Md. Case No. 25-10208) on January 10, 2025, with $0 to $50,000 in assets and $1 million to $10 million in liabilities. Chetan Singh Chadha, president, signed the petition. Judge Michelle M. Harner presides over the case. Stephen A. Metz, Esq. at OFFIT KURMAN, P.A. represents the Debtor as legal counsel. BACKYARD ENVIRONMENTS: Unsecureds to Get $66K per Year for 5 Years ------------------------------------------------------------------ Backyard Environments LLC filed with the U.S. Bankruptcy Court for the Northern District of Texas a Plan of Reorganization dated January 8, 2025. The Debtor is a Texas corporation which currently operates from Roanoke, Texas. Debtor's primary source of revenue is derived from custom pool installations and related landscape services. The Debtor ran into certain financial challenges post-covid. Sales volume dropped quickly and materially after covid. In order to bridge the revenue and expense gap, Debtor entered into several merchant credit agreements. Those agreements, coupled with the loss of revenue, were the primary cause for the filing of the subject chapter 11 bankruptcy case. 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 $4,000.00 per month for all months except the months of June, July and August, where the unsecured creditor pool shall be funded at the rate of $10,000.00 per month ($66,000.00 per year). 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 approximately $1,000,000.00 based upon Debtor's review of the Court's claim register, Debtor's bankruptcy schedules, and anticipated Claim objections. This Class is impaired. 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 January 8, 2025 is available at https://urlcurt.com/u?l=WA4MMS from PacerMonitor.com at no charge. The Debtor's Counsel: Robert T. DeMarco, Esq. Michael S. Mitchell, Esq. DEMARCO MITCHELL, PLLC 500 N. Central Expressway Suite 500 Plano, TX 75074 Tel: (972) 991-5591 Email: robert@demarcomitchell.com Email mike@demarcomitchell.com About Backyard Environments Backyard Environments, LLC, a company in Roanoke, Texas, sought relief under Subchapter V of Chapter 11 of the Bankruptcy Code (Bankr. N.D. Tex. Case No. 24-43689) on Oct. 10, 2024, with $500,000 to $1 million in assets and $1 million to $10 million in liabilities. Billy Sullivan, managing member, signed the petition. The Debtor is represented by Robert T DeMarco, Esq., at DeMarco Mitchell, PLLC. BENK GROUP: Sec. 341(a) Meeting of Creditors on February 5 ---------------------------------------------------------- On January 14, 2025, The Benk Group LLC filed Chapter 11 protection in the U.S. Bankruptcy Court for the Eastern District of Texas. According to court filing, the Debtor reports between $1 million and $10 million in debt owed to 1 and 49 creditors. The petition states funds will be available to unsecured creditors. A meeting of creditors under Sec. 341(a) to be held on February 5, 2025 at 02:30 PM via Telephonic Dial-In Information at https://www.txeb.uscourts.gov/341info. About The Benk Group LLC The Benk Group LLC operating as Emerald Cut Lawn & Landscape, a Texas-based landscaping services provider established in 1985, maintains operations in Celina and Cedar Hill, TX. The company provides residential and commercial landscaping services including lawn care, tree trimming, and landscape design. The Benk Group LLC sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. E.D. Tex. Case No. 25-40100) on January 14, 2025. In its petition, the Debtor reports estimated assets and liabilities between $1 million and $10 million each. Honorable Bankruptcy Judge Brenda T. Rhoades handles the case. The Debtor is represented by Robert DeMarco, III, Esq., in Dallas, Texas, BIG LOTS: Gordon Bros. Offer Leases for Sale, Offers Due Jan. 24 ---------------------------------------------------------------- Marianne Wilson of Chain Store Age reports that Gordon Brothers is offering Big Lots leases for sale across the U.S. According to the report, the available properties are primarily located in shopping centers across 47 states, with sizes ranging from 19,000 to 55,000 square feet. All offers for individual or multiple locations must be submitted by January 24, 2025. "This is a prime opportunity for retailers looking to expand by acquiring well-located stores with long-term, below-market rents," said Michael Burden, Co-Head of North America Real Estate Services at Gordon Brothers. "These spaces offer an efficient way to grow a retail presence and serve new communities, making it the perfect time to take advantage of top-tier retail real estate." Earlier in January, Gordon Brothers completed the purchase of Big Lots Inc. and facilitated the going-concern sale of the retailer, allowing hundreds of stores to stay open and preventing mass layoffs. This deal transferred Big Lots’ assets, including stores, distribution centers, and intellectual property, to other retailers and companies like Variety Wholesalers, Inc. "Working closely with Big Lots, we were able to execute a seamless transaction that provided a holistic, solutions-oriented sale and avoided liquidation," said Kyle C. Shonak, Chief Transaction Officer, North America at Gordon Brothers. "Throughout the restructuring, we not only provided financing but also the expertise and strategic direction necessary to craft a multi-faceted solution that preserved jobs and maximized value." Gordon Brothers had previously arranged a $200 million delayed draw term loan to support Big Lots' turnaround efforts and a $150 million debtor-in-possession term loan during its Chapter 11 proceedings to aid the sale process, CSA reports. As part of the sale, Variety Wholesalers will acquire at least 200 stores that will continue operating under the Big Lots brand, with employees retained for ongoing operations. The retailer is also exploring options for the associated distribution centers. Gordon Brothers will provide real estate services to support Variety Wholesalers in managing the Big Lots footprint moving forward. Additionally, Gordon Brothers is handling inventory and brand solutions while overseeing the closure of stores not transitioning to Variety Wholesalers, the report states. "We've greatly benefited from Gordon Brothers' expertise and their customized solutions, and we look forward to continuing our work with them during Big Lots' transition," said Lisa Seigies, President and CEO of Variety Wholesalers. "We're excited about the agreement, which helps preserve Big Lots' legacy while continuing to serve its customers." 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. BLUM HOLDINGS: Amends $800K Promissory Note With Douglas Rosenberg ------------------------------------------------------------------ Blum Holdings, Inc. disclosed in a Form 8-K Report filed with the U.S. Securities and Exchange Commission that it executed and delivered an Amended and Restated Unsecured Promissory Note in the principal amount of $800,000 to Douglas Rosenberg, amending and restating that certain Unsecured Promissory Note in the principal amount of $400,000 dated as of November 12, 2024. Mr. Rosenberg is the Co-Founder and CEO of Mesh Ventures and Co-Founder of 1212 Ventures, both of which hold significant investments in Cookies Creative Productions & Consulting, Inc. Blum, through its subsidiary, operates a Cookies-branded store. Additionally, Blum partners with Cookies to participate in events such as Hall of Flowers and the Emerald Cup. Sabas Carrillo, the CEO of Blum, served as Chief Financial Officer of Cookies from 2018 to 2020. Sabas is also a Co-Founder, Board Member and CFO at Mesh Ventures, and a General Partner and Limited Partner at both Mesh Ventures and 1212 Ventures. The A&R Note has a maturity date of December 31, 2026, with no interest accruing except for default interest and no prepayment penalty. The A&R Note is convertible at the Lender's election into a convertible promissory note that shall include: (i) an automatic conversion into the shares of capital stock issued by Blum in its next bona fide equity financing with proceeds to Blum of at least $10,000,000 or such lesser amount as approved by Lender at a conversion price equal to the lesser of (x) 85% of the lowest price paid by the cash investors in such financing and (y) the price represented by a $30,000,000 pre-money valuation of Blum. About Blum Holdings Blum Holdings, Inc., headquartered in Santa Ana, California, is a cannabis company engaged in retail and distribution across California. The company focuses on providing high-quality medical and adult-use cannabis products and is known for its Korova brand, which offers high-potency products in various categories. Blum Holdings operates several dispensaries, including Blum OC in Orange County, and locations under The Spot and Blum brands in Santa Ana, Oakland, and San Leandro. Costa Mesa, California-based Marcum LLP, the company's auditor since 2018, issued a "going concern" qualification in its report dated April 15, 2024. The report indicated a significant working capital deficiency, substantial losses, and the need for additional funds to meet obligations and sustain operations, raising substantial doubt about Blum Holdings' ability to continue as a going concern. As of September 30, 2024, Blum Holdings had $38.7 million in total assets, $66.2 million in total liabilities, and $27.5 million in total mezzanine equity and stockholders' deficit. BLUM HOLDINGS: Converts $6.17-Mil. Debt to Adnant LLC Into Shares ----------------------------------------------------------------- Blum Holdings, Inc. disclosed in a Form 8-K Report filed with the U.S. Securities and Exchange Commission that effective as of December 31, 2024, the Company entered into a Debt Conversion Agreement wherein accounts payable due to Adnant, LLC in the amount of $6,165,050 pursuant to the terms of the Engagement Letter dated as of August 12, 2022, and as amended and restated on June 30, 2023, shall be converted into shares of Common Stock of the Company at a price per share of $1.62 (representing a per share price equal to 85% of $1.90) for an aggregate number of shares of 3,808,559 as repayment of the accounts payable. The shares of Common Stock issued to Adnant pursuant to the Debt Conversion Agreement have not been registered under the Securities Act or under any state securities laws. Amended and Restated Engagement Letter On January 1, 2025, the Company entered into an Amended and Restated Engagement Letter with Adnant wherein the term of the engagement was extended to December 31, 2025 and the service fee was decreased from $250,000 to $75,000, which shall be payable monthly subject to the Company having a sufficient cash balance. About Blum Holdings Blum Holdings, Inc., headquartered in Santa Ana, California, is a cannabis company engaged in retail and distribution across California. The company focuses on providing high-quality medical and adult-use cannabis products and is known for its Korova brand, which offers high-potency products in various categories. Blum Holdings operates several dispensaries, including Blum OC in Orange County, and locations under The Spot and Blum brands in Santa Ana, Oakland, and San Leandro. Costa Mesa, California-based Marcum LLP, the company's auditor since 2018, issued a "going concern" qualification in its report dated April 15, 2024. The report indicated a significant working capital deficiency, substantial losses, and the need for additional funds to meet obligations and sustain operations, raising substantial doubt about Blum Holdings' ability to continue as a going concern. As of September 30, 2024, Blum Holdings had $38.7 million in total assets, $66.2 million in total liabilities, and $27.5 million in total mezzanine equity and stockholders' deficit. BNB BATTERY: Court Extends Use of Cash Collateral Until March 26 ---------------------------------------------------------------- BNB Battery, LLC received fifth interim approval from the U.S. Bankruptcy Court for the Northern District of Georgia to use cash collateral until March 26. The interim order signed by Judge Sage Sigler authorized the company to use cash collateral to pay operating expenses pursuant to its budget, which outlines the company's projected expenses of 857,802.39 for the period from Dec. 30, 2024 to March 31, 2025. Pinnacle Bank and Corporation Service Company were granted replacement liens on BNB's assets of the same type as their pre-bankruptcy collateral to the extent that the company's use of their cash collateral results in a decrease in value of their interest in such collateral. As additional protection, BNB will make interest-only payments of $17,500 per month to Pinnacle Bank for the months of January, February and March. If BNB defaults on the terms of the fifth interim order, Pinnacle Bank may file a motion of default with the court and the court may enter an order prohibiting the company's future use of the cash collateral. A final hearing is set for March 26. Pinnacle Bank can be reached through its counsel: Michael B. Pugh, Esq. Thompson O'Brien Kappler & Nasuti, P.C. 2 Sun Court, Suite 400 Peachtree Corners, GA 30092 MPugh@tokn.com About BNB Battery BNB Battery, LLC is an operator of a bar and restaurant serving in Atlanta, Ga. BNB Battery filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. N.D. Ga. Case No. 24-54144) on April 24, 2024, with up to $1 million in assets and up to $10 million in liabilities. Gary Murphey serves as Subchapter V trustee. Judge Sage M. Sigler oversees the case. The Debtor is represented by: Mark Gensburg, Esq. Jones & Walden LLC Tel: 678-701-9235 Email: mgensburg@joneswalden.com BODY DETAILS: Closes All Locations, Seeking for Buyer ----------------------------------------------------- Eman Elshahawy of South Florida Business Journal reports that Body Details LLC, a Boca Raton-based laser treatment company, has closed all of its locations and is now seeking a buyer for its assets after filing for bankruptcy. According to South Florida Business Journal, the company's Chapter 11 case, initially filed on July 26, 2024, in the U.S. District Court for the Southern District of Florida, was converted to a Chapter 7 liquidation just before Christmas due to the trustee's inability to secure a buyer. At the time of the filing, Body Details reported liabilities of over $3.9 million and assets totaling more than $8.7 million. Originally, Body Details had planned to sell the business while keeping several locations open. However, after failing to secure any offers, all operations were shut down, and the case was switched to Chapter 7. The company is still searching for a buyer to either salvage its operations or sell its equipment to repay creditors, the report staets. As of November 30, 2024, Body Details' most recent report showed assets valued at just over $8 million, including $4.7 million in machinery, fixtures, and equipment. The company's financial troubles began in 2022 after a dispute with a fat-loss laser manufacturer, which remotely disabled the company's equipment during litigation, cutting off revenue. This led to customer refunds and negative social media attention. In 2023, the situation worsened with the opening of new, underperforming locations and the loss of advertising channels on Facebook and Google. Attempts to recover through an internal marketing strategy were unsuccessful, leading to mounting expenses, further revenue decline, delayed store closures, and depleted cash reserves, according to report. Bankruptcy filings show that Body Details' revenue dropped from over $12.8 million in 2022 to nearly $10 million in 2023, falling sharply to just under $1.5 million in the first half of 2024. At the time of the Chapter 11 filing, Body Details employed 51 people. The company's largest secured creditors included the U.S. Small Business Administration ($500,000), Ameris Bank ($463,000 in loans for machinery), and Truist ($239,000 for an equipment loan). About Body Details Body Details, LLC, formerly known as Body Details LLLP, is a laser treatment provider in Boca Raton, Fla., offering hair removal, tattoo removal and skin rejuvenation services. Body Details sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Fla. Case No. 24-17571) on July 26, 2024, with total assets of $8,755,768 and total liabilities of $3,916,734. Claudio Sorrentino, chief executive officer, signed the petition. Judge Mindy A. Mora oversees the case. The Debtor is represented by Chad Van Horn, Esq., at Van Horn Law Group, P.A. BOSTON BOATWORKS: Seeks to Sell Boat Business to Boston Marine -------------------------------------------------------------- Boston Boatworks, L.L.C., asks approval from the U.S. Bankruptcy Court for the District of Massachusetts to sell substantially all of its Assets, free and clear of liens, claims, interests, and encumbrances. The Debtor wants to sell its Assets to Boston Marine Services, LLC (BMS). The Debtor is a Massachusetts limited liability company that was formed in 1996, with its principal place of business in Charlestown, Massachusetts. Scott Smith is the CEO of the Debtor. The Debtor was formed to use advanced composite materials and cutting-edge manufacturing methods to build ocean-going performance yachts and luxury Coast Guard certified commercial passenger vessels at limited production scale. The Debtor also provides boat storage, repair, and maintenance services to Boston Harbor’s recreational and light commercial fleets. The Debtor proceeded with the development of another of its proprietary yacht designs, the "BB44", a 44-foot luxury yacht with a base price of approximately $2.8 million. However, the costs and delays attendant to the BB52 project, and the additional investment necessary to start construction of the BB44, materially impaired the Debtor's working capital and cash flow because those costs, by necessity, were incurred before any sales of the boats could start. The Debtor explored various options to re-start its business but was unable to find a source of capital to do so. BMS, however, expressed an interest in buying all of the Debtor's assets in order to continue the Debtor’s service business as a going concern. The proposed purchase price for the Assets is $500,000 and the Debtor seeks approval of the Bid Procedures, the Assumption Procedures, and the Sale Notice Procedures to ensure an orderly sale process and promote the maximum recovery for the Acquired Assets through the following procedures: --Any counter bid, offer or other arrangement shall qualify as a competing bid only if made upon terms and provisions substantially similar to those set forth in the purchase agreement and for the purchase of substantially all of the Acquired Assets and assumption of the Assumed Contracts for an aggregate purchase price in of at least $20,000 in excess of the Purchase Price. --Any competing bidder must deliver a deposit to counsel for the Debtor in an amount equal to $50,000 at the time of submission of such bid and satisfy the Debtor of the bidder’s ability to consummate the transaction. --An auction for the Acquired Assets shall be held only if there is a Competing Bid, and will be conducted by the Bankruptcy Court at the time of the hearing on the approval of the Sale Motion. If no Competing Bid is submitted, the Debtor will seek approval of the sale of the Acquired Assets to BMS. --The procedures for bidding at any auction for the Acquired Assets will be determined prior to the auction. --BMS shall be entitled to improve its offer at any auction for the Acquired Assets. --In the event the party who submits the highest and best bid for the Acquired Assets fails to close on the sale through no fault of the Debtor, the Debtor requests that the order establishing the bid procedures provide that such party's deposit be forfeited to the Debtor. The proposed overbid amount, $20,000, represents 4% of the Purchase Price and does not violate the Massachusetts Local Bankruptcy Rules. About Boston Boatworks, L.L.C. Boston Boatworks, L.L.C. is a Massachusetts limited liability company that was formed in 1996, with its principal place of business in Charlestown, Massachusetts. Boston Boatworks filed a Chapter 11 bankruptcy petition (Bankr. D. Mass.Case No. 25-10071) on January 14, 2025. BOSTON BOATWORKS: Voluntary Chapter 11 Case Summary --------------------------------------------------- Debtor: Boston Boatworks, L.L.C. 333 Terminal Street Charlestown, MA 02129 Business Description: Founded in 1996, Boston Boatworks builds ocean-going yachts using composite materials and cutting-edge manufacturing techniques. The company also operates a service business offering boat storage, maintenance, and improvement. For years prior to the Petition Date, the Debtor built luxury yachts for other companies. In 2021, the Debtor began designing its own line of luxury yachts. Chapter 11 Petition Date: January 14, 2025 Court: United States Bankruptcy Court District of Massachusetts Case No.: 25-10071 Judge: Hon. Christopher J Panos Debtor's Counsel: D. Ethan Jeffery, Esq. MURPHY & KING, PROFESSIONAL CORPORATION 28 State Street Suite 3101 Boston, MA 02109 Tel: (617) 423-0400 E-mail: ejeffery@murphyking.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $1 million to $10 million The petition was signed by Scott R.S. Smith as CEO. 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/H7ODLNA/Boston_Boatworks_LLC__mabke-25-10071__0001.0.pdf?mcid=tGE4TAMA BUCKEYE PARTNERS: Moody's Rates New Unsecured Notes Due 2030 'Ba3' ------------------------------------------------------------------ Moody's Ratings has assigned a Ba3 rating to Buckeye Partners, L.P.'s proposed senior unsecured notes due 2030. Buckeye's existing ratings are unchanged, including its Ba2 Corporate Family Rating. The rating outlook is unchanged at stable. Net proceeds from the debt offering will be used to redeem Buckeye's existing notes due 2025 and a portion of the term loan B due 2026. The company is also in the process of amending its senior secured term loan B due 2030 to reduce its interest rate, with no changes to the amount outstanding or maturity date. This repriced term loan is rated Baa3, consistent with the prior term loan rating. RATINGS RATIONALE The proposed senior unsecured notes are rated Ba3, the same as Buckeye's other senior unsecured notes, and will rank pari passu with the existing notes. The notes are rated one notch below its Ba2 CFR due to their subordination to the company's first lien senior secured credit facilities. Buckeye has a senior secured revolving credit facility due November 2028, a senior secured term loan B due 2026, and a senior secured term loan B due 2030 that all share a first lien priority claim to the company's assets. All of the first lien senior secured bank credit facilities are rated Baa3, two notches higher than the Ba2 CFR, and reflect the instruments' priority position in the capital structure and the benefit of the loss absorption provided by the unsecured debt below them. Buckeye's Ba2 CFR reflects the company's significant scale, with about $1 billion in EBITDA and strong asset profile, with stable refined product pipelines and complementary terminals forming the majority of its assets and cash flow. The company's 57.6% ownership interest in FLIQ2 Holdings, LLC (FLIQ2, unrated), Freeport LNG's second LNG liquefaction train, should also provide predictable cash flow, given its highly contracted capacity and improved operational performance following significant repairs and investment. Buckeye also benefits from a healthy level of free cash flow generation thanks to its increased level of earnings and substantial reduction in capital spending. Buckeye's CFR is constrained by its high level of fully adjusted financial leverage and concentrated decision making in the hands of Buckeye's private equity sponsor IFM Global Infrastructure Fund (IFM, unrated). IFM has demonstrated a comfort level with high leverage since its purchase of Buckeye in 2019 and while Moody's expect Buckeye's leverage to stabilize at a lower level, the CFR continues to reflect the potential for event risk and decisions that favor shareholders over creditors. Buckeye's investment in FLIQ2 carries a large amount of non-recourse debt which Moody's include on a proportionately consolidated basis in Moody's analysis of Buckeye. Buckeye has good liquidity supported by approximately $1.1 billion of availability as of September 30, 2024 under its $1.2 billion senior secured revolving credit facility maturing in November 2028 and healthy free cash flow generation with discretion over dividends to enable the company to achieve its leverage targets. Following the proposed note issuance, the company's next debt maturity will be the remaining balance on its Term Loan B maturing 2026, which the company is expected to address in normal course well in advance of the maturity date. Maintenance covenants include a maximum total net leverage of 6.5x, and a maximum first lien net leverage of 3.75x. Moody's expect Buckeye to remain in compliance with its financial covenants well into 2026. The stable rating outlook reflects Moody's expectations that the company will achieve its forecasted increase in EBITDA in 2025 through recently completed growth projects and sustained operating performance, including at FLIQ2, resulting in the achievement and sustainment of its leverage target. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATING Moody's could upgrade the rating if Buckeye continues to reduce debt and improve its financial profile such that leverage approaches 4.0x debt to EBITDA (5.0x on a proportionate consolidation basis). Moody's could downgrade the rating if Buckeye's leverage does not decrease to be at or below 5.0x debt to EBITDA (6.0x on a proportionate consolidation basis). Buckeye Partners, L.P., is a midstream company based in Houston, Texas. The company owns and operates refined products pipeline systems in the Northeast and Midwest, including complementary terminals, which also extend to the Southeastern and Gulf Coast regions of the United States. The company also has wholesale fuel distribution and marketing and domestic and international terminalling facilities. Buckeye is owned by private equity sponsor IFM. The principal methodology used in this rating was Midstream Energy published in February 2022. CALPINE CORP: Moody's Alters Outlook on 'Ba3' CFR to Positive ------------------------------------------------------------- Moody's Ratings revised the rating outlook of Calpine Corporation to positive from stable. All ratings, including its Ba3 Corporate Family Rating, Ba3-PD probability of default rating, Ba2 senior secured ratings and B2 senior unsecured ratings, were affirmed. The positive outlook was prompted by Constellation Energy Generation, LLC (Constellation)'s announcement that it will acquire Calpine for $16.4 billion. Constellation will also assume Calpine's existing debt, which is estimated to be about $12.7 billion at financial close. Moody's view this proposed transaction as a credit positive for Calpine. Calpine will be part of a larger power generation platform under a parent company with stronger balance sheets. The rating action incorporates governance related ESG considerations, including company's general financial policy that is likely to improve as a subsidiary of a large public traded company including changes to its dividend distributions as well as leverage targets. RATINGS RATIONALE "Constellation's acquisition of Calpine is likely to result in the accelerated debt reduction at the Calpine level, improving the company's credit quality," stated Knox Gainer, Analyst. Calpine will benefit from Constellation's larger platform while preserving its ability to generate strong cash flows based on its market position as well as hedging practice. Calpine's credit profile reflects that of a large, geographically diversified independent power producer exposed to market-driven commodity risks and carrying a significant debt burden. As a result of favorable market conditions in California, PJM, and Texas, Calpine's cash flow from operations before changes in working capital (CFO pre-WC) to debt ratio has been improving. Calpine's CFO pre-WC to debt ratio was 25.5% for the last twelve months period ending September 30, 2024. Rating outlook The positive outlook reflects Moody's expectation that the acquisition by Constellation will result in accelerated debt reduction, improving Calpine's overall credit profile. It also incorporates Moody's expectation that Calpine will continue to benefit from positive market momentum after the transaction close. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS Factors that could lead to an upgrade The ratings could be upgraded following the successful completion of the acquisition provided that Calpine maintains its ability to produce strong cash flows from its largely contracted and hedged portfolio. In addition, the anticipated debt reduction at the Calpine level, which will improve the company's overall credit profile, is likely to contribute to the rating upgrade. Calpine's upgrade threshold is based on its CFO to pre-WC to debt ratio of at least 15%. Factors that could lead to a downgrade Moody's could take a negative rating action should the company's CFO pre-W/C to debt ratio fall below 11% on a sustained basis, its business risk increase significantly due to market downturns, changes in the portfolio due to material divestitures, reducing scale and diversity, or if leverage increases to support substantial dividend distributions, negatively affecting Calpine's credit quality. Headquartered in Houston, Texas, Calpine is a major US independent power company that operates 79 power plants, with a capacity of approximately 27.7 gigawatts (GW) of electricity, in the US and Canada. Calpine's generation portfolio is dominated by gas-fired plants except for 725 MW of geothermal capacity in California, 740 MW of battery storage. In addition, Calpine has 60 MW of battery and 105 MW of solar projects under construction. LIST OF AFFECTED RATINGS Issuer: Calpine Corporation Affirmations: LT Corporate Family Ratings, Affirmed Ba3 Probability of Default Rating, Affirmed Ba3-PD Senior Secured Bank Credit Facility, Affirmed Ba2 Senior Secured Regular Bond/Debenture, Affirmed Ba2 Senior Unsecured, Affirmed B2 Outlook Actions: Outlook, Changed To Positive From Stable Issuer: Calpine Construction Finance Company, L.P. Affirmations: Senior Secured Bank Credit Facility, Affirmed Ba2 Outlook Actions: Outlook, Changed To Positive From Stable The principal methodology used in these ratings was Unregulated Utilities and Unregulated Power Companies published in December 2023. CAR CONNECTIONS: Gets OK to Use Cash Collateral Until Jan. 27 ------------------------------------------------------------- The U.S. Bankruptcy Court for the District of Massachusetts extended Car Connections Inc.'s authority to use cash collateral from Jan. 10 to Jan. 27. The order signed by Judge Janet Bostwick approved the use of cash collateral to pay the expenses, excluding adequate protection payments, set forth in the company's revised budget filed on Nov. 14 last year, on the same terms and conditions set forth in her previous orders. The budget is subject to a variance of no more than 10% in the aggregate on a monthly basis. The next hearing is scheduled for Jan. 23. About Car Connections Car Connections Inc. is a car dealership based in Sommerset, Mass. Car Connections filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. D. Mass. Case No. 24-11246) on June 21, 2024, with $5,006,636 in assets and $3,186,229 in liabilities. Stephen Gray of Gray & Company, LLC serves as Subchapter V trustee. Judge Janet E Bostwick presides over the case. David B. Madoff, Esq., at Madoff & Khoury, LLP represents the Debtor as legal counsel. CATHETER PRECISION: Philip Anderson Named Chief Financial Officer ----------------------------------------------------------------- Catheter Precision, Inc. disclosed in a Form 8-K Report filed with the U.S. Securities and Exchange Commission that the Board of Directors appointed Philip Anderson as Chief Financial Officer of the Company, effective January 6, 2025. Mr. Anderson was also designated as the Company's Principal Financial Officer and Principal Accounting Officer for SEC reporting purposes. Ms. Margrit Thomassen, the Company's previous Interim Chief Financial Officer, ceased serving in that capacity on January 6, 2025 and will continue in the role of Company Controller. Mr. Anderson was retired from November 2022 to December 2024. He served as the Chief Financial Officer of Heritage Distilling Corporation, an adult beverage distiller, from August 2021 to November 2022. From August 2020 to June 2021, he served as Chief Financial Officer of Crown Electrokinetics Corp., a pre-revenue technology/hardware company in the areas of smart windows, fiber optics and water quality solutions. He served as Chief Financial Officer of Kubient, Inc., a supplier of fraud detection and prevention solutions to the global digital advertising market, from June 2019 to January 2020. He received a Bachelor of Arts in Business Management from Ithaca College and an MBA with concentration in Finance from Hofstra University. In connection with his appointment, Mr. Anderson received the following compensation package: * an annual base salary of $200,000, paid in accordance with the Company's standard practices; * A one-time non-plan stock option grant of options to purchase 500,000 shares of common stock vesting monthly over 3 years, with an exercise price of $0.53 per share and a term of 10 years. The stock options were issued pursuant to the exemption contained in Section 4(a)(2) of the Securities Act of 1933, as amended, as an inducement to Mr. Anderson to accept the Company's offer of employment. * eligibility for a discretionary annual bonus in an amount to be determined by the Compensation Committee of the Company's Board of Directors. In addition, Mr. Anderson will be eligible to participate in the Company's other benefits that are made generally available to employees and will be eligible for equity grants pursuant to the Company's 2023 Equity Incentive Plan. There are no family relationships between Mr. Anderson and any director or executive officer, or person nominated or chosen to become a director or executive officer, of the Company. There are no relationships with Mr. Anderson that are required to be disclosed pursuant to Item 404(a) of Regulation S-K promulgated by the SEC. About Catheter Precision Inc. Headquartered in the U.S., Catheter Precision, Inc. is a medical device company focused on improving the treatment of cardiac arrhythmias. The Company, which was reincorporated as Ra Medical Systems, Inc. in Delaware in 2018 and changed its name to Catheter Precision, Inc. on August 17, 2023, develops technology for electrophysiology procedures through collaborations with physicians and continuous product advancements. East Brunswick, New Jersey-based WithumSmith+Brown, PC., the Company's auditor since 2023, issued a "going concern" qualification in its report dated March 29, 2024, citing recurring operating losses and anticipated future losses that raise substantial doubt about the Company's ability to continue as a going concern. For the year ended December 31, 2023, Catheter Precision reported a net loss of $70.6 million, compared to a net loss of $26.9 million for 2022. As of September 30, 2024, Catheter Precision had $26.7 million in total assets, $13.9 million in total liabilities, and $12.8 million in total stockholders' equity. CBDMD INC: Issues 6.1MM Shares of Common Stock ---------------------------------------------- As of January 8, 2025, cbdMD, Inc., has issued and outstanding 6,152,841 shares of common stock, the Company disclosed in a Form 8-K filing with the U.S. Securities and Exchange Commission. To date during January 2025 the Company has issued an aggregate of 609,717 shares of its common stock pursuant to the partial conversion of its outstanding Senior Secured Convertible Notes, reducing the aggregate balances on such notes by approximately $309,000. The current principal amount outstanding on the remaining outstanding notes is approximately $56,000 as of January 8, 2025. "We are pleased with how our fiscal first quarter finished up and at the end of the first fiscal quarter we had cash and cash equivalents of approximately $2.1 million. Further reducing the debt improves our balance sheet and coupled with our trending financials we are in a great liquidity position to start of calendar 2025," said Ronan Kennedy, the Company's CEO & CFO, in a press release. 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. CEMTREX INC: Files Amendment No. 1 to 10-K for Year Ended Sept 2024 ------------------------------------------------------------------- Cemtrex, Inc., filed Amendment No. 1 to its Annual Report on Form 10-K for the fiscal year ended September 30, 2024, for the purpose of amending the beneficial ownership table contained in Part III, Item 12 to include missing 5% shareholders to the disclosure that were inadvertently left out of the Original Filing. As of December 23, 2024, 1,724,162 shares of Common Stock were issued and outstanding. In addition, there were 50,000 shares of Series C Preferred Stock outstanding which are entitled to vote 17,258,862 shares in the aggregate, all of which is held by Saagar Govil and 2,515,894 shares of Series 1 Preferred Stock outstanding which are entitled to vote 5,031,788 shares in the aggregate. Accordingly, there are a total of 24,014,812 shares outstanding. A full-text copy of Amendment No. 1 is available at https://urlcurt.com/u?l=Vg8k4V About Cemtrex Cemtrex, Inc. was incorporated in 1998 in the state of Delaware and has evolved through strategic acquisitions and internal growth into a multi-industry company. During the first quarter of fiscal year 2023, the Company reorganized its reporting segments to be in line with its current structure consisting of (i) Security, (ii) Industrial Services, and (iii) Cemtrex Corporate. Jericho, New York-based Grassi & Co, CPAs, P.C., the Company's auditor since 2021, issued a "going concern" qualification in its report dated Dec. 30, 2024, citing that the Company has sustained net losses and has significant short-term debt obligations, which raise substantial doubt about its ability to continue as a going concern. As of Sept. 30, 2024, Cemtrex had $44,115,458 in total assets, $39,154,616 in total liabilities, $250,165 in non-controlling interest and $4,710,677 in total Cemtrex stockholders' equity. CHG PPC PARENT: Moody's Rates New EUR315MM 1st Lien Term Loan 'B2' ------------------------------------------------------------------ Moody's Ratings assigned a B2 rating to CHG PPC Parent LLC's ("C.H. Guenther" or "CHG") proposed EUR315 million (roughly equates to $347 million) upsized and repriced EUR senior secured first lien term loan that matures in 2028. The company's existing ratings including the B2 Corporate Family Rating, B2-PD Probability of Default Rating, and B2 ratings for its existing USD backed senior secured first lien credit facilities (revolving credit facility and term loans) are not affected. The stable outlook also remains unchanged. Moody's will withdraw the B2 rating on the existing EUR250 million EUR first lien senior secured term loan when the transaction closes. CHG is acquiring AHB GmbH & Co KG (AHB), a manufacturer of buns and donuts in Austria, for EUR63 million in January 2025, utilizing its $300 million revolver for funding. As part of the proposed financing transaction, CHG will upsize its EUR senior secured first lien term loan from EUR250 million to EUR315 million. The proceeds will be used to repay the revolver and cover transaction fees, effectively leaving the revolver undrawn post-transaction. This financing transaction is credit positive because it enhances CHG's liquidity by paying down the revolver and lowering interest expense modestly, with leverage rising only slightly from 5.5x as of September 2024 to 5.6x pro forma for the acquisition. Strategically, acquiring AHB expands CHG's European footprint with key quick-service customers, and improves its margin profile. Moody's expect debt/EBITDA leverage to decline to around 5x by the end of fiscal year ended March 2026, driven by organic volume and earnings growth. Volume growth is being driven by new business wins. CHG has good liquidity, reflecting full revolver availability and Moody's expectation of positive free cash flow of $25-$35 million in fiscal 2025, and more than $50 million in fiscal 2026. Capital spending is elevated in the next year to support customer wins. RATINGS RATIONALE CHG's B2 CFR reflects the company's high, but manageable financial leverage, acquisitive growth strategy, and low organic sales growth. The credit profile is supported by good product and geographic diversity, stable product demand from consumers in a variety of retail and foodservice channels, low earnings volatility, and good liquidity. Debt/EBITDA leverage is 5.5x (Moody's adjusted) for the 12 month period ended September 28, 2024, or 5.6x pro forma for the AHB acquisition. C.H. Guenther expect leverage will remain in line with Moody's expectations for the B2 CFR. Financial policies are aggressive under private equity ownership with periodic acquisitions and distributions to management leading to higher debt. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS The stable outlook reflects Moody's expectation that earnings will increase, reducing debt/EBITDA leverage to around 5x by the end of fiscal year ended March 2026. C.H. Guenther also expect CHG to generate good positive free cash flow exceeding $50 million in fiscal 2026. A rating downgrade could occur if operating performance weakens due to factors such as lower volumes, pricing pressure or cost increases. A downgrade could also occur if liquidity deteriorates, free cash flow is not sustained at a comfortably positive level, the financial policy becomes more aggressive, or if debt/EBITDA is sustained above 6.5x. A rating upgrade could occur if CHG is able to increase scale, sustainably grow earnings supported by consistent revenue and EBITDA margin expansion, and generate consistent and solid free cash flow. CHG would also need to sustain debt/EBITDA at or below 5x. PRINCIPAL METHODOLOGY The principal methodology used in this rating was Consumer Packaged Goods published in June 2022. COMPANY PROFILE CHG PPC Parent LLC ("C.H. Guenther") produces a broad set of grain-based and seasoning products, including artisan breads, buns, rolls, biscuits, cookies, desserts, dry gravy mixes, spices, frozen appetizers and snacks, and pizza dough. A majority of revenues are to various foodservice channels though the company also has sizable sales in retail channels. Net revenue was $1.8 billion for the last twelve months ended September 28, 2024. CHG was acquired in 2018 by investors led by the private capital firm Pritzker Private Capital. CHICKEN SHACK: Sec. 341(a) Meeting of Creditors on February 18 -------------------------------------------------------------- On January 14, 2025, Chicken Shack LLC filed Chapter 11 protection in the U.S. Bankruptcy Court for the Northern 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. A meeting of creditors under Sec. 341(a) to be held at 10:00 AM (EST) on February 18, 2025 by Telephonic meeting. About Chicken Shack LLC Chicken Shack LLC operating as Krispy Krunchy Chicken and formerly known as Fresh 2 Go Cafe LLC, is a restaurant business located in Tallahassee, Florida. Chicken Shack LLC sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Fla. Case No. 25-40014) on January 14, 2025. In its petition, the Debtor reports estimated assets up to $50,000 and estimated liabilities between $100,000 and $500,000. Honorable Bankruptcy Judge Karen K. Specie handles the case. The Debtor is represented by Robert C. Bruner, Esq., at Bruner Wright, P.A., in Tallahassee, Florida. CLARITY DIAGNOSTICS: Revises Sale Motion to Establish Deadline -------------------------------------------------------------- Clarity Lab Solutions, LLC, filed a revised motion seeking authority to sell substantially all assets, free and clear of liens, claims, and encumbrances, and to establish a deadline, which is 30 days from the date of the order approving the sale, for the Purchaser's designation of executory contracts and unexpired leases for the Debtor's assumption and assignment to the Purchaser, and a deadline for parties to object to such assumption and assignment. About Clarity Diagnostics, LLC Clarity Diagnostics, a company in Boca Raton, Fla., manufactures point of care rapid diagnostic tests, diagnostic equipment, and over-the-counter diagnostic tests that are targeted toward the Continuum of Care, Alternative Care, Acute Care, Laboratory, and OTC markets. Clarity Diagnostics filed Chapter 11 petition (Bankr. S.D. Fla. Case No. 24-18938) on August 30, 2024, with $1 million to $10 million in both assets and liabilities. Clarity Diagnostics President Richard Simpson signed the petition. Judge Erik P. Kimball presides over the case. Bradley S. Shraiberg, Esq., at Shraiberg Page, PA represents the Debtor as legal counsel. CLEAN ENERGY: Has Until Feb. 24 to File Plan for Nasdaq Compliance ------------------------------------------------------------------ On January 8, 2025, Clean Energy Technology, Inc., received a letter from the staff of the Listing Qualifications Department of The Nasdaq Stock Market notifying the Company that it no longer complies with Nasdaq Listing Rules 5620(a) and 5810(c)(2)(G) for continued listing of shares of the Company's common stock, par value $0.001 per share, due to the Company's failure to hold an annual meeting within 12 months of the end of the Company's fiscal year ended December 31, 2023, the Company disclosed in a Form 8-K filing with the U.S. Securities and Exchange Commission. As a result, as of January 8, 2025, the Company has 45 calendar days, or until February 24, 2025, to submit a plan to Nasdaq to regain compliance. If Nasdaq accepts the Company's plan, Nasdaq can grant an exception of up to 180 calendar days from the fiscal year ended December 31, 2024, or until June 30, 2025, to allow the Company to regain compliance. The Company intends to submit its plan of compliance with respect to the foregoing requirement setting forth, among other things, a proxy statement preparation and proxy solicitation timeline leading to the Company's annual meeting of its shareholders. While the Company intends to submit its compliance plan to address the foregoing deficiency, the Company cannot provide any assurance that it will be able to present a plan of compliance that will be accepted by the Staff. In the event the Company's plan is not accepted, the Company's securities may be subject to delisting and the Company will have the opportunity to appeal the Staff's delisting determination to a hearings panel in accordance with the Nasdaq Listing Rule 5615(a). The Company expects to organize an annual meeting in the coming weeks to regain compliance with the applicable Nasdaq Listing Rules. About Clean Energy Headquartered in Costa Mesa, California, Clean Energy Technologies, Inc. -- http://www.cetyinc.com/-- develops renewable energy products and solutions and establishes partnerships in renewable energy that make environmental and economic sense. The Company's mission is to be a segment leader in the Zero Emission Revolution by offering eco-friendly energy solutions, clean energy fuels, and alternative electric power for small and mid-sized projects in North America, Europe, and Asia. The Company targets sustainable energy solutions that are profitable for it, profitable for its customers, and represent the future of global energy production. Diamond Bar, California-based TAAD, LLP, the Company's auditor since 2023, issued a "going concern" qualification in its report dated April 16, 2024, citing that the Company has an accumulated deficit, a working capital deficit, and negative cash flows from operations. These factors, among others, raise substantial doubt about the Company's ability to continue as a going concern. As of June 30, 2024, Clean Energy Technologies had $9,312,911 in total assets, $4,733,185 in total liabilities, and $4,579,726 in total stockholders' equity. CNX RESOURCES: Moody's Affirms 'Ba3' CFR, Outlook Remains Stable ---------------------------------------------------------------- Moody's Ratings affirmed CNX Resources Corporation's Ba3 Corporate Family Rating, Ba3-PD Probability of Default Rating, and B1 ratings for the company's senior unsecured notes and maintained the stable outlook. CNX's Speculative Grade Liquidity (SGL) rating remains SGL-1. Concurrently, Moody's affirmed CNX Midstream Partners LP's (CNXM) Ba3 CFR, Ba3-PD PDR, and B1 senior unsecured notes rating and maintained the stable outlook. CNX will use net proceeds from its proposed $200 million add-on to its senior unsecured notes due 2032 to partially fund its acquisition of the natural gas upstream and associated midstream business of Apex Energy II, LLC (Apex) in the Appalachian Basin. CNX will fund the remainder of the $505 million in total cash consideration on its revolving credit facility (unrated). CNX is acquiring Apex from funds managed by Carnelian Energy Capital Management, L.P. CNX expects the acquisition to close in the first quarter of 2025. "The affirmation of CNX's ratings and continued stable outlook reflects Moody's expectation for the company to maintain solid credit metrics supported by significant natural gas hedges," commented Jonathan Teitel, a Moody's Vice President – Senior Analyst. "The add-on notes term out a portion of the acquisition consideration and leaves a still meaningful portion on the revolver for future debt reduction." RATINGS RATIONALE CNX's Ba3 CFR reflects large-scale production in a low-cost basin and ample proved reserves and acreage, which provide economies of scale and a long runway for drilling and completion activities. The acquisition of Apex provides CNX with complementary assets and supports growth. CNX estimates that Apex will contribute 180 – 190 MMcfe/d of production in 2025. Moody's expect that CNX will focus on maintaining its leverage profile, directing free cash flow toward repaying revolver borrowings. CNX's rating is supported by the company's conservative financial policies, strong liquidity, and successful record of managing operational and financial risks. The company has sizable hedge positions which support cash needs and mitigate risks from volatile natural gas prices. CNX has significant firm transportation commitments, providing flow assurance for its volumes but these could become burdensome if production drops. CNXM's Ba3 CFR reflects low leverage, solid interest coverage and long-term, fixed fee contracts. CNXM derives most revenue from CNX but also has third-party shippers. CNXM, a wholly owned subsidiary of CNX, benefits from its strategic importance to CNX through operating midstream infrastructure critical to, and integrated with, CNX's production activities. Fixed fee contracts limit direct commodity price risks but there are volume risks. CNXM's rating is constrained by concentrated counterparty exposure to CNX. CNX's SGL-1 rating reflects Moody's expectation for the company to maintain very good liquidity through mid-2026. As of September 30, 2024, CNX had $153 million in borrowings and $43 million in letters of credit outstanding on its RBL revolving credit facility. The revolver has $1.4 billion of elected commitments and a $2.25 billion borrowing base. It matures in 2029 but if (1) on or after January 2026, revolver availability minus the $331 million principal amount of convertible notes outstanding is less than 20% of the revolving lender commitments, the maturity will spring to January 2026 or if (2) on or after October 2028, revolver availability minus the principal amount of senior notes due 2029 is less than 20% of the revolving lender commitments, the maturity will spring to October 2028. Moody's do not expect the revolver maturity to spring given expected availability and factoring in the convertible notes. The revolver's financial covenants are comprised of a maximum leverage ratio and a minimum current ratio. Moody's expect CNX to maintain compliance with these covenants through mid-2026. Moody's expect CNXM will maintain good liquidity through mid-2026. As of September 30, 2024, CNXM had $27 million outstanding on its $600 million revolving credit facility due 2029 (unrated). CNXM's revolver financial covenants are comprised of a maximum leverage ratio, a maximum secured leverage ratio, and a minimum interest coverage ratio. Moody's expect CNXM to maintain compliance with these covenants through mid-2026. CNX's senior unsecured notes are rated B1, one notch below CNX's CFR, which reflects their effective subordination to the large potential claims of CNX's secured revolver. CNX's convertible senior notes (unrated) rank pari passu with CNX's senior unsecured notes. CNXM does not guarantee CNX's notes or revolver, nor does CNX guarantee any of CNXM's debt. CNXM's senior unsecured notes are rated B1, one notch below CNXM's CFR, which reflects effective subordination to the large potential claims of CNXM's secured revolver. CNX does not guarantee CNXM's notes or revolver, nor does CNXM guarantee any of CNX's debt. CNX's stable outlook reflects Moody's expectation for CNX to maintain supportive credit metrics with cash flow supported by the sizable portion of natural gas production that is hedged. The stable outlook also considers Moody's expectation that CNX will direct free cash flow toward repayment of revolver borrowings, maintaining its leverage profile. CNXM's stable outlook is consistent with the stable outlook for CNX. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS Factors that could lead to an upgrade for CNX include debt reduction and maintenance of lower leverage; significant growth in reserves and production at competitive costs and returns on investment; and managing shareholder returns within cash flow. Retained cash flow (RCF) to debt above 30% and a leveraged full cycle ratio (LFCR) above 1.5x could provide support to an upgrade. Factors that could lead to a downgrade for CNX include deteriorating cash margins or capital returns; RCF/debt below 20%; deterioration of liquidity; or more aggressive financial policies. Factors that could lead to an upgrade for CNXM include an upgrade of CNX's ratings and maintenance of solid credit metrics. Factors that could lead to a downgrade of CNXM include a downgrade of CNX's ratings; substantial increases in leverage; or weakening liquidity. CNX, headquartered in Canonsburg, Pennsylvania, is a publicly traded independent exploration and production company focused on natural gas production in the Utica and Marcellus Shales. CNXM, a wholly owned subsidiary of CNX, owns, operates, and develops midstream infrastructure in the region and derives the majority of its revenue from CNX but also has third-party customers. The principal methodology used in rating CNX Resources Corporation was Independent Exploration and Production published in December 2022. COUSIN ENTERPRISES: Court Extends Use of Cash Collateral to March 3 ------------------------------------------------------------------- The U.S. Bankruptcy Court for the Eastern District of Tennessee, Winchester Division, issued its fifth interim order extending Cousin Enterprises, LLC's authority to use the cash collateral of New Silver Lending, LLC to March 3. The interim order authorized Cousin Enterprises to use its secured creditor's cash collateral for the period from Jan. 6 to March 3, subject to the terms of its budget. Any disbursements for expenses must not exceed 125% of the amount set forth in the budget, according to the interim order. New Silver Lending has a lien on nearly all of the company's assets, including its real property in Bell Buckle, Tenn. Its lien is adequately protected through the substantial equity cushion in the real property and sufficient insurance coverage on its assets. Cousin Enterprises was ordered to continue its monthly payments of $3,000 to New Silver Lending until confirmation of its Chapter 11 plan. The final hearing is set for March 3. New Silver Lending can be reached through its counsel: Anne Marie Throne, Esq. McMichael Taylor Gray, LLC 3550 Engineering Drive, Suite 260 Peachtree Corners, GA 30092 Telephone: 404-474-7149 Facsimile: 404-745-8121 Email: athrone@mtglaw.com About Cousin Enterprises Cousin Enterprises, LLC sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. E.D. Tenn. Case No. 24-11426) on June 12, 2024. In the petition signed by Randall Scott Cousin, member, the Debtor disclosed up to $1 million in assets and up to $500,000 in liabilities. Judge Nicholas W. Whittenburg oversees the case. W. Thomas Bible, Jr., Esq., at Tom Bible Law, represents the Debtor as bankruptcy counsel. COWTOWN BUS: Bus Rental Business Sale to Avalon Motor Coach OK'd ---------------------------------------------------------------- The U.S. Bankruptcy Court for the Northern District of Texas, Fort Worth Division, has permitted Cowtown Bus Charters Inc. to sell substantially all of its bus rental business assets to Avalon Motor Coach LLC, free and clear of all liens, claims, and encumbrances. The Court authorized the Debtor to sell its property to Avalon Motor or another buyer or buyers who submit a higher and better offer, and the assumption and assignment of certain executory contracts and unexpired leases. The Court also approved the sale of the Debtor's subsidiary, Cowtown Transportation Company LLC's real property assets to CanTex RE Holdings, LLC. The Court granted parties in interest with a reasonable opportunity to object and be heard regarding the motion and the sale of the Debtor's assets including First Savings Bank, M&T Capital and Leasing Corporation, the Huntington National Bank, the U.S. Small Business Administration, and all creditors including anyone alleging a secured claim. The Court found that the Debtor has reasonably and appropriately marketed the Purchased Assets and Real Property given the financial and operational constraints of the Debtor. The Court determined that CanTex submitted the highest and best offer for the Real Property and Avalon Purchaser submitted the highest and best offer for the Purchased Assets for the estate and its creditors. The Debtor is permitted to sell the Purchased Assets free and clear of all Claims of any kind or nature whatsoever, other than the Assumed Liabilities and Permitted Encumbrances. The Court held that the Purchase Agreement and CanTex Agreement were negotiated, proposed and entered into by the Debtor and the Avalon Purchaser without collusion, in good faith and from arm’s-length bargaining positions. The Court also ordered that the Avalon Purchaser and CanTex are granted and is entitled to all the protections provided to a good faith buyer. About Cowtown Bus Charters Inc. Cowtown Bus Charters, Inc. is a full service bus charter company providing local to national transportation. Cowtown Bus Charters, Inc. filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Tex. Case No. 24-10161) on Sept. 6, 2024. In the petition signed by Brenda Cross, president and director, the Debtor disclosed $1,237,132 in assets and $4,370,485 in liabilities as of Aug. 22, 2024. Judge Mark X. Mullin presides over the case. The Debtor tapped Mark J. Petrocchi, Esq., at Griffith, Jay & Michel, LLP as counsel. CUSTOM CLUB: Claims to be Paid From Available Cash and Income ------------------------------------------------------------- Custom Club, Inc., filed with the U.S. Bankruptcy Court for the District of Arizona an Amended Plan of Reorganization dated January 10, 2025. The Debtor is the parent company of two wholly owned subsidiary entities: Retainer Club and Mouthguard Club. Retainer Club offers a subscription service that delivers custom retainers directly to customers' homes, serving over 15,000 subscribers. Mouthguard Club caters to athletes by offering a wide range of customization options for mouthguards. Customers can design their own mouthguards by choosing colors, graphics, and text, and then receive a perfectly fitted product either through a 3D scan at a partner orthodontist or by using an at-home impression kit. Through this reorganization, the Debtor will restructure its liabilities and use its post-petition income to fund payments due under the Plan. To fund the Plan, the Subsidiaries have recently reduced operating costs, increased certain pricing, and as a result, have seen their revenue dramatically increase. With these operational changes, the Subsidiaries will be able to generate revenue sufficient to fund the Plan. Class II consists of all Allowed Unsecured Claims against the Debtor that are not entitled to classification in any other Class, currently asserted in filed Proofs of Claim and the Schedules in the total amount of $831,743.84. The Debtor shall pay holders of Allowed Class II Claims in full. The Debtor shall make sixty monthly payments to Allowed Class II Claimants each in the amount of $13,862.39 beginning on the date that is thirty days after the Effective Date and continuing the same day each month thereafter until it has made all payments. Additionally, Class II shall contain any Allowed Claim held by Stripe which purports to be a Secured Creditor. On July 19, 2024, Stripe filed a UCC Financing Statement covering all of the Debtor's assets with the Delaware Secretary of State at File No. 2022-2765360, and on September 2, 2022, Stripe filed a UCC Financing Statement covering all of the Debtor's assets with the Arizona Secretary of State at File Number 2022-005-0579-5 (together, the "Stripe UCCs"). However, Retainer Club, as the Debtor's subsidiary, refinanced this loan, leaving no outstanding balance owed by the Debtor to Stripe. Therefore, Stripe holds no Allowed Claim in any amount. All security interests or liens held by Stripe that encumber the Debtor's interest in any Property shall be deemed fully released, terminated, and satisfied as of the Effective Date, including without limitation, the Stripe UCCs. The amount of claim in this Class total $831,743.84. Miralani is one of the Debtor's shareholders, and the Debtor understands that Argen and Miralani have shared ownership or control. Accordingly, Argen is an "insider" in this Case as defined in the Code, and Argen's vote related to the Plan, if any, shall be disregarded for Plan confirmation purposes. Class II is impaired. Class III consists of all Allowed Equity Interests arising by virtue of a shareholder's ownership interest in the Debtor. Class III shall retain their Equity Interests in the Debtor to the same extent and validity and upon the same terms as their pre-petition Equity Interest. Class III is unimpaired. On the Confirmation Date, the Property of the Estate will vest back into the Debtor free and clear of any encumbrances, unless otherwise specifically provided herein. Subject to the obligations set forth in this Plan, the Debtor may use the Property free of any burdens of the Bankruptcy Code and without need to obtain Court approval. The Debtor will retain control of its assets post confirmation. On the Effective Date, the Debtor will begin making payments to Creditors in accordance with the Plan. The Debtor projects it will have accumulated sufficient funds over the course of the reorganization to pay all Administrative Claims as of the Effective Date. The Debtor's post-confirmation performance of its Subsidiaries will generate the funds necessary to service the remaining payments due under the term of the Plan. A full-text copy of the Amended Plan dated January 10, 2025 is available at https://urlcurt.com/u?l=kmHdWX from PacerMonitor.com at no charge. About Custom Club Inc. Custom Club Inc. is a manufacturer of dental mouthguards. Custom Club Inc. sought relief under Subchapter V of Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Ariz. Case No. 24-08770) on October 16, 2024. In the petition filed by Craig Weiss, as CEO, the Debtor reports total assets as of September 30, 2024 amounting to $8,040,894 and total liabilities as of September 30, 2024 amounting to $2,561,119. Bankruptcy Judge Brenda K. Martin handles the case. The Debtor is represented by: Michael A. Jones, Esq. David B. Nelson, Esq. Ryan M. Deutsch, Esq. Allen, Jones & Giles, PLC 1850 N. Central Ave., Suite 1025 Phoenix, AZ 85004 Tel: (602) 256-6000 Fax: (602) 252-4712 Email: mjones@bkfirmaz.com dnelson@bkfirmaz.com rdeutsch@bkfirmaz.com CYTOSORBENTS CORP: Skylands Capital Holds 5.1% Equity Stake ----------------------------------------------------------- Skylands Capital, LLC disclosed in a Schedule 13G filed with the U.S. Securities and Exchange Commission that as of December 31, 2024, it beneficially owned 2,781,622 shares of CytoSorbents Corporation's common stock, representing 5.1% of the shares outstanding. Skylands Capital, LLC may be reached at: Virginia E. Shaffar Vice President & Treasurer 1200 N Mayfair Rd, Suite 250 Milwaukee, WI 53226 Tel: 414-256-3380 A full-text copy of Skylands Capital's SEC Report is available at: https://tinyurl.com/yhmfsd5r 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. As of September 30, 2024, CytoSorbents had $47,804,011 in total assets, $34,804,921 in total liabilities, and $12,999,090 in total stockholders' equity. DANNY 39TH AVENUE: Case Summary & Four Unsecured Creditors ---------------------------------------------------------- Debtor: Danny 39th Avenue LLC 112-10 39th Avenue Apt 1 Flushing NY 11368 Business Description: The Debtor is primarily engaged in activities related to real estate. Chapter 11 Petition Date: January 14, 2025 Court: United States Bankruptcy Court Eastern District of New York Case No.: 25-40173 Judge: Hon. Elizabeth S Stong Debtor's Counsel: Joshua Reid Bronstein, Esq. JOSHUA R. BRONSTEIN & ASSOCIATES, PLLC 114 Soundview Drive Port Washington, NY 11050 Tel: 516-698-0202 Fax: 516-791-3470 E-mail: jbrons5@yahoo.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $1 million to $10 million The petition was signed by Celis D. Altamirano as member. A copy of the Debtor's list of four unsecured creditors is available for free on PacerMonitor at: https://www.pacermonitor.com/view/O6QKZTA/Danny_39th_Avenue_LLC__nyebke-25-40173__0001.0.pdf?mcid=tGE4TAMA A full-text copy of the petition is available for free on PacerMonitor at: https://www.pacermonitor.com/view/O6QKZTA/Danny_39th_Avenue_LLC__nyebke-25-40173__0001.0.pdf?mcid=tGE4TAMA DANNY 39TH: Sec. 341(a) Meeting of Creditors on February 21 ----------------------------------------------------------- On January 14, 2025, Danny 39th Avenue LLC filed Chapter 11 protection in the U.S. Bankruptcy Court for the Eastern 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 21, 2025 at 09:30 AM at Telephonic Meeting: Phone 1 (877) 929-2553, Participant Code 1576337#. About Danny 39th Avenue LLC Danny 39th Avenue LLC is a single-asset real estate company located in Flushing, Queens, New York. Danny 39th Avenue LLC sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. E.D.N.Y. Case No. 25-40173) on January 14, 2025. In its petition, the Debtor reports estimated assets and liabilities between $1 million and $10 million each. Honorable Bankruptcy Judge Elizabeth S. Stong handles the case. The Debtor is represented by Joshua R. Bronstein, Esq., at JOSHUA R. BRONSTEIN & ASSOCIATES, PLLC, in Port Washington, New York. DIAMOND COMIC: Case Summary & 30 Largest Unsecured Creditors ------------------------------------------------------------ Four affiliates that simultaneously filed voluntary petitions for relief under Chapter 11 of the Bankruptcy Code: Debtor Case No. ------ -------- Diamond Comic Distributors, Inc. (Lead Case) 25-10308 10150 York Road, Suite 300 Hunt Valley MD 21030 Comic Exporters, Inc. 25-10309 Comic Holdings, Inc. 25-10311 Diamond Select Toys & Collectibles, Inc. 25-10312 Business Description: The Debtors are distributors of comics, graphic novels, toys, games and other pop culture related merchandise to retailers across the world. The Debtors began their existence in 1982 to provide comic shop retailers with wholesale, non-returnable comic books and related merchandise. At its inception, the Debtors distributed their products from a single warehouse to 17 retail customers. Today, the Debtors operate from five warehouses, totaling over one million square feet of distribution space, serving thousands of customers. The Debtors also carry a significant number of pop-culture product lines. Chapter 11 Petition Date: January 14, 2025 Court: United States Bankruptcy Court District of Maryland Judge: Hon. David E Rice Debtors' General Counsel: Jordan D. Rosenfeld, Esq. SAUL EWING LLP 1001 Fleet Street, 9th Floor Baltimore, MD 21202 Tel: (410) 332-8600 Email: jordan.rosenfeld@saul.com - and - Jeffrey C. Hampton, Esq. Adam H. Isenberg, Esq. Turner N. Falk, Esq. 1500 Market Street, 38th Floor Philadelphia, PA 19102 Tel: (215) 972-7777 Email: jeffrey.hampton@saul.com adam.isenberg@saul.com turner.falk@saul.com - and - Mark Minuti, Esq. Paige N. Topper, Esq. Nicholas Smargiassi, Esq. 1201 N. Market Street, Suite 2300 Wilmington, DE 19801 Tel: (302) 421-6800 Email: mark.minuti@saul.com paige.topper@saul.com nicholas.smargiassi@saul.com Debtors' Financial Advisor: GETZLER HENRICH & ASSOCIATES LLC Debtors' Investment Banker: RAYMOND JAMES & ASSOCIATES, INC. Debtors' U.K. Counsel: STEPHENSON HARWOOD, LLP Debtors' Claims & Noticing Agent and Administrative Agent: OMNI AGENT SOLUTIONS Estimated Assets: $50 million to $100 million Estimated Liabilities: $50 million to $100 million The petitions were signed by Robert Gorin as co-chief restructuring officer. A full-text copy of the Lead Debtor's petition is available for free on PacerMonitor at: https://www.pacermonitor.com/view/JV4MA4I/Diamond_Comic_Distributors_Inc__mdbke-25-10308__0001.0.pdf?mcid=tGE4TAMA Consolidated List of Debtors' 30 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount 1. Penguin Random House LLC Trade Claim $9,202,181 Attn: Jeff Abraham 1745 Broadway New York, NY 10019 Email: jabraham@penguinrandomhouse.com 2. Bandai Co., Ltd. Trade Claim $4,348,743 Attn: Tomoaki "Benjy" Ishikaka 4-8 Komagata 1-chome Taito-ku, Tokyo 111-8081 Japan Email: tishikawa@bnta.com 3. National Entertainment Trade Claim $2,682,994 Collectibles Association Inc. (NECA) Attn: Dara Chesley 603 Sweetland Ave Hillside, NJ 07205 Email: darac@wizkids.com 4. Kin Kin Mould Trade Claim $1,811,934 Attn: Nelson Chan Sheung Shui Ctr 3 Chi Cheong Rd, Unit 1003 Attn: nelsonchan20@vip.163.com 5. TMP International, Inc. Trade Claim $1,734,814 Attn: Colt Homme 3032 S Cedar St, Ste D Tacoma, WA 98409 Email: chomme@mcfarlane.com 6. Disney Consumer Products, Inc. License/ $1,712,447 Attn: Corporate Counsel Royalty Claim 500 S Buena Vista St Burbank, CA 91521 Email: dep.legalnotice@disney.com 7. Hasbro, Inc. Trade Claim $1,064,378 Attn: Carla Cross 1027 Newport Ave Pawtucket, RI 02861 Email: carla.cross@hasbro.com 8. Wizards of the Coast LLC Trade Claim $914,601 Attn: Mk Smith 1107 Lake Washington Blvd. N, Ste 800 Renton, WA 98056 Email: mk.smith@wizards.com 9. Xceeding Partnership Solutions Trade Claim $843,496 Attn: Sharon Zaragoza 8547 Dulwich Rd Cordova, TN 38016 Email: Zaragoza@xceedingps.com 10. Little Buddy LLC Trade Claim $694,628 Attn: Andy Tanaka 7422 Orangewood Ave Garden Grove, CA 92841 Email: andy@littlebuddytoys.com 11. Simon & Schuster, Inc. Trade Claim $600,144 Attn: Lauren Castner 1230 Ave of the Americas New York, NY 10020 Email: lauren.castner@simonandchuster.com 12. Bandai Namco Toys & Trade Claim $576,072 Collectibles America Inc. Attn: Teppei Onoki 23 Odyssey Irvine Irvine, CA 92618 Email: tonoki@bntca.com 13. Lunar Distribution Trade Claim $496,967 Attn: Christina Merkler 10701 Rose Ave New Haven, IN 46774 Email: christina@lunardistribution.com 14. United Parcel Service, Inc. Trade Claim $476,398 Attn: Mike Wise 55 Glenlake Pkwy NE Atlanta, GA 30328 Email: michaelwise@ups.com 15. VIZ Media, LLC Trade Claim $421,204 Attn: Sarah Anderson 1355 Market St, Ste 200 San Francisco, CA 94103 Email: sarahanderson@viz.com 16. Catalyst Games Lab, LLC Trade Claim $401,483 Attn: Loren Coleman 7108 S Pheasant Ridge Dr Spokane, WA 99224 Email: loren@catalystgamelabs.com 17. The Army Painter ApS Trade Claim $386,925 Attn: Michael Anderson Christiansmindevej 12 Skanderborg, DK-8660 Denmark Email: mha@thearmypainter.com 18. ARA, Inc. Trade Claim $378,827 Attn: Amelia Garcia 602 Main St, Ste 300 Cincinnati, OH 45202 Email: amelia.garcia@electivestaffing.com 19. Titan Publishing Group Ltd. Trade Claim $357,417 Attn: Nick Landau 144 Southwark St London, SE1 0UP Email: nick.landau@titanemail.com 20. Square Enix Holdings Co, Ltd. Trade Claim $314,295 Attn: Kanji Tashiro 999 N Pacific Coast Hwy, 3rd Fl El Segundo, CA 90245 Email: ktashiro@us.square-enix.com 21. Microsoft Corp Trade Claim $307,816 1 Microsoft Way Redmond, WA 98052 22. The Pokemon Company Trade Claim $280,375 International, Inc. Attn: Rich Henry 10400 NE 4th St, Ste 2800 Email: r.henry@pokemon.com 23. Transcontinental Inc. Trade Claim $243,541 Attn: Daniel Gallina 1 Place Ville Marie, Ste 3240 Montreal, QC H3B 0G1 Email: daniel.gallina@tc.tc 24. Beast Kingdom Co., Ltd. Trade Claim $237,903 Attn: James Liu 12F, No 210 Sec 1 Sanmin Rd, Banqiao Dist New Taipei City, 22069 Taiwain Email: jamesliu@beast-kingdom.com.tw 25. Funko, LLC Trade Claim $237,631 Attn: Lesley Hill 2802 Wetmore Ave Everett, WA 98201 Email: lesley.hill@funko.com 26. Publisher Services, Inc. Trade Claim $223,140 Attn: Dean Burnham 2800 Vista Ridge Dr Sunawee, GA 30024 Email: deanb@pubservinc.com 27. Dynamic Forces, Inc. Trade Claim $217,317 Attn: Nick Barrucci 113 Gaither Dr, Ste 205 Mount Laurel, NJ 08054 Email: nick.barrucci@dynamite.com 28. Pai Technology Inc. Trade Claim $211,331 Attn: Rocky Yu 177 E Colorado Blvd, Ste 200 Pasadena, CA 91105 Email: rockyyu@blokees.com 29. Udon Entertainment Inc. Trade Claim $202,694 Attn: Erik Ko 51 Ridgestone Dr Richmond Hill, ON L4S 0E3 Canada Email: erikko@gmail.com 30. Super7, Inc. Trade Claim $163,686 Attn: Luke Martinez 777 Florida St, Ste 202 San Francisco, CA 94110 Email: luke@super7store.com DIAMOND COMIC: Secures $41-Mil. DIP Financing for Chapter 11 ------------------------------------------------------------ Diamond Comic Distributors, announced on January 14, 2025, that it has filed a voluntary petition for relief under Chapter 11 of the United States Bankruptcy Code in the United States Bankruptcy Court for the District of Maryland to facilitate the restructuring of its business. As part of the restructuring process, Diamond has received a $39 million stalking horse bid from an affiliate of Universal Distribution for Alliance Game Distributors. The Company has received commitments for up to $41 million in debtor-in-possession (DIP) financing from JP Morgan Chase that will be used to fund post-petition operating expenses and ensure adequate working capital to meet its obligations to associates and suppliers. In addition to securing DIP financing, and a stalking horse bid for Alliance Game Distributors, Diamond has received strong interest in its specialized business divisions, having also entered into a Non-Binding Letter of Intent (LOI) with Universal to acquire Diamond UK. Diamond is actively pursuing offers for, and has received interest from potential purchasers for, its other business units, including Diamond Book Distributors, Collectible Grading Authority, and Diamond Select Toys, as well as its main comic, toy, and collectible distribution lines. "Diamond has been a linchpin of the comic book industry for over four decades. Our priority has always been to provide quality service to publishers, retailers, and, ultimately, comic fans, and we remain committed to finding additional buyers for our businesses," said President Chuck Parker. "Universal Distribution is looking forward to working with the Alliance and Diamond UK teams to bring a stronger balance sheet and growth opportunities to retailers and suppliers. Both companies have deep roots in the industry, and we look forward to continuing that into the future, " said Angelo Exarhakos, President and CEO of Universal. About Diamond Comic Distributors Founded in 1982, Diamond Comic Distributors offers a multi-channel platform of publishing, marketing and fulfillment services, coupled with an unparalleled global distribution network for its retailers, publishers and vendors. Diamond's mission is simple: to provide its customers the best in products, price and personalized service. Learn more at https://www.diamondcomics.com/. DIAMOND SELECT: Seeks Chapter 11 Bankruptcy Protection in Maryland ------------------------------------------------------------------ On January 14, 2025, Diamond Select Toys & Collectibles LLC filed Chapter 11 protection in the U.S. Bankruptcy Court for the District of Maryland. According to court filing, the Debtor reports between $10 million and $50 million in debt owed to 50 and 99 creditors. The petition states funds will be available to unsecured creditors. About Diamond Select Toys & Collectibles LLC Diamond Select Toys & Collectibles LLC headquartered in Hunt Valley, Maryland, operates as a manufacturer and distributor of licensed collectibles, action figures, and related merchandise. The company maintains operations from its principal location at 10150 York Road. Diamond Select Toys & Collectibles LLC sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Md. Case No. 25-10312) on January 14, 2025. In its petition, the Debtor reports estimated assets between $1 million and $10 million and estimated liabilities between $10 million and $50 million. Honorable Bankruptcy Judge David E. Rice handles the case. The Debtor is represented by Jordan Rosenfeld, Esq., at Saul Ewing LLP, in Baltimore, Maryland. DIOCESE OF BUFFALO: Has Until September to File Chap. 11 Exit Plan ------------------------------------------------------------------ Randi Love of Bloomberg Law reports that the minimal progress by the Diocese of Buffalo in mediating over 900 clergy sex abuse claims has prompted a judge to appoint additional support and establish a September 2025 deadline for submitting a bankruptcy exit plan. According to the report, the case has remained stalled as the diocese, its insurers, and a committee representing abuse claimants have failed to reach a settlement. Nearly five years after filing for Chapter 11 in the U.S. Bankruptcy Court for the Western District of New York to address the litigation, the diocese has yet to present a reorganization plan, the report says. About The Diocese of Buffalo N.Y. The Diocese of Buffalo, N.Y., is home to nearly 600,000 Catholics in eight counties in Western New York. The territory of the diocese is co-extensive with the counties of Erie, Niagara, Genesee, Orleans, Chautauqua, Wyoming, Cattaraugus, and Allegany in New York State, comprising 161 parishes. There are 144 diocesan priests and 84 religious priests who reside in the Diocese. The diocese through its central administrative offices (a) provides operational support to the Catholic parishes, schools, and certain other Catholic entities that operate within the territory of the Diocese "OCE"; (b) conducts school operations through which it provides parish schools with financial and educational support; (c) provides comprehensive risk management services to the OCEs; (d) administers a lay pension trust and a priest pension trust for the benefit of certain employees and priests of the OCEs; and (e) provides administrative support for St. Joseph Investment Fund, Inc. Dealing with sexual abuse claims, the Diocese of Buffalo sought Chapter 11 protection (Bankr. W.D.N.Y. Case No. 20-10322) on Feb. 28, 2020. The diocese was estimated to have $10 million to $50 million in assets and $50 million to $100 million in liabilities as of the bankruptcy filing. The Honorable Carl L. Bucki is the case judge. Bond, Schoeneck & King, PLLC, led by Stephen A. Donato, Esq., is the diocese's counsel; Connors LLP and Lippes Mathias Wexler Friedman LLP are its special litigation counsel; and Phoenix Management Services, LLC is its financial advisor. Stretto is the claims agent, maintaining the page: https://case.stretto.com/dioceseofbuffalo/docket The U.S. Trustee for Region 2 appointed a committee of unsecured creditors on March 12, 2020. The committee tapped Pachulski Stang Ziehl & Jones, LLP and Gleichenhaus, Marchese & Weishaar, PC as bankruptcy counsel, and Burns Bair LLP as special insurance counsel. DIOCESE OF ROCHESTER: Amends Abuse Claims Pay Details ----------------------------------------------------- The Diocese of Rochester and the Official Committee of Unsecured submitted a Modified Sixth Amended Joint Chapter 11 Plan of Reorganization dated January 10, 2025. This Plan provides for the financial restructuring of the Diocese and the settlement of all, or substantially all, Claims against the Diocese, including, without limitation, the settlement of all Abuse Claims against the Diocese and the Participating Parties. The Plan provides for payment in full of all Administrative Claims, Priority Tax Claims, Non-Tax Priority Claims, Professional Fee Claims, and U.S. Trustee Fee Claims, leaves unimpaired any Allowed Secured Claims or Pass-Through claims, provides for deferred payments equal to the full Allowed amount of any General Unsecured Claims, and establishes the Abuse Claims Settlement Fund to be held by the Trust to compensate holders of Abuse Claims. Inbound Contribution Claims against the Diocese are disallowed and extinguished pursuant to the Plan. The Plan provides that funding for the Trust and the Abuse Claims Settlement Fund will be provided from, among other potential sources of recovery, a cash contribution by the Diocese and other Participating Parties in the aggregate amount of $55 million, and insurance settlement payments paid pursuant to Insurance Settlement Agreements with various Settling Insurers. As of the date of this Plan, the Diocese and the Committee have agreed to accept a total of $71.35 million in settlement payments from four Settling Insurers, LMI, Underwriters, Interstate, and First State, in exchange for entering into Insurance Settlement Agreements with respect to their respective Insurance Policies. Continental Insurance Company ("CNA") is the only Insurer that has not settled with the Diocese and the Committee. The Plan provides CNA, currently a Non-Settling Insurer, with the option to elect to become a Settling Insurer in return for a settlement payment to the Trust of $171 million dollars and on such other terms and conditions as agreed by the Non-Settling Insurer, the Committee and the Diocese. If the Non-Settling Insurer elects to enter into an Insurance Settlement Agreement prior to the approval of the Disclosure Statement, the Plan provides that such Non-Settling Insurer may become a Settling Insurer and for settlement proceeds resulting therefrom to be used to further supplement the Abuse Claims Settlement Fund. To the extent no settlement is achieved, the Plan provides for the assignment of Insurance Claims held by the Diocese or other Participating Parties to the Trust, and establishes a framework for post-confirmation litigation of Insurance Claims and Litigation Claims seeking recovery from the Non-Settling Insurer. The Committee has previously rejected a settlement offer from CAN in the amount of $63.5 million, and Abuse Claimants overwhelmingly voted to reject a $75 million settlement offer made in connection with a chapter 11 plan proposed by CNA. The Committee, in consultation with State Court Counsel representing approximately seventy percent of all Abuse Claimants, believes that $171 million would be an appropriate settlement amount for the Non Settling Insurer and has acknowledged and accepted the risk inherent in pursuing post-confirmation recovery from Non-Settling Insurer in the absence the Non-Settling Insurer elects not to become a Settling Insurer. Like in the prior iteration of the Plan, the Reorganized Diocese shall pay each holder of an Allowed General Unsecured Claim, Cash in two installments each equal to 50% of the Allowed amount of such General Unsecured Claim with the first payment to occur on, or as soon as reasonably practicable after the later of (a) the Effective Date, and (b) the date on which such General Unsecured Claim becomes an Allowed General Unsecured Claim, and the second payment to occur on, or as soon as reasonably practicable after the date that is six months after the date of the first payment. Class 4 Claims include all asserted and unasserted Abuse Claims. On the Effective Date and subject to the Plan provisions, the Trust shall assume liability for all Abuse Claims, including Adult Abuse Claims and Unknown Abuse Claims, in accordance with and under the Plan and Trust Documents. Distributions shall be made to holders of Abuse Claims on a fair and equitable basis, pursuant to and in accordance with the terms of this Plan and the Trust Documents. The Trust will initially distribute at least $105 million to Filed Abuse Claimants and will reserve at least $17.5 million to fund operational expenses and costs of litigation with CNA and sufficient funds to establish the Unknown Abuse Claim Fund provided, however, if CNA makes the Settlement Election, then the reserve will be at least [$] to fund operational expenses and sufficient funds to establish the Unknown Abuse Claims Fund. All Administrative Claims, Priority Tax Claims, Non-Tax Priority Claims, Secured Claims, General Unsecured Claims, and Pass-Through Claims will be paid by the Diocese or the Reorganized Diocese. All Distributions to be made under the Plan on account of Abuse Claims will be paid solely from the Trust to be established for the purpose of receiving, liquidating, and distributing Trust Assets in accordance with this Plan, the Allocation Protocol, and the Trust Agreement. A full-text copy of the Modified Sixth Amended Joint Plan dated January 10, 2025, is available at https://urlcurt.com/u?l=0m8ygL from Stretto, the claims agent. Counsel to The Diocese of Rochester: Stephen A. Donato, Esq. Charles J. Sullivan, Esq. Grayson T. Walter, Esq. BOND, SCHOENECK & KING, PLLC One Lincoln Center Syracuse, NY 13202-1355 Telephone: (315) 218-8000 Facsimile: (315) 218-8100 E-mail: donatos@bsk.com sullivc@bsk.com walterg@bsk.com James R. Murray, Esq. James Carter, Esq. BLANK ROME LLP 1825 Eye Street NW Washington, DC 20006 Telephone: (202) 420-3409 E-mail: jim.murray@blankrome.com james.carter@blankrome.com Counsel to the Official Committee of Unsecured Creditors James I. Stang, Esq. Ilan D. Scharf, Esq. Iain A. W. Nasatir, Esq. Brittany M. Michael, Esq. PACHULSKI STANG ZIEHL & JONES, LLP 780 Third Avenue, 34th Floor New York, NY 10017-2024 Telephone: (212) 561-7700 Facsimile: (212) 561-7777 E-mail: jstang@pszjlaw.com ischarf@pszjlaw.com inasatir@pszjlaw.com bmichael@pszjlaw.com Timothy W. Burns, Esq. Jesse J. Bair, Esq. BURNS BAIR LLP 10 E. Doty St., Suite 600 Madison, WI 53703 Telephone: 608-286-2808 E-mail: tburns@burnsbair.com jbair@burnsbair.com About The Diocese of Rochester The Diocese of Rochester in upstate New York provides support to 86 Roman catholic parishes across 12 counties in upstate New York. It also operates a middle school, Siena Catholic Academy. The diocese has 86 full-time employees and six part-time employees and provides medical and dental benefits to an additional 68 retired priests and two former priests. The diocese generated $21.88 million of gross revenue for the fiscal year ending June 30, 2019, compared with a gross revenue of $24.25 million in fiscal year 2018. The Diocese of Rochester filed for Chapter 11 bankruptcy protection (Bankr. W.D.N.Y. Case No. 19-20905) on Sept. 12, 2019, amid a wave of lawsuits over alleged sexual abuse of children. In the petition, the diocese was estimated to have $50 million to $100 million in assets and at least $100 million in liabilities. Bond, Schoenec & King, PLLC and Bonadio & Co. serve as the diocese's legal counsel and accountant, respectively. Stretto is the claims and noticing agent. The U.S. Trustee for Region 2 appointed an official committee of unsecured creditors in the diocese's Chapter 11 case. Pachulski Stang Ziehl & Jones, LLP, and Berkeley Research Group, LLC, serve as the committee's legal counsel and financial advisor, respectively. EASTSIDE DISTILLING: CEO Loans $700,000 to Beeline -------------------------------------------------- Eastside Distilling, Inc. disclosed in a Form 8-K Report filed with the U.S. Securities and Exchange Commission that on December 31, 2024, Nicholas Liuzza, the Chief Executive Officer of Beeline Financial Holdings, Inc., the Company's wholly-owned subsidiary, loaned $700,000 to Beeline Loans Inc., an indirect subsidiary of the Company, and in exchange Beeline Loans issued Mr. Liuzza a demand promissory note in the aggregate principal amount of $700,000, which accrues interest at the rate of 8% per annum and is payable within 15 days of demand notice made by Mr. Liuzza. The funds were lent to permit Beeline Loans to increase its ability to make real estate loans and are being held in a restricted account and are not being used for operations. 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: Enters $35M Stock Purchase Agreement --------------------------------------------------------- Eastside Distilling, Inc. disclosed in a Form 8-K Report filed with the U.S. Securities and Exchange Commission that it entered into a Common Stock Purchase Agreement and related Registration Rights Agreement with an institutional investor pursuant to which the Company agreed to sell, and the investor agreed to purchase, up to $35 million of the Company's common stock, subject to a sale limit of 19.99% of the outstanding shares of the Company's common stock prior to shareholder approval in accordance with the rules of The Nasdaq Stock Market, LLC. The transactions contemplated by the ELOC Agreement are subject to the Company registering the Purchaser's resale of the shares on a registration statement to be filed with the Securities and Exchange Commission. In connection with entering into the ELOC Agreement, the Company agreed to issue the Purchaser shares of the Company's Series G Convertible Preferred Stock or another series of convertible preferred stock convertible into shares of common stock having a value of $525,000. The Company and the Purchaser also entered into a side letter agreement pursuant to which the parties agreed to certain future changes to the ELOC Agreement as may be requested based on the Company and its counsel's review of the ELOC Agreement and as are reasonably acceptable to the Purchaser. The ability of the Purchaser to convert the underlying common stock or comply with the terms of the ELOC Agreement is subject to receiving shareholder approval as required by the rules of Nasdaq. 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. EATSTREET INC: Claims to be Paid From Available Cash and Income --------------------------------------------------------------- EatStreet, Inc., filed with the U.S. Bankruptcy Court for the Western District of Wisconsin a Plan of Reorganization under Subchapter V dated January 9, 2025. The Debtor was first formed in the State of Wisconsin on January 1, 2012, and subsequently converted into a corporation incorporated in the State of Delaware on November 13, 2015. EatStreet is the largest independent online and mobile food ordering delivery service in the United States, based in Madison, Wisconsin. The company provides online food ordering and contracted food delivery services to general consumers. The Debtor has a large number of stockholders, as further described on the List of Security Holders, filed with the Court. The Debtor is governed by a Board of Directors, which consists of Steve Anastasi, Gregory Robinson, and Pieter Welten. Steve Anastasi is the acting CEO of the Debtor and will remain in that role after confirmation of the Plan. The Debtor made the decision to file this Case and seek protection under Subchapter V of Chapter 11. The Debtor's Plan proposes to pay Administrative Claimants and Priority Claims in full, assume and reject certain of its contracts, and pay Unsecured Claims pursuant to the Debtor's 3-year cash flow Projections. The Debtor's Plan proposes distributions over a 3-year period in the aggregate amount of $600,000 to Allowed Pre-Petition Claims. The Debtor estimates that after anticipated reductions in the Priority Claims filed in the Case, approximately $400,000 would be paid to Holders of Allowed Unsecured Claims. Such distributions would occur at the end of each calendar year in the following amounts: $100,000 (2025); $200,000 (2026); $300,000 (2027) (together the "Reorganization Payments") which will be paid out on a Pro Rata Basis first to Allowed Priority Claims and then to Allowed Non-Priority Claims. However, to the extent that cash collateral currently held by Travelers can be recovered by the Debtor sooner, such funds would be used to pay a portion of the anticipated Reorganization Payments immediately upon recovery of such money. Class 3 consists of Allowed Unsecured Claims. Allowed Unsecured Claims in Class 3 are impaired. Each Claim in Class 3 shall receive, without interest, a Pro Rata Share of the Reorganization Payments after payment in full of all Allowed Priority Claims, to be distributed by the Plan Proponent as set forth in the Projections. The treatment afforded to Class 3 Claims pursuant to this section shall fully discharge all Class 3 Claims as of the Effective Date of the Plan, provided that the Plan is confirmed under Section 1191(a) of the Bankruptcy Code. In the event the Plan is confirmed under Section 1191(b) of the Bankruptcy Code, each Class 3 Claim shall only be discharged upon payment in full of such Creditor's Pro Rata Share of the Reorganization Payments (less amounts distributed to Priority Claims). Class 4 consists of the Holders of Allowed Equity Interests. Holders in Class 4 that hold Allowed Equity Interests in the Debtor are unimpaired by the Plan. Holders of Allowed Equity Interests shall retain their interests. Cash necessary to fund payments shall be from the Reorganization Fund and the Debtor's normal business operations and cash on hand as of the Effective Date. A full-text copy of the Plan of Reorganization dated January 9, 2025 is available at https://urlcurt.com/u?l=VsRVHb from PacerMonitor.com at no charge. Attorneys for the Debtor: Justin M. Mertz, Esq. Christopher J. Schreiber, Esq. Davis W. Sullivan, Esq. MICHAEL BEST & FRIEDRICH LLP 790 N. Water St., Ste. 2500 Milwaukee, WI 53202 Telephone: (414) 271-6560 Facsimile: (414) 277-0656 Email: jmmertz@michaelbest.com cjschreiber@michaelbest.com davis.sullivan@michaelbest.com About EatStreet Inc. EatStreet Inc. is an independent online and mobile food ordering delivery service in the United States, based in Madison, Wisconsin. The Company provides online food ordering and contracted food delivery services to general consumers. EatStreet Inc. sought relief under Subchapter V of Chapter 11 of the U.S. Bankruptcy Code (Bankr. W.D. Wis. Case No. 24-12061) on Oct. 11, 2024. In the petition filed by Steve Anastasi, as CEO, the Debtor reports estimated assets and liabilities between $1 million and $10 million each. The Honorable Bankruptcy Judge Catherine J. Furay handles the case. The Debtor is represented by Justin M. Mertz, Esq. at Michael Best & Friedrich LLP. EGZIT CORPORATION: Gets OK to Use Cash Collateral Until Feb. 7 -------------------------------------------------------------- Egzit Corporation received interim approval from the U.S. Bankruptcy Court for the Northern District of Illinois to use cash collateral until Feb. 7, marking the fourth extension since the company's Chapter 11 filing. The fourth interim order signed by Judge Deborah Thorne authorized the company to use cash collateral in accordance with its budget, which outlines the company's projected monthly operational costs of $202,490. The next hearing is set for Feb. 5. About Egzit Corporation Egzit Corporation is a provider of general freight trucking services in Darien, Ill. Egzit Corporation filed Chapter 11 petition (Bankr. N.D. Ill. Case No. 24-13990) on Sept. 20, 2024, with $1 million to $10 million in both assets and liabilities. Neema Varghese of NV Consulting Services serves as Subchapter V trustee. Judge Deborah L. Thorne oversees the case. The Debtor is represented by: Peter C. Nabhani, Esq. Law Office Of Peter C. Nabhani Tel: 312-219-9149 Email: pcnabhani@gmail.com EMERALD X: S&P Rates New $110MM Revolving Credit Facility 'B+' -------------------------------------------------------------- S&P Global Ratings assigned its 'B+' issue-level rating and '3' recovery rating to Emerald X Inc.'s proposed $110 million revolving credit facility due 2030 and $415 million term loan due 2032. The '3' recovery rating indicates our expectation of meaningful (50%-70%; rounded estimate: 65%) recovery for lenders in the event of a payment default. Emerald plans to use the proceeds to refinance the existing debt. The proposed transaction will improve the company's maturity profile and is credit neutral because the outstanding debt will not materially increase. S&P said, "Our 'B+' issuer credit rating and stable outlook on Emerald reflect our expectation that the company will report revenue growth of 4%-6% in 2024 and 2025 from organic growth and contributions from acquisitions, partially offset by discontinued events. We forecast the company's S&P Global Ratings-adjusted EBITDA margins to be about 26% in 2024 and expand by 200-300 basis points in 2025 from cost savings and operational efficiencies. As a result, we project the company to have adjusted leverage of about 4.3x at the end of 2024 and 3.7x in 2025." ISSUE RATINGS--RECOVERY ANALYSIS Key analytical factors -- S&P's hypothetical default scenario contemplates a default occurring in 2029, most likely due to a significant deterioration in the trade show segment's operating performance stemming from a weak economy; a sharp falloff in business travel; increased competition; unforeseen industry shifts, especially in the company's key general merchandise and outdoor retail end markets; large shareholder distributions that curtail liquidity and hamper the company's debt prepayments; and financial pressures linked to underperforming debt-financed acquisitions at high multiples. -- S&P expects that Emerald would reorganize in the event of a default, given its view that it would still have a good market position in its end markets. -- Emerald's new capital structure will comprise a $110 million senior secured revolving credit facility due in 2030 and a $415 million senior secured term loan due in 2032. -- Emerald X Inc. is the borrower of the debt and its secured credit facilities are guaranteed by its material domestic subsidiaries and secured by substantially all of the subsidiaries' assets. S&P views the secured debt as senior to the company's unsecured debt, which doesn't benefit from the collateral liens. Simulated default assumptions -- Simulated year of default: 2029 -- Emergence EBITDA: About $57 million -- Distressed EBITDA multiple: 6.5x -- Emergence enterprise value: About $370 million -- The revolving credit facility is 85% drawn at default. Simplified waterfall -- Net enterprise value at default (after 5% administrative costs): About $352 million -- Senior secured debt claims: About $510 million --Recovery expectations: 50%-70% (rounded estimate: 65%) Note: All debt amounts include six months of prepetition interest. EMX ROYALTY: Buys Royalty Interest Over Hayasa's Urasar Project --------------------------------------------------------------- EMX Royalty Corporation announced the purchase of a 0.625% NSR royalty interest covering all minerals produced from the Urasar gold-copper project in northern Armenia, which is wholly owned and being advanced by Hayasa Metals Inc., formerly Fremont Gold Ltd. Further to a Joint Acquisition Agreement between EMX and Franco-Nevada Corporation entered into in 2023, Franco has also acquired a 0.625% NSR royalty. Commercial Terms Overview. EMX and Franco will pay Hayasa a combined US$1 million (with EMX contributing US$450,000 and Franco contributing US$550,000 in accordance with the terms of the Joint Acquisition Agreement) in exchange for: * A 1.25% NSR royalty interest to be shared evenly between EMX and Franco (i.e. each company will receive a 0.625% NSR royalty interest) that covers the Urasar project licenses and a surrounding area of interest; and * 500,000 share purchase warrants, which can be exercised on a one-for-one basis for common shares of Hayasa within 18 months at a strike price of C$0.22 per share (EMX and Franco will each receive 250,000 of the share purchase warrants). As part of the transaction, EMX and Franco will have a right of first refusal in respect of any royalty, stream or similar interest on Urasar. Overview of the Urasar Project. The Urasar gold-copper project was acquired by Hayasa in 2023 by direct acquisition of an exploration license from the Armenian government following an assessment of the Tethyan Metallogenic Belt by Hayasa that was led by Dennis Moore. Mr. Moore is a well-known and accomplished explorer who is credited with the discoveries of the Tocantinzinho and Cuiu Cuiu gold deposits in Brazil. The Urasar project is positioned along a regional structural zone that juxtaposes an older package of ophiolitic rocks with younger volcanic and volcaniclastic rocks. Gold and copper mineralization are localized along the contact zones throughout the Urasar exploration license and elsewhere in the region. Urasar saw historic copper production by the French during World War I and was later explored by the Soviets in the 1920's, 1930's and 1950's. Several Soviet era resources were defined (in accordance with the Soviet reporting systems at the time), but virtually no work has been completed since. The styles of mineralization at Urasar bear resemblance to the styles of mineralization in the Sokt gold deposit, the largest developed gold deposit in Armenia. Further information on the project is summarized on Hayasa's website. Armenia has seen recent exploration and development efforts by other western companies, including Orion Mine Finance and Osisko Gold Royalties, who are working to develop the Amulsar gold project in southern Armenia. In addition to its modern mining code and favorable fiscal regime, Armenia currently has over ten active metals mines, and mining is a significant contributor to its GDP. EMX believes that Urasar has potential to become a significant discovery based upon the historical work done on the property, new surface geochemical and geophysical data collected by Hayasa, and overall geological characteristics. The royalty acquisition at Urasar represents the first co-investment between EMX and Franco as part of their Joint Acquisition Agreement. About EMX EMX Royalty Corporation -- https://emxroyalty.com/ -- is a precious and base metals royalty company. EMX's investors are provided with discovery, development, and commodity price optionality while limiting exposure to risks inherent to operating companies. The Company's common shares are listed on the NYSE American Exchange and TSX Venture Exchange under the symbol "EMX." Vancouver, Canada-based Davidson & Company LLP, the Company's auditor since 2002, issued a "going concern" qualification in its report dated March 21, 2024, citing that the Company has a working capital deficiency that raises substantial doubt about its ability to continue as a going concern. For the year ended December 31, 2023, the Company reported a net loss of $4.63 million, compared to a net income of $3.35 million for the same period in 2022. As of September 30, 2024, EMX had $156.5 million in total assets, $39.1 million in total liabilities, and $117.4 million in total shareholders' equity. ETHEMA HEALTH: Authorized to Increase Preferred Shares to 30MM -------------------------------------------------------------- On January 9, 2025, certain stockholders of Ethema Health Corporation took action by written consent, the Company disclosed in a Form 8-K filing with the U.S. Securities and Exchange Commission. As of such date, the Majority Stockholders held of approximately 53.3% of the total voting power of the stockholders of the Company (including holders of a majority of the voting power of the outstanding common stock and a majority of the voting power of the outstanding Series A Preferred Stock voting as a separate class). The Written Consent provided that the Company is authorized to: (1) adopt amended and restated Articles of Incorporation to effect an increase in the number of authorized shares of Preferred Stock, par value $0.01 per share from Ten Million (10,400,000) shares, of which Ten Million (10,000,000) have been designated as Series A Preferred Stock, and Four Hundred Thousand (400,000) have been designated as Series B Preferred Stock and are no longer outstanding, to Thirty Million (30,000,000) shares of Preferred Stock, (2) amend the Articles of Incorporation to effect a reverse stock split of the Company's issued and outstanding shares of common stock at a ratio of 1-for-1,000 to 1-for-5,000, with the ratio within such Range to be determined at the discretion of the Company's Board of Directors, subject to the authority of the Board of Directors to abandon such amendment; and (3) amend the Articles of Incorporation to delete Article XIII thereof, entitled "Voting of Shareholders," which requires the vote or concurrence of the holders of a majority of the outstanding shares of the Company entitled to vote thereon to approve any action by the Company's stockholders. About Ethema Health Headquartered in West Palm Beach, Florida, Ethema Health Corporation -- http://www.ethemahealth.com/-- operates in the behavioral healthcare space, specifically in the treatment of substance use disorders. New York, N.Y.-based RBSM LLP, the Company's auditor since 2023, issued a "going concern" qualification in its report dated May 7, 2024, citing that the Company has suffered recurring losses from operations, generated negative cash flows from operating activities, has an accumulated deficit, and has stated that substantial doubt exists about the Company's ability to continue as a going concern. FINEST COACHBUILDING: Unsecureds Will Get 5% to 13% of Claims ------------------------------------------------------------- Finest Coachbuilding Group LLC filed with the U.S. Bankruptcy Court for the District of Delaware a Subchapter V Plan of Reorganization dated January 8, 2025. The Debtor collaborates with its network of top-of-industry vendors to help build limited runs of ultra-exclusive bespoke vehicles through partnerships with original equipment manufacturers. The Debtor was co-founded in 2020 by Jenson Button, Ant Anstead, and Izzy Roa, and they remain involved in the Debtor to this day. Jenson Button leads driving dynamics, 2 Ant Anstead is the Debtor's CEO and assists with engineering and the build of the vehicles, and Izzy Roa serves as the Debtor's CBO, in charge of marketing, PR, and branding. The Debtor's business is inspired by the impressive coachbuilding legacy of "Radford Motors." "Radford Motors" was founded in 1948 by Harold Radford. The Plan is a plan of reorganization. Following confirmation of the Plan, the Reorganized Debtor will continue to operate its business, building exclusive bespoke vehicles and generating revenues. The Plan provides up to $1,850,000 in new cash in the form of a line of credit the Reorganized Debtor can access as of the Effective Date as needed to fund operations (the "Exit LOC"). The net cash flow from the Reorganized Debtor's post-confirmation operations, plus proceeds from the Exit LOC, will be used to make the payments required by the Plan to the Holders of Allowed Claims. As provided in the Plan, the Holders of Allowed Secured Claims will be paid in full the allowed amount of such Claims. The Holders of Allowed General Unsecured Claims will receive a pro rata distribution from the GUC Payment Amount of $250,000. The Distributions to the Holders of Allowed General Unsecured Claims will be completed within five years after the Effective Date. The GUC Payment Amount far exceeds the Reorganized Debtor's projected disposable income over the five-year Plan term. Class 3 consists of General Unsecured Trade Claims. The allowed unsecured claims total $1,955,089.17. This Class will receive a distribution of 5% to 13% of their allowed claims. On each Quarterly Distribution Date beginning on the Payment Commencement Date and continuing each calendar quarter thereafter until the GUC Payment Amount has been fully distributed under the Plan, each holder of an Allowed General Unsecured Trade Claim shall receive, in full settlement and satisfaction of such Allowed General Unsecured Trade Claim, a pro rata Distribution from the GUC Payment Amount available as of such Quarterly Distribution Date with the Holders of Allowed Unsecured Claims in Classes 4 and 5. Upon the Reorganized Debtor fully funding the GUC Payment Amount in the aggregate amount of $250,000 (for Classes 3, 4, and 5), no further Distributions will be made under the Plan. The Reorganized Debtor shall have the right to prepay the GUC Payment Amount in full at any time and the Reorganized Debtor shall fund the GUC Payment Amount as provided in the Plan in full by no later than the Plan Term End Date. Class 4 consists of the Unsecured Claims of Pastor Velasco. The allowed unsecured claims total $2,076,721.67. This Class will receive a distribution of 5% of their allowed claims. On each Quarterly Distribution Date beginning on the Payment Commencement Date and continuing each calendar quarter thereafter until the GUC Payment Amount has been fully distributed under the Plan, Velasco will receive, in full settlement and satisfaction of any Allowed General Unsecured Claims, a pro rata Distribution from the GUC Payment Amount available as of such Quarterly Distribution Date with the Holders of Allowed Unsecured Claims in Classes 3 and 5. Upon the Reorganized Debtor fully funding the GUC Payment Amount in the aggregate amount of $250,000 (for Classes 3, 4, and 5), no further Distributions will be made under the Plan. The Reorganized Debtor shall have the right to prepay the GUC Payment Amount in full at any time and the Reorganized Debtor shall fund the GUC Payment Amount in full as provided in the Plan by no later than the Plan Term End Date. Pending the Litigation Resolution Date, any Distribution otherwise payable to Velasco on account of his asserted General Unsecured Claims shall be reserved in a segregated disputed claim reserve account of the Disbursing Agent in accordance with Section 2.3.C. below (the "Velasco GUC Reserve Funds"). Class 5 consists of the Unsecured Claims of the Behle Parties. The allowed unsecured claims total $272,021.96. This Class will receive a distribution of 5% of their allowed claims. On each Quarterly Distribution Date beginning on the Payment Commencement Date and continuing each calendar quarter thereafter until the GUC Payment Amount has been fully distributed under the Plan, a Behle Party will receive, in full settlement and satisfaction of any Allowed General Unsecured Claim held by such Behle Party, a pro rata Distribution from the GUC Payment Amount available as of such Quarterly Distribution Date with the Holders of Allowed Unsecured Claims in Classes 3 and 4. Upon the Reorganized Debtor fully funding the GUC Payment Amount in the aggregate amount of $250,000 (for Classes 3, 4, and 5), no further Distributions will be made under the Plan. The Reorganized Debtor shall have the right to prepay the GUC Payment Amount in full at any time and the Reorganized Debtor shall fund the GUC Payment Amount in full as provided in the Plan by no later than the Plan Term End Date. Pending the Behle Litigation Resolution Date, any Distribution otherwise payable to Behle or the Behle Firm shall be reserved in a segregated disputed claim reserve account of the Disbursing Agent (the "Behle Reserve Funds"). Behle and the Behle Firm will be paid under the Plan only if and to the extent that, upon the Behle Litigation Resolution Date, Behle or the Behle Firm, as the case may be, holds an Allowed Unsecured Claim. Upon the Effective Date, all Interests in the Debtor and Reorganized Debtor are extinguished, and Holders of such Interests shall receive no Distributions under the Plan on account of such Interests. The Distributions on account of Allowed Claims under the Plan will be funded from two sources as follows: (1) the net cash flow generated by the Reorganized Debtor's operations after the Effective Date; and (2) the proceeds of the Exit LOC. Except as explicitly set forth in this Plan, all Cash generated from the operation of the Debtor prior to the Effective Date will be retained by the Reorganized Debtor. Under the Plan, the Holders of Allowed General Unsecured Claims will receive a pro rata share of $250,000 (the "GUC Payment Amount"). The Reorganized Debtor will distribute to the Disbursing Agent the GUC Payment Amount in twenty equal quarterly payments of $12,500 (each, a "Quarterly Payment") as follows: Beginning on the fifteenth calendar day of the first full calendar quarter after the Effective Date and continuing on the fifteenth calendar day of each calendar quarter thereafter until the GUC Payment Amount is fully funded, the Reorganized Debtor will make a Quarterly Payment to the Disbursing Agent. The Disbursing Agent shall distribute the Quarterly Payments to the Holders of Allowed General Unsecured Claims in accordance with the treatment for such Claims in the Plan. A full-text copy of the Subchapter V Plan dated January 8, 2025 is available at https://urlcurt.com/u?l=byQSta from PacerMonitor.com at no charge. Counsel to the Debtor: Robert S Marticell, Esq. Thomas J. Francella, Jr., Esq. Mark W. Eckard, Esq. Mark S. Melickian, Esq. Michael L. Simon, Esq. Raines Feldman Littrell LLP 1900 Avenue of the Stars, 19th Floor Los Angeles, CA 90067 Telephone: (310) 440-4100 Emails: tfrancella@raineslaw.com meckard@raineslaw.com rmarticello @raineslaw.com mmelickian@raineslaw.com msimon@raineslaw.com About Finest Coachbuilding Group Finest Coachbuilding Group LLC, doing business as Radford Motors, specializes in the creation of bespoke, luxury vehicles. Finest Coachbuilding Group sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Del. Case No. 24-12327) on October 10, 2024, with $1 million to $10 million in both assets and liabilities. Daniel Bednarski, chief financial officer and chief operating officer, signed the petition. Judge John T. Dorsey handles the case. The Debtor is represented by Thomas J. Francella, Jr., Esq. at Raines Feldman Littrell, LLP. FRANCHISE GROUP: US Trustee Challenges Willkie Farr Engagement -------------------------------------------------------------- Emily Lever of Law360 Bankruptcy Authority reports that the U.S. Trustee's Office has objected to Willkie Farr & Gallagher LLP serving as co-counsel for Franchise Group Inc. in its Chapter 11 case, arguing that the firm previously advised the former CEO and affiliates on transactions that led to the company's financial troubles. 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. FULTON MERCER: Unsecureds to Get Share of Income for 5 Years ------------------------------------------------------------ Fulton Mercer Corporation filed with the U.S. Bankruptcy Court for the Western District of Texas an Amended Chapter 11 Plan dated January 9, 2025. Heritage Funeral Homes and Crematory, with operations in San Saba, Brady, and Menard, was acquired by the Debtor in January 2020. In 2022, it purchased the remainder of Heritage's operations in Lampasas and Brownwood. Since then, it has been operating all 5 locations under the Fulton Mercer Corporation name. Heritage provides funeral planning, funeral and crematory services, and flower sales to the general public. FMC is owned and operated by Dr. Jason Fulton and Dr. James W. Mercer. As with many other businesses, the COVID-19 pandemic posed significant financial obstacles for the Debtor, resulting in decreased income. Additionally, an employee failed to properly pay for casket purchases, resulting in a $100,000 shortfall. Finally, delays in receipt of significant tax refunds due FMC also contributed to the financial challenges that ultimately led to FMC's decision to file for bankruptcy. The Debtor's scheduled Assets are 11 parcels of improved and unimproved real property. The real property, with a cumulative value of $4,186,010.00, shall be referred to collectively herein as the "Real Property". The motor vehicles, with a cumulative value of $222,640.00, shall be referred to collectively herein as the "Motor Vehicles". The cash on hand, collectible accounts receivable, inventory, of furniture, fixtures, and equipment, and IR credit, with a cumulative value of $132,327.33, shall referred to collectively herein as the "Blanket Assets." The Debtor will, within one year of the Confirmation Date, sell the Debtor and/or such of the Debtor's assets that all allowed claims may be paid in full as provided for herein on or before the one-year anniversary of the Effective Date. Such sale shall be referred to herein as "The Sale." Class C-1 consists of all allowed general unsecured claims against the Debtor, including any unsecured portion of any secured claims in Classes B-1 through B-19, with the exception of the claims of Larry Meadows, Esq., and William Itza Hernandez. All Class C-1 claims shall be paid their pro rata share of the Debtor's projected disposable income over the next five-year period without interest. The Debtor shall make payments to the Class C-1 creditors on a quarterly basis based on the Debtor's attached projected disposable income. The pro rata share of the claimed amount of any Unsecured Claims which are then subject to objections as to which a Final Order has not been entered shall be deposited in an interest bearing bank account until a Final Order is entered. When Final Orders are entered disallowing or allowing and liquidating all Class C-1 Unsecured Claims, the remaining funds in the bank account shall be distributed to the holders of all Class C-1 claims pro rata. This class is impaired. Class C-2 consists of the Unsecured Claims of Larry Meadows, Esq. (Proof of Claim 15 for $250,000.00) and Larry Itza Hernandez (Proof of Claim 24 for $250,935.50). Should the Debtor's insurance coverage be sufficient to pay these claims (or such amount of each such claim that shall be found to be due), no funds shall be paid on such claim other than through such insurance coverage. Should the Debtor's insurance coverage be insufficient to pay these claims (or such amount of each such claim that shall be found to be due), it shall be paid pro rata as part of Class C-1. Class C-3 consists of the Unsecured Claim of Jason Fulton ("Insider"). Class C-3 creditors shall be paid in full in such amounts and under such terms as may be agreed to between the Debtor and Insiders only after all payments required to be made to the Class C-1 creditors have been completed. No payments for pre petition Insider claims shall be made by the Debtor until all payments required to be made to the Class C-1 creditors have been completed. This class is impaired but may not vote on the Plan. Class D-1 consists of the membership interest holders of the Debtor, which includes Jason Fulton and James Mercer. All members of the Debtor shall retain their membership interests in the Debtor upon confirmation of the Plan. Jason Fulton shall remain the president of the Debtor and be entitled to payment of a salary for his position as president. The members will not receive distributions from the Debtor until all payments have been made to the Class C-1 creditors. Funds for implementation of the Plan will be derived from the sale all the Debtor's assets and business operations. The Debtor has engaged the services of a business broker, Johnson Consulting Group for the purposes of marketing and selling some or all of the Debtor's assets and business operations. A full-text copy of the Amended Chapter 11 Plan dated January 9, 2025 is available at https://urlcurt.com/u?l=q2SbRV from PacerMonitor.com at no charge. Counsel to the Debtor: Brett Weiss, Esq. The Weiss Law Group, LLC 8843 Greenbelt Road, Box 299 Greenbelt, MD 20770 Tel: (301) 924-4400 Fax: (240) 627-4186 Email:brett@BankruptcyLawMaryland.com Amy Wilburn, Esq. GRAVIS LAW, PLLC 7350 Cirque Dr W University Place, WA 98467 Phone: (253) 525-5714 Email: awilburn@gravislaw.com About Fulton Mercer Corporation Fulton Mercer Corporation, a provider of death care services, sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. W.D. Tex. Case No. 23-10590) on Aug. 1, 2023. In the petition signed by Jason Wayne Fulton, president, the Debtor disclosed up to $10 million in both assets and liabilities. The Debtors tapped Amy Wilburn, Esq., at Lincoln Goldfinch Law as counsel and Joshua Ray, CPA, at Ray CPA as accountant. GALLERIA OF ST. MATTHEWS: Unsecureds to Split $50K in Plan ---------------------------------------------------------- Galleria of St. Matthews, LLC, filed with the U.S. Bankruptcy Court for the Western District of Kentucky a Second Amended Chapter 11 Plan of Liquidation dated January 9, 2025. The Debtor is Galleria of St. Matthews, LLC, a limited liability company organized under the laws of the Commonwealth of Kentucky. Class 3 consists of Allowed Unsecured Claims. On the later of (i) April 30, 2025, or (ii) the date that is sixty days after the Effective Date, the Debtor will distribute a cumulative total of $50,000.00 cash, Pro Rata, among holders of Class 3 Claims. Thereafter, holders of Class 3 Claims will receive additional distributions on account of their respective Class 3 Claims only if Debtor's assignee collects on the Estate's civil claims in litigation against Nationwide Mutual Insurance; Koppers Performance Chemicals, Inc.; Koppers, Inc.; Osmose, Inc.; and Prudential Heating & Air Conditioning Co., Inc. If Debtor's assignee recovers any funds from said litigation, whether by collection on an enforceable judgment, settlement, or any other means, the disbursing agent shall distribute among holders of Class 3 Claims the lesser of (i) the remaining balance of the respective claimant's Allowed Unsecured Claim following the Pro Rata payment received pursuant to the preceding paragraph, without any interest accrued postpetition; or (ii) the Pro Rata share of 50% of the assignee's recovery after deducting for payment of attorney's fees and other litigation costs incurred in the civil litigation. The holder of the Class 4 Interests in the Debtor shall retain its pre-petition Interests as of the Effective Date. Nothing in this Plan shall be deemed to be a determination of any dispute concerning any individual's or entity's ownership of, beneficiary interest in, or right to receive property from the Estate of Enrique Rodulfo Pantoja. During the pendency of the Bankruptcy Case, Debtor sold its real property known as 4101-4127 Oechsli Avenue free of liens and other interests to Kaden Management Company Inc. ("Buyer") pursuant to order of this Court entered on May 18, 2021 (the "Sale Order"). Debtor and Buyer remain bound by the Sale Order. Upon the Effective Date, the Debtor shall (1) transfer the remaining balance of the Debtor's cash after payment of Allowed Administrative Claims, the Class 2A Claim, and reservation of the amount necessary to fund the required cash distribution to holders of Class 3 Claims, and (2) execute an assignment of the Estate's civil claims in litigation against Nationwide Mutual Insurance; Koppers Performance Chemicals, Inc.; Koppers, Inc.; Osmose, Inc.; and Prudential Heating & Air Conditioning Co., Inc. to the Estate of Enrique Rodulfo Pantoja. The Estate of Enrique Rodulfo Pantoja shall move within ninety days of the transfer to substitute itself into the litigation to the extent necessary and required by law. A full-text copy of the Second Amended Liquidating Plan dated January 9, 2025 is available at https://urlcurt.com/u?l=1ZOm42 from PacerMonitor.com at no charge. Counsel for the Debtor: Charity S. Bird, Esq. Tyler R. Yeager, Esq. Kaplan Johnson Abate & Bird LLP 710 West Main St., 4th Floor Louisville, Kentucky 40202 Telephone: (502) 416-1630 Email: cbird@kaplanjohnsonlaw.com Email: tyeager@kaplanjohnsonlaw.com About Galleria of St. Matthews Galleria of St. Matthews, LLC is a single asset real estate debtor (as defined in 11 U.S.C. Section 101(51B)). It is the owner of a fee simple title to a property located at 4101-4127 Oechsli Ave., Louisville, Ky., valued at $1.75 million. Galleria of St. Matthews sought protection under Chapter 11 of the Bankruptcy Code (Bankr. W.D. Ky. Case No. 21-30360) on February 19, 2021. Enrique L. Pantoja, the manager, signed the petition. In the petition, the Debtor disclosed total assets of $1,817,376 and total liabilities of $4,024,374. Judge Charles R. Merrill oversees the case. Kaplan Johnson Abate & Bird, LLP, and Duncan Galloway Egan Greenwald, PLLC serve as Debtor's bankruptcy counsel and special counsel. GOL LINHAS: Unveils New Five-Year Plan Prior Chapter 11 Exit ------------------------------------------------------------ Reuters reports that Gol, the Brazilian airline, introduced a revised five-year strategic plan as it moves toward exiting Chapter 11 bankruptcy, indicating that the new projections will serve as a framework for its reorganization. According to a securities filing, Gol expects to emerge from Chapter 11 by May and anticipates substantial improvements in its net leverage as it rebuilds its network and reaches "normal levels" of core earnings by next year. The airline, one of Brazil's largest, filed for Chapter 11 in early 2024 due to mounting debt, a decline in traffic caused by the COVID-19 pandemic, and delays in aircraft deliveries from Boeing (BA.N). "We have secured lessor concessions, addressed maintenance and overdue liabilities, initiated a profit improvement plan, and reached key stakeholder agreements," said Gol's CEO, Celso Ferrer. "These actions, once implemented through the reorganization plan, will significantly reduce Gol's debt burden." According to Reuters, Gol's five-year plan assumes the successful completion of a $330 million capital raise as part of its Chapter 11 exit, along with $1.54 billion in exit debt. The airline warned that this will lead to "significant dilution" of its existing shares. The company expects its net leverage, measured by the net debt/EBITDA ratio, to be 6.1 at the time of its Chapter 11 exit, but it projects a rapid decline to 2.7 by the end of 2027 and 1.9 by the end of 2029. As part of the five-year plan, Gol anticipates expanding its fleet to 167 aircraft by 2029, up from 137 this year. The airline exclusively operates Boeing 737 jets and is replacing older models with new 737 MAX aircraft. Gol holds about 30% of Brazil's domestic market share and remains a leading player in the country's airline industry, alongside Azul, the report states. About Gol Linhas GOL Linhas Aereas Inteligentes S.A. provides scheduled and non-scheduled air transportation services for passengers and cargo; and maintenance services for aircraft and components in Brazil and internationally. The company offers Smiles, a frequent-flyerprogram to approximately 20.5 million members, allowing clients to accumulate and redeem miles. It operates a fleet of 146 Boeing 737 aircraft with 674 daily flights. The company was founded in 2000 and is headquartered in Sao Paulo, Brazil. GOL Linhas Aereas Inteligentes S.A. and its affiliates and its subsidiaries voluntarily filed for Chapter 11 protection (Bankr. S.D.N.Y. Lead Case No. 24-10118) on Jan. 25, 2024. GOL Linhas estimated $1 billion to $10 billion in assets as of the bankruptcy filing. The Debtors tapped Milbank Llp as counsel, Seabury Securities LLC as restructuring advisor, financial advisor and investment banker, Alixpartners, LLP, as financial advisor, and HUGHES Hubbard & Reed LLP as aviation related counsel. Kroll Restructuring Administration LLC is the claims agent. GREENWAVE TECHNOLOGY: Cancels Special Meeting of Stockholders ------------------------------------------------------------- Greenwave Technology Solutions, Inc. announced January 8 that it has decided to cancel the January 2025 Special Meeting of Stockholders previously scheduled for Jan. 10, 2025. No further details were provided. About Greenwave As an operator of 13 metal recycling facilities, Greenwave Technology Solutions, Inc. (Nasdaq: GWAV) supplies leading steel mills and industrial conglomerates with ferrous and non-ferrous metal. With steel being one of the most recycled materials worldwide, Greenwave supplies the raw metal utilized in critical infrastructure projects and U.S. warships vital to American national security interests. Headquartered in Chesapeake, VA, the Company has 167 employees with metal recycling operations across Virginia, North Carolina, and Ohio. For detailed financials and updates, visit www.GWAV.com. New York, NY-based RBSM LLP, the Company's auditor since 2017, issued a "going concern" qualification in its report dated April 16, 2024. The report emphasizes that Greenwave has net loss, has generated negative cash flows from operating activities, has an accumulated deficit and has stated that substantial doubt exists about Company's ability to continue as a going concern. GRITSTONE BIO: Creditors Seek to Dismiss Hercules' Secured Claim ---------------------------------------------------------------- James Nani of Bloomberg Law reports that the unsecured creditors of bankrupt vaccine maker Gritstone Bio Inc. have asked a federal court to rule that any remaining secured claims held by its venture-debt provider, Hercules Capital Inc., are without value. In a filing with the U.S. Bankruptcy Court for the District of Delaware on January 13, Gritstone's unsecured creditor committee argued that Hercules' claim is invalid, as the company has no remaining assets that can be classified as secured collateral under the terms of their 2022 loan agreement. The committee also stated that if Hercules' claim is upheld, it should be treated as unsecured, the report relates. About Gritstone bio Inc. Gritstone bio is developing next-generation vaccines for cancer and infectious disease. Gritstone's approach seeks to generate potent and durable immune responses by leveraging insights into the immune system's ability to recognize and destroy diseased ells by targeting select antigens. Gritstone bio Inc. sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Del. Case No. 24-12305) on October 10, 2024. In the petition filed by Celia Economides, chief financial officer, the Debtor reports total assets as of August 31, 2024 amounting to $124,885,479 and total debts as of August 31, 2024 amounting to $40,000,000. The Honorable Bankruptcy Judge Karen B. Owens handles the case. The Debtor tapped Pachulski Stang Ziehl & Jones LLP as bankruptcy counsel; Pricewaterhousecoopers LLP as financial advisor; and Raymond James & Associates, Inc., as investment banker. Fenwick & West LLP is the corporate counsel. The U.S. Trustee appointed an official committee of unsecured creditors appointed in this Chapter 11 case. The committee tapped ArentFox Schiff LLP as counsel, Potter Anderson & Corroon LLP as Delaware counsel, and FTI Consulting, Inc. as financial advisor. GROOMORE INC: Jeffrey Schwendeman Named Subchapter V Trustee ------------------------------------------------------------ The U.S. Trustee for Regions 3 and 9 appointed Jeffrey Schwendeman of RPA Advisors, LLC as Subchapter V trustee for GrooMore Inc. Mr. Schwendeman will charge $425 per hour for his services as Subchapter V trustee and will seek reimbursement for work-related expenses incurred. Mr. Schwendeman declared that he is a disinterested person according to Section 101(14) of the Bankruptcy Code. The Subchapter V trustee can be reached at: Jeffrey Schwendeman RPA Advisors, LLC 45 Eisenhower Drive Paramus, NJ 07652 (201) 527-6661 Email: jschwendeman@rpaadvisors.com About GrooMore Inc. GrooMore Inc., a company based in Atlanta, Ga., operates a cloud-based pet grooming software platform providing scheduling, payment processing, and business management solutions for pet grooming businesses. GrooMore sought relief under Subchapter V of Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Del. Case No. 25-10018) on January 9, 2025. In its petition, the Debtor reported assets between $100,000 and $500,000 and estimated liabilities between $500,000 and $1 million. Joseph C. Barsalona II, Esq., at Pashman Stein Walder Hayden, P.C. represents the Debtor as legal counsel. H-FOOD HOLDINGS: Unsecureds Will Get 6% of Claims in Plan --------------------------------------------------------- H-Food Holdings, LLC, and Its Affiliated Debtors submitted a Disclosure Statement for the Amended Joint Chapter 11 Plan of Reorganization dated January 10, 2025. Pursuant to the Restructuring Support Agreement, the Plan is currently supported by the Debtors and certain Consenting Stakeholders that have executed the Restructuring Support Agreement, including holders of approximately 93.7% of the First Lien Claims, 100% of the Second Lien Term Loan Claims, 79.3% of the Senior Unsecured Notes Claims, and the Sponsors. In parallel with the plan solicitation process, the Debtors intend to commence the subscription process for the Equity Rights Offering contemplated by the Plan. The Debtors will consummate a backstopped Equity Rights Offering providing for subscription rights to purchase $200 million of the Reorganized Equity valued at a 35% discount (measured on a pro forma basis for the proceeds from the Equity Rights Offering) to the "stipulated equity value" of $470.0 million and otherwise in accordance with the Restructuring Support Agreement, the Equity Rights Offering Backstop Commitment Agreement and Equity Rights Offering Procedures. As set forth in the Plan, the Restructuring Support Agreement, the Equity Rights Offering Backstop Commitment Agreement, and the Equity Rights Offering Procedures, (i) holders of Allowed First Lien Claims (including the Equity Rights Offering Holdback Parties and the Equity Rights Offering Backstop Parties) who are Eligible Offerees will be offered Subscription Rights entitling them to subscribe for and purchase their Pro Rata portion of shares of Reorganized Equity in the Equity Rights Offering in an aggregate amount equal to 65% of the Equity Rights Offering Amount (exclusive of the Equity Rights Offering Backstop Premium) and (ii) the Equity Rights Offering Holdback Parties will agree to purchase (based on the respective amounts and percentages applicable thereto as set forth in the Equity Rights Offering Backstop Commitment Agreement) their respective portion of shares of Reorganized Equity in the Equity Rights Offering in an aggregate amount equal to 35% of the Equity Rights Offering Amount (exclusive of the Equity Rights Offering Backstop Premium) (such amount, the "Holdback Rights Offering Amount" and, such aggregate number of Equity Rights Offering Shares to be purchased on account of the Holdback Rights Offering Amount, the "Direct Investment Shares"). The Equity Rights Offering will be offered in the Equity Rights Offering for Cash, provided that any holders of Allowed First Lien Claims who are DIP Lenders will be entitled to utilize all or a portion of their DIP Claims (including both the funded amount and the amount of any accrued and unpaid interest, premiums and fees (other than expenses and professional fees)) as consideration in exchange for the Equity Rights Offering Shares in the Equity Rights Offering. Class 5 consists of Senior Unsecured Notes Claims. Except to the extent that a Holder of an Allowed Senior Unsecured Notes Claim agrees to a less favorable treatment of such Claim, each Holder of a Senior Unsecured Notes Claim (or its designated Affiliate, managed fund or account or other designee) shall receive, in full and final satisfaction, settlement, release, and discharge of such Claim, on the Plan Effective Date: (i) if Class 5 votes to accept the Plan, its Pro Rata share of 100% of the Senior Unsecured Notes Cash Recovery; provided, that if the aggregate amount of UCC Fees exceeds the UCC Fees Threshold, the Senior Unsecured Notes Cash Recovery shall be reduced on a ratable basis (determined based on the Senior Unsecured Notes Cash Recovery divided by the total Unsecured Claims Cash Recovery) with the Cash recovery provided to (or would have been provided had such Class voted to accept the Plan) and on account of Second Lien Term Loan Claims and General Unsecured Claims until the aggregate amount of UCC Fees exceeds $25 million, after which no further deduction shall apply. The amount of claim in this Class total $364,131,250 plus fees, expenses, and other amounts arising and payable under and in accordance with the Senior Unsecured Notes Documents, to the extent permitted by the Bankruptcy Code. This Class will receive a distribution of 6% of their allowed claims. Class 6 consists of General Unsecured Claims. Except to the extent that a Holder of an Allowed General Unsecured Claim agrees to a less favorable treatment of such Claim, each Holder of a General Unsecured Claim (or its designated Affiliate, managed fund or account or other designee) shall receive, in full and final satisfaction, settlement, release, and discharge of such Claim, on the Plan Effective Date: (i) if Class 6 votes to accept the Plan, the lower of: (1) its Pro Rata share of 100% of the General Unsecured Claims Cash Recovery; and (2) Cash in an amount equal to 6.0% of such Allowed General Unsecured Claim; provided, that if the aggregate amount of UCC Fees exceeds the UCC Fee Threshold, the General Unsecured Claims Cash Recovery shall be reduced on a ratable basis (determined based on the General Unsecured Claims Cash Recovery divided by the total Unsecured Claims Cash Recovery) with the Cash recovery provided to (or would have been provided had such Class voted to accept the Plan) and on account of Second Lien Term Loan Claims and Senior Unsecured Notes Claims until the aggregate amount of UCC Fees exceeds $25 million, after which no further deduction shall apply. Class 6 will receive a distribution of 6% of their allowed claims. The Reorganized Company shall fund distributions under the Plan with (i) cash on hand, (ii) the issuance of the Reorganized Equity, (iii) proceeds of the Equity Rights Offering, (iv) the Exit First Lien Term Loans, and (v) the Exit Revolving Facility. A full-text copy of the Disclosure Statement dated January 10, 2025 is available at https://urlcurt.com/u?l=yBYvU0 from PacerMonitor.com at no charge. Proposed Co-Counsel to the Debtors: John F. Higgins, Esq. M. Shane Johnson, Esq. Jack M. Eiband, Esq. PORTER HEDGES LLP 1000 Main St., 36th Floor Houston, Texas 77002 Tel: (713) 226-6000 Fax: (713) 228-1331 Email: jhiggins@porterhedges.com sjohnson@porterhedges.com jeiband@porterhedges.com Co-Counsel to the Debtors: Ryan Preston Dahl, Esq. Matthew M. Roose, Esq. Natasha S. Hwangpo, Esq. ROPES & GRAY LLP 1211 Avenue of the Americas New York, New York 10036 Tel: (212) 596-9000 Fax: (212) 596-9090 E-mail: ryan.dahl@ropesgray.com matthew.roose@ropesgray.com natasha.hwangpo@ropesgray.com - and - Stephen L. Iacovo, Esq. ROPES & GRAY LLP 191 North Wacker Drive, 32nd Floor Chicago, Illinois 60606 Tel: (312) 845-1200 Fax: (312) 845-5500 E-mail: stephen.iacovo@ropesgray.com About H-Food Holdings H-Food Holdings, LLC, formerly known as Matterhorn Merger Sub, LLC, was founded in 2009 in Grand Rapids, Mich. The company and its affiliated debtors are a contract manufacturer of food products, producing and supplying, among other things, nutrition bars, frozen packaged foods, meal kits, snacks, sauces, refrigerated trays, overwrap, custom packaging solutions, and more to customers. As the largest food co-manufacturer in North America, the Debtors manufacture some of the most valued and recognizable brands, and the Debtors' key customers include many of the leading consumer packaged goods customers in North America. The Debtors filed Chapter 11 petitions (Bankr. S.D. Texas Lead Case No. 24-90586) on Nov. 22, 2024, listing $1 billion to $10 billion in both assets and liabilities. Robert M. Caruso, chief restructuring officer, signed the petitions. Judge Alfredo R. Perez presides over the cases. The Debtors tapped Ropes & Gray, LLP as general bankruptcy counsel; Porter Hedges, LLP as co-bankruptcy counsel; Evercore Group, LLC as investment banker; and Alvarez & Marsal North America, LLC as financial advisor. HAWTHORNE FOOD: Court OKs Continued Use of Cash Collateral ---------------------------------------------------------- Hawthorne Food Company received interim approval from the U.S. Bankruptcy Court for the District of Massachusetts to continue to use the cash collateral of its pre-bankruptcy secured lenders. The company requires the use of cash collateral for payroll expenses and payroll taxes. The interim order signed by Judge Janet Bostwick on Jan. 8 authorized the company to use the cash collateral of Newtek Small Business Finance, LLC and other lenders on the same terms and conditions set forth in her previous order dated Oct. 21, 2024. Newtek can be reached through its counsel: Lauren A. Solar, Esq. Hackett Feinberg P.C. 155 Federal Street, 9th Floor Boston, MA 02110 Tel: (617) 422-0200 Fax: (617) 422-0383 las@bostonbusinesslaw.com About Hawthorne Food Company Hawthorne Food Company sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Mass. Case No. 24-12096) on October 18, 2024, with $1 million to $10 million in assets and $10 million to $50 million in liabilities. William Deacon, chief executive officer of Hawthorne, signed the petition. Judge Janet E. Bostwick oversees the case. The Debtor tapped Ascendant Law Group, LLC as bankruptcy counsel and Wyse Advisors as financial advisor. Epiq Systems is the claims agent. HAWTHORNE FOOD: Seeks to Sell Direct-to-Consumer Business --------------------------------------------------------- Hawthorne Food Company asks permission from the U.S. Bankruptcy Court for the District of Massachusetts, Eastern Division, to sell its substantially all of its Assets in a private sale, free and clear of all liens, claims, interests, and encumbrances. The Debtor's Asserts are comprised of its direct-to-consumer business, including all inventory, equipment, domain name, website, social media channels and other digital and intellectual property assets and customer lists. The Debtor was founded in 2018 and operates under the name "Eastern Standard Provisions." The company produces products such as pretzels that use all-natural ingredients, blended sauces and gourmet flavored salts and sugars, enabling customers to enjoy a wide range of food products. The Debtor entered a Sale Agreement with Cold Chain, LLC, to purchase the Assets in the amount of $200,000.00 in cash payment at closing; a credit bid of approximately $200,000 predicated on the Buyer's post-petition warehouseman's line on certain of the Debtor's inventory currently at the Buyer's fulfilment center; and a bi-annual sharing of 10% of the Buyer's revenue derived from the Purchased Assets on an EBITDA-basis for the period through March 31, 2028. In conjunction with the proposed sale, the Debtor seeks Bid Procedures for soliciting qualified counteroffers for the Purchased Assets, establishing break-up fee provisions, and providing notice of the proposed Private Sale, set deadlines to object to the Private Sale, approve the Bidding Protections in favor of the Buyer, and schedule a date for a hearing on the Sale Motion. The Debtor further requests expedited consideration of the motion and respectfully requests for hearing on January 22, 2025 at 10:00 a.m. The Debtor says it has limited resources and restricted use of cash collateral and has dramatically scaled back its operations in an effort to get to an expedited sale of its assets and requests expedited consideration be granted in order to commence the noticing of the sale as soon as possible to afford creditors and potential interested parties with as much time as possible to respond to the proposed sale. The Debtor says it has experienced increasing financial difficulties for the past few years and has hired Wyse Advisors, LLC to assist in improving the Debtor's business operations. Despite significant work to reduce operational costs and streamline and enhance the Debtor's business platform in 2024, the Debtor continued to struggle to drive revenue. As of the Petition Date, the Debtor has approximately $14,855,508.90 in outstanding total funded debt obligations. In light of the circumstances, the Debtor believes the Bidding Procedures are an appropriate mechanism to maximize the value of the Debtor's assets. Additionally, the Debtor believes the Buyer is a financially sound buyer who will be able to obtain and operate the business post-sale and generate revenue through the business to make meaningful distributions to the various stakeholders in the Debtor's estate. The Bid Procedures provide that any initial offer for the Purchased Assets be in an amount of at least $25,000 more than the amount of the Buyer's total consideration (which the Debtor has determined to be $400,000 plus the value of the EBITDA Formula. A minimum initial overbid is necessary to ensure that there is an increase is the net proceeds received by the estate, after deducting amounts to be paid to the initial bidder in the event of a prevailing overbid, or that there is no adverse impact on the estate. The bid has value to the Debtor that is greater than or equal to the Total Consideration, plus the amount of the Bidding Protections plus $25,000.00. The Debtor must receive the bid in writing by the Bid Deadline, five days before Auction. If one or more timely Qualified Bids is received, the Debtor will conduct the Auction on February 5, 2025, at 10:00 a.m. at the offices of Ascendant Law Group, LLC, 2 Dundee Park Drive, Suite 2, Andover, Massachusetts 01810. If the party submitting the highest and best offer fails to close on the sale of the Purchased Assets, the Debtor requests that the authority to sell the assets to the party submitting the second highest or best offer as determined at the Sale Hearing. To compensate the Buyer for the time, effort, expense and risk incurred in negotiating, documenting, and seeking to consummate the Private Sale, the Bid Procedures provide that, if the Buyer is not the Successful Bidder, and if an alternative competing transaction closes, the Buyer will be entitled to the Bidding Protections plus payment of its post petition warehouse lien. About Hawthorne Food Company Hawthorne Food Company sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Mass. Case No. 24-12096) on October 18, 2024. In the petition filed by William Deacon, CEO, the Debtor reports estimated assets between $1 million and $10 million and estimated liabilities between $10 million and $50 million. Judge Janet E. Bostwick oversees the case. The Debtor tapped Ascendant Law Group, LLC, as counsel and Wyse Advisors as financial advisors. Epiq Systems is the claims agent. HAYS TABERNACLE: Mark Sharf Named Subchapter V Trustee ------------------------------------------------------ The U.S. Trustee for Region 17 appointed Mark Sharf, Esq., a practicing attorney in Los Angeles, as Subchapter V trustee for Hays Tabernacle CME Church. Mr. Sharf will charge $660 per hour for his services as Subchapter V trustee and $150 per hour for his trustee administrator's services. In addition, the Subchapter V trustee will seek reimbursement for work-related expenses incurred. Mr. Sharf declared that he is a disinterested person according to Section 101(14) of the Bankruptcy Code. The Subchapter V trustee can be reached at: Mark Sharf, Esq. 6080 Center Drive, 6th Floor Los Angeles, CA 90045 Telephone: (323) 612-0202 Email: mark@sharflaw.com About Hays Tabernacle CME Church Hays Tabernacle CME Church sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. C.D. Calif. Case No. 24-18171) on October 7, 2024. In the petition filed by Rev. Dr. Phillip D. Washington, Hays Tabernacle CME Church reported $1 million to $10 million in both assets and liabilities. The Debtor is represented by: Shumika T. R. Sookdeo, Esq. Robinson Sookdeo Law 10121 S. Central Ave. Los Angeles, CA 90002 HEAVENLY SCENT: Court OKs Use of Cash Collateral Until Feb. 9 ------------------------------------------------------------- Heavenly Scent Commercial Cleaning, Inc. received interim approval from the U.S. Bankruptcy Court for the Eastern District of North Carolina to use cash collateral until Feb. 9, marking the sixth extension since the company's Chapter 11 filing. The court previously issued an interim order, allowing the company to access cash collateral until Jan. 9 only. Heavenly Scent requires the use of cash collateral to pay the expenses set forth in its budget, which shows projected expenses of $187,586.23 for the period from Jan. 9 to Feb. 9. Secured creditors hold varying liens on the company's assets, with Newtek Bank, N.A. having the first-priority lien stemming from a Small Business Administration loan. Ameris Bank and several other creditors also have secured claims. As protection, Newtek Bank will receive a contractual monthly payment this month while Ameris Bank will receive payment of $4,200 no later than Feb. 5 unless Heavenly Scent's Chapter 11 plan of reorganization is confirmed on Jan. 22 and provides for a different payment for Ameris Bank. The next hearing is scheduled for Feb. 5. Newtek and Ameris Bank can be reached through their attorneys: William Walt Pettit Hutchens Law Firm, LLP 6230 Fairview Rd, Suite 315 Charlotte, NC 28210 (704) 362-9255 walt.pettit@hutchenslawfirm.com Attorney for Newtek Nicholas H. Lee, Esq. Parker Poe Adams & Bernstein, LLP 620 South Tryon Street, Suite 800 Charlotte, NC 28202 (704) 372-9000 nicholaslee@parkerpoe.com Attorney for Ameris Bank About Heavenly Scent Commercial Cleaning Heavenly Scent Commercial Cleaning, Inc. is a Wilmington-based company offering janitorial cleaning services. It conducts business under the name Sasquatch Manor, Inc. Heavenly Scent filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. E.D.N.C. Case No. 24-02669) on August 9, 2024, with $759,141 in assets and $1,614,261 in liabilities. George Mason Oliver serves as Subchapter V trustee. Judge Pamela W. McAfee presides over the case. The Debtor is represented by: David J Haidt Ayers & Haidt, P.A. Tel: 252-638-2955 Email: david@ayershaidt.com HERITAGE HOTELS: Unsecureds' Recovery "TBD" in Liquidating Plan --------------------------------------------------------------- Heritage Hotels Rockport LLC filed with the U.S. Bankruptcy Court for the Southern District of Texas a First Amended Disclosure Statement for the Plan of Liquidation dated January 10, 2025. At the time the Bankruptcy was filed, the Debtor owned and operated the Lighthouse Inn at Aransas Bay in Rockport Texas. With its unique sense of history and Victorian Boutique style, The Lighthouse Inn is ideally situated on the Gulf of Mexico and is devoted to creating enduring relationships with its guests by providing highly personalized service and gracious, southern hospitality, in a clean, well-maintained atmosphere. Since the Petition Date, the Debtor has continued to operate as debtor in possession subject to the supervision of the Bankruptcy Court and in accordance with the Bankruptcy Code. The Debtor is authorized to operate in the ordinary course of business. No official committee was appointed in this Chapter 11 Case. The Debtor's goal was to consummate a sale of substantially all of its assets (a "Sale Transaction") as quickly as possible in order to minimize the time and expense necessarily attendant to the chapter 11 process, and thereafter, to promptly distribute the proceeds of the Sale Transaction pursuant to the Plan, so as to maximize and expedite recoveries to the Debtor's creditors and other stakeholders. The Debtor and Hilco, after consultation with the Consultation Parties, concluded that the bid submitted Kalpesh Chauduri and Inderjit Singh, was the highest and best offer for the Assets. The sale parties further determined, that the offer form Rakesh Patel and Kateen Kumar was the Backup Bidder. On November 14, 2024, the Bankruptcy Court entered the Order: (I) Authorizing the Sale of Substantially all of the Debtor's Assets; and (II) Granting Related Relief. The sale of the Assets closed on December 20, 2024. Pursuant to the Sale Order the Secured Claims of Southside Bank were paid in full at closing. Also pursuant the terms of the Sale Order, the sum of $2,000,000.00 was deposited into a segregated DIP account at Prosperity Bank from which account any allowed Class 2 Claim of RMC will be satisfied. The Plan effectuates an orderly liquidation of the Debtor's assets and maximizes recovery to Creditors. The Plan distributes substantially all of the Debtor's cash to Holders of Allowed Claims. The Plan provides that all Holders of Allowed Administrative Claims, Allowed Priority Tax Claims, Allowed Secured Claims, Allowed Other Priority Claims, and Allowed General Unsecured Claims against the Debtor will be paid in full, in cash, up to the Allowed amount of their Claims. Additionally, Holders of Equity Interests will receive a distribution under the Plan. The Plan proposes to fairly and efficiently liquidate and distribute the Debtor's assets in a manner that will allow the Chapter 11 Cases to be promptly concluded, with minimal expenses. Class 4 consists of General Unsecured Claims. Each Holder of an Allowed General Unsecured Claim shall receive payment in Cash in an amount equal to the amount of such Allowed General Unsecured Claim. The Allowed amount of any Class 4 General Unsecured Claim shall include all interest accrued from the Petition Date through the date of distribution at the Federal Judgment Rate; provided, however, that in the event that the Bankruptcy Court determines that another interest rate should apply the Debtor will modify the Plan accordingly. The Debtor will pay undisputed Allowed General Unsecured Claims within 60 days of the Effective Date. Holders of other general unsecured claims in Class 4 are impaired and their projected recovery is still "to be determined", according to the Disclosure Statement. Class 5 consists of Equity Interests in the Debtor held by the Live Oak Lodging LLC. Each Equity Interest shall be canceled on the Effective Date of the Plan. Allowed Class 5 Equity Interests will be paid a Pro Rata dividend, if any, and only to the extent Allowed Class 4 General Unsecured Claims are paid in full, notwithstanding anything to the contrary in this Plan. The Debtor will fund distributions under the Plan with Cash on hand on the Effective Date and the revenues and proceeds of all assets of the Debtor, including the Sale Transaction proceeds and all Causes of Action not settled, released, discharged, enjoined, or exculpated under the Plan or otherwise on or prior to the Effective Date. A full-text copy of the First Amended Disclosure Statement dated January 10, 2025 is available at https://urlcurt.com/u?l=2oJoBT from PacerMonitor.com at no charge. Counsel for the Debtor: Vincent Slusher, Esq. 2121 N. Akard St. Suite 250 Dallas TX 75201 Telephone: (214) 478-5926 Email: Vince.Slusher@faegredrinker.com About Heritage Hotels Rockport Heritage Hotels is part of the traveler accommodation industry. Heritage Hotels Rockport LLC in Marble Falls, TX, filed its voluntary petition for Chapter 11 protection (Bankr. S.D. Tex. Case No. 24-20201) on July 24, 2024, listing as much as $10 million to $50 million in both assets and liabilities. James R. Reese as manager, signed the petition. LAW OFFICE OF VINCENT SLUSHER is serving as the Debtor's legal counsel. HOSPITAL FOR SPECIALTY SURGERY: PCO Files First Report ------------------------------------------------------ Deborah Burian, the patient care ombudsman, filed with the U.S. Bankruptcy Court for the District of Oklahoma her report regarding the quality of patient care provided by Hospital for Specialty Surgery, LLC. In the report which covers the period from Nov. 8, 2024 to Jan. 4, 2025., the PCO reviewed documents, conferred with leadership, and conducted site visits with both the Hospital for Specialty Surgery and Comprehensive Diagnostic Imaging (CDI.) During the site visit, the PCO interviewed staff, conducted rounds and received quality assurance and compliance documents. She observed hospital operations and discussed observations with hospital management. A PCO notice was provided and was posted within the facility. One patient and his family member were available for interview. Both reported a high level of satisfaction with the care received. The PCO observed that dietary services are provided internally. It is reported that the dishwasher is not working, consequently, the property is providing all services using disposable dishware and cutlery. This complies with health department sanitation guidelines. The PCO noted that the facility was observed to be taking active steps to minimize the impact of the healthcare provider's bankruptcy filing on the diagnostic center. Supplies appeared to be adequate, and staff report no lasting or impactful shortages of supplies related to the bankruptcy filing. There have been some transient issues related to supply chain challenges in the national medical supply infrastructure, however, in coordination with facility medical director, CDI has been able to timely acquire all needed supplies. A copy of the ombudsman report is available for free at https://urlcurt.com/u?l=KCEF69 from PacerMonitor.com. About Hospital for Special Surgery Hospital for Special Surgery, LLC is a Medicare-certified surgical specialty hospital in Oklahoma City that specializes in diagnostic, surgical and rehabilitative services. It conducts business under the name Onecore Health. Hospital for Special Surgery sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. W.D. Okla. Case No. 24-12862) on October 7, 2024, with total assets of $8,285,647 and total liabilities of $21,797,844. Steve Hockert, chief executive officer, signed the petition. Judge Janice D. Loyd oversees the case. The Debtor is represented by Mark A. Craige, Esq., at Crowe & Dunlevy. Deborah Burian is the patient care ombudsman appointed in the Debtor's case. HOUSTON TRUCK: Updates Unsecureds & JP Morgan Secured Claim Pay --------------------------------------------------------------- Houston Truck Wash & Lube, Inc., submitted a First Amended Plan of Reorganization under Subchapter V dated January 8, 2025. This Plan of Reorganization proposes to pay the Debtor's creditors from the cash flow generated in the ordinary course of the Debtor's business after confirmation. Class 6 consists of the claim of JP Morgan Chase Bank, N.A. for money loaned (line of credit) secured by All Inventory, Chattel Paper, Accounts, Equipment and General Intangibles [Claim 8]. The Debtor will pay $207,996.97 to Class 6 within sixty months or less of the Effective Date. The claim will be paid in installments as set forth in the projections with this plan at the rate of 5% per annum. [Claim 8]. Such amounts shall be in full satisfaction of the secured Class 6 Claim. Within thirty days of completion of payments to Class 6, the Class 6 creditor must execute and deliver to the Debtor release of all liens, security interests and encumbrances on any property of the Debtor and any collateral for any loans to the Debtor. The liens and encumbrances for the Class 6 creditor on any property of the Debtor and any collateral for any loans shall continue and shall remain enforceable by the Class 6 Creditor until fully paid. Debtor may pay this class in full at any time after the Effective Date. Class 11 consists of all other non-priority unsecured claims allowed under § 502 of the Code. The aggregate amount of Class 11 claims is approximately $216,393.49. The Debtor will pay the projected disposable income following the Effective Date during the term of the plan (for time periods between 36 and 60 months) to creditors in this class with allowed claims in the amount set forth on the projections with this plan; provided that if the Debtor pays amounts due to the Class 7 creditor in full the Debtor may complete this plan earlier than 60 months after payments to the Class 7 creditor. The Debtor may pay such amounts quarterly starting with the first full calendar quarter after the Effective Date. Unsecured creditors will get payments of projected disposable income for a minimum of at least thirty-six months following the Effective Date. The equity security holders will retain the interest in the Debtor. The Debtor will pay the administrative expenses and the other classes as set forth on the projections. The Debtor may prepay administrative expenses if the Debtor has sufficient funds to make such payments. The Debtor will retain the property of the bankruptcy estate. The Debtor will make the payments as set forth in the Projections to either the creditors or to the Subchapter V Trustee. A full-text copy of the First Amended Plan dated January 8, 2025 is available at https://urlcurt.com/u?l=dLaMyA from PacerMonitor.com at no charge. Attorney for the Debtor: Reese W. Baker, Esq. Nikie Marie López-Pagan, Esq. Baker & Associates 950 Echo Lane Ste. 300 Houston, TX 77024 Telephone: (713) 869-9200 Facsimile: (713) 869-9100 Email: courtdocs@bakerassociates.net About Houston Truck Wash & Lube Houston Truck Wash & Lube, Inc. owns a truck wash that operates at 7821 Lyons Ave., Houston, Texas 77029. The Debtor filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Tex. Case No. 24-34706) on Oct. 6, 2024, listing $500,001 to $1 million in both assets and liabilities. Judge Jeffrey P Norman presides over the case. Reese W Baker, Esq., at Baker & Associates, is the Debtor's legal counsel. I-ON DIGITAL: Creates Series E Convertible Preferred Stock ---------------------------------------------------------- I-ON Digital Corp. disclosed in a Form 8-K Report filed with the U.S. Securities and Exchange Commission that it filed a Certificate of Amendment to its Amended and Restated Certificate of Incorporation of the Company with the Secretary of State of the State of Delaware to create a new series of Preferred Stock entitled "Series E Convertible Preferred Stock". The Series E Preferred Stock is convertible at any time into shares of Common Stock, par value $0.0001 per share at the rate of 500 shares of Common Stock for each share of Series E Preferred Stock. The Series E Preferred Stock votes on an as-converted basis, i.e. each share of Series E Preferred Stock is entitled to 500 votes on all matters submitted to a vote of stockholders. About I-On Chicago, Ill.-based I-ON Digital Corp. was incorporated on July 5, 1999, and is engaged in providing digital-based enterprise solutions, including the digitization and distribution of precious metals, primarily gold, and other asset-based digital securities on the blockchain. New York, N.Y.-based Kreit & Chiu CPA LLP, the Company's auditor since 2019, issued a "going concern" qualification in its report dated June 6, 2024. The report noted that the Company had an accumulated deficit of $3,496,501 and $2,691,363 at December 31, 2023 and 2022, respectively; working capital deficits of $707,969 and $0 at December 31, 2023 and 2022, respectively; net losses of $805,138 and $27,625 for the years ended December 31, 2023 and 2022, respectively; and net cash used in operating activities of approximately $498,834 and $792,936 for the years ended December 31, 2023 and 2022, respectively. These matters raise substantial doubt about the Company's ability to continue as a going concern. I-ON Digital reported a net loss of $805,138 and $27,625 for the years ended December 31, 2023 and 2022, respectively. As of September 30, 2024, I-ON Digital had $18,597,774 in total assets, $2,113,778 in total liabilities, and $16,483,996 in total stockholders' equity. IDEAL HEALTH: Gets Interim OK to Use Cash Collateral Until Feb. 3 ----------------------------------------------------------------- Ideal Health and Fitness Corp. got the green light from the U.S. Bankruptcy Court for the Eastern District of California to use cash collateral until Feb. 3. The order signed by Judge Frederick Clement approved the use of cash collateral on an interim basis to pay the expenses set forth in the company's revised projections, which show total expenses of $60,142.70 for the period from Dec 27 to Jan 26. Secured creditors including Kapitus, LLC and Black Olive Capital, LLC were granted replacement liens on post-petition assets of Ideal Health and Fitness to the same extent and with the same validity and priority as their pre-bankruptcy liens. As additional protection, Kapitus and Black Olive Capital will receive monthly payments of $933 and $1,367, respectively, starting this month. The final hearing is scheduled for Feb. 3. Objections must be filed by Jan. 27. About Ideal Health and Fitness Corp. Ideal Health and Fitness Corp. sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. E.D. Calif. Case No. 24-25682) on December 18, 2024, with up to $500,000 in assets and up to $1 million in liabilities. Ben Ragsac, Jr., president and chief executive officer of Ideal Health and Fitness, signed the petition. Judge Frederick E. Clement oversees the case. The Debtor is represented by: Michael Jay Berger Tel: 310-271-6223 Email: michael.berger@bankruptcypower.com INDIVIDUALIZED ABA: PCO Reports No Change in Patient Care Quality ----------------------------------------------------------------- Jacob Nathan Rubin, the patient care ombudsman, filed with the U.S. Bankruptcy Court for the Northern District of California his first report regarding the quality of patient care provided by Individualized ABA Services for Families, LLC. ABA, established in May of 2019, specializes in providing individualized, evidence-based Applied Behavior Analysis services to children with developmental and behavioral challenges, with a particular emphasis on autism spectrum disorder. ABA therapy is well-supported by extensive empirical research demonstrating its effectiveness in improving communication, socialization, and daily living skills for children on the autism spectrum The approach is grounded in the principles of behaviorism, wherein socially significant behaviors are systematically taught and reinforced to encourage skill acquisition and generalization. The ombudsman noted that the bankruptcy of ABA with a resulting liquidation would represent a critical breakdown in continuity of care, underscored by the fragility of service delivery models in behavioral health, a national problem, and not specific to the healthcare provider. The ombudsman found that ABA is meeting the standard of care. Additionally, guardians are in attendance at all patient interactions thus safeguarding the quality of the therapy. The patients are safe. The ombudsman observed that the bankruptcy case and the finances of ABA are not adversely impacting patient care. The patients are safe, as long as ABA is able to provide continued care. A liquidation would jeopardize patient care outcomes. A copy of the ombudsman report is available for free at https://urlcurt.com/u?l=ggXSSi from PacerMonitor.com. The ombudsman may be reached at: J. Nathan Rubin, M.D. 4955 Van Nuys Blvd., #308, Sherman Oaks, CA 91403 Telephone: (818) 501-1455 Email: jnrubinmd@yahoo.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 October 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. INTRUM AB: Bondholders Contest Debt Deal in Sweden -------------------------------------------------- Giulia Morpurgo of Bloomberg Law reports that a group of bondholders of Intrum AB has appealed to Swedish courts, aiming to halt the debt collector's ongoing restructuring process and the proposed 58.4 billion kroner ($5.2 billion) deal. The appellants argue that Intrum is using the court proceedings to impose a refinancing plan that favors itself and its shareholders at the expense of its creditors, according to a legal filing reviewed by Bloomberg News. The group opposing the restructuring includes funds linked to Diameter Capital Partners, Caius Capital, and Fortress Investment Group, the filing reveals. 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 plas 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 ervices 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 approximately 76 percent of the total commitments under the RCF (the "RCF Steerco Group"). JAMIESON CAPEX: Claims to be Paid From Cash Flow ------------------------------------------------ Jamieson CAPEX Fund, LLC, filed with the U.S. Bankruptcy Court for the District of North Dakota a First Amended Subchapter V Plan of Reorganization dated January 9, 2025. Formed as a North Dakota limited liability company on April 21, 2015, the Debtor has always operated as a diversified real estate investment vehicle, pooling monies to be used to (i) acquire and develop hard assets; (ii) invest in intermediary entities that own and develop hard assets; and (iii) make loans to others in the real estate investment community. Pursued by the North Dakota Securities Department (the "NDSD") over colorful allegations involving Ponzi-esque behavior and fraud, the Debtor ultimately entered into a consent decree with the state whereby some paperwork would be remedied and business would carry on as usual. But the harm had been done, with reputations tattered in the North Dakota investment community and flashy headlines of alleged felonious mischief ultimately proving far more indelible than the scantly-noticed order by which the whole saga came to an end. This case was thusly filed on September 22, 2024 with the open and transparent aim of using tools uniquely available under Title 11 of the United States Code to recover monies due and owing to CAPEX, to be distributed to creditors. Since filing, the Debtor has docketed two adversary proceedings, one being an anticipated effort to reclaim monies held by NDSD and to seek damages from the state for diverting CAPEX's funds, and the other being a more pedestrian suit to remedy a particularly egregious post-petition violation of the automatic stay by an aggressive creditor. Through this Plan, the Debtor will pay 100% of allowed claims, thereby ensuring creditors receive at least as much as they would in a Chapter 7 liquidation. CAPEX will also be able to pay creditors more efficiently through the ongoing operations contemplated in this Plan, than creditors could be paid under a liquidation, in light of the enormously illiquid nature of the majority of the Debtor's assets. Interests in closely held third party investment vehicles are innately illiquid in nature, just as are the litigation rights belonging to the Debtor. By holding these interests and collecting returns thereupon, or waiting until appropriate market circumstances allow a sensible sale of these interests, CAPEX will be able to maximize a return to both creditors and equity holders. Subjecting these interests to a fire sale would risk paying creditors less than 100 cents on the dollar, would risk a wholesale erosion of equity interests held by investors, and would only serve to enrich a trustee through the payment of a commission and the collection of presumptively hefty attorneys' fees. This Plan is designed, however, to ensure the Debtor expend no monies, saving and excepting (a) fees paid to professionals to ensure CAPEX remain compliant with securities laws; (b) taxes due and owing to government authorities; (c) professional fees occasioned by the express terms of this Plan; and (d) commissions due and owing to brokers, where contextually appropriate. This Plan is also structured to provide for the liquidation of the Debtor to the extent monies are not otherwise made available to pay the claims of creditors. This Plan under chapter 11 of Title 11 of the United States Code proposes to pay creditors of the Debtor from the general cash flow of the Debtor. Class 1 consists of General Unsecured Creditors. Class 1 consists of all allowed creditor claims not provided for in Article III hereof. This Class is impaired. Class 2 consists of Equity Interests. The equity holders of the Debtor shall retain their respective equity interests in the Debtor on the Effective Date, though each such holder shall be free to sell said equity interests at any time thereafter so long as such sale does not offend governing law or the Debtor's operating agreement as it may exist on the date of such sale(s). Should all Class 1 claims not be paid in full on or before the third anniversary of the effective date of this Plan, the Debtor will undertake to liquidate all remaining assets through the sale of equities and debt instruments to third parties. So as to avoid incurring losses arising from a fire sale, and in light of this deadline being made public in this Plan, the Debtor will undertake such liquidation through best efforts and as appropriate in the business judgment of CAPEX. Liquidation efforts shall cease once all Class 1 claims are paid in full. Should all Class 1 claims not be first paid in full, the Debtor will assign all remaining assets to the Subchapter V trustee, to be liquidated in his business judgment, on the last business day preceding the fifth anniversary of the effective date of this Plan. Upon payment of all Class 1 claims in full, the Subchapter V trustee shall cease liquidating the Debtor's estate and return all remaining assets to the Debtor. The Debtor has filed an adversary proceeding against Karen J. Tyler, in her official capacity as the Securities Commissioner of the North Dakota Department of Securities ("Sec. Tyler") and the State of North Dakota. See Jamieson CAPEX Fund, LLC v. Tyler, et al., Case No. 24-07030 (Bankr. D.N.D. 2024) (the "NDSD Litigation"). The Debtor has also filed a suit against Jeff Johnson for violating the automatic stay set forth in Section 362 of the Bankruptcy Code. See Jamieson CAPEX Fund, LLC v. Johnson, Case No. 24-07028 (Bankr. D.N.D. 2024) (the "Johnson Litigation"). And the Debtor reasonably anticipates also filing an adversary proceeding against First International Bank & Trust (the "FIBT Litigation") in the coming weeks. These litigation assets, together with any others that may be identified and pursued by CAPEX, are reasonably expected to furnish monies that may be used to pay the claims of creditors herein. The Debtor will continue to pursue these litigation claims post confirmation (to the extent the subject cases are not resolved pre-confirmation). Pursuit of these matters will be to and through the collection of any judgments occasioned thereby. Upon collection of monies, funds will be used (i) first, to fund the Debtor's continued operations through the payment of taxes and professional fees and commissions; (ii) second, to fund Section 7.03 of this Plan; (iii) third, to pay any outstanding administrative expense claims; and (iv) fourth, to pay the claims of Class 1 creditors. A full-text copy of the First Amended Plan dated January 9, 2025 is available at https://urlcurt.com/u?l=SuXa2z from PacerMonitor.com at no charge. Counsel to the Debtor: Maurice B. VerStandig, Esq. The Dakota Bankruptcy Firm 1630 1st Avenue N., Suite B PMB 24 Fargo, ND 58102 Telephone: (701) 394-3215 Email: mac@dakotabankruptcy.com About Jamieson CAPEX Fund Jamieson CAPEX Fund is engaged in activities related to real estate. Jamieson CAPEX Fund, LLC, filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. D.N.D. Case No. 24-30422) on September 22, 2024, listing $8,172,488 in assets and $3,122,538 in liabilities. The petition was signed by Jeremy Carlson as manager. Judge Shon Hastings presides over the case. Maurice VerStandig, Esq., at The Dakota Bankruptcy Firm, is the Debtor's counsel. JOANN INC: Case Summary & 30 Largest Unsecured Creditors -------------------------------------------------------- Lead Debtor: JOANN Inc. 5555 Darrow Road Hudson Ohio 44236 Business Description: JOANN Inc., together with its Debtor and non-Debtor affiliates, is a national retailer of sewing, arts and crafts, and select home decor products. Founded in Cleveland, Ohio, JOANN currently operates in 49 states with approximately 800 stores and four distribution centers. JOANN has multiple domestic and international supply sources for each of its product categories. In the 2024 fiscal year, JOANN sourced approximately 65% of its purchases from domestic suppliers, and the remaining purchases were sourced from foreign suppliers located in Pakistan, India, Vietnam, and China, among other countries. JOANN's products are available to customers online or in the Company's brick-and-mortar stores. Chapter 11 Petition Date: January 15, 2025 Court: United States Bankruptcy Court District of Delaware Thirteen affiliates that simultaneously filed voluntary petitions for relief under Chapter 11 of the Bankruptcy Code: Debtor Case No. ------ -------- JOANN Inc. (Lead Case) 25-10068 JOANN Holdings 1, LLC 25-10069 JOANN Holdings 2, LLC 25-10070 Needle Holdings LLC 25-10071 Jo-Ann Stores, LLC 25-10072 Creative Tech Solutions LLC 25-10073 Creativebug, LLC 25-10074 WeaveUp, Inc. 25-10075 JAS Aviation, LLC 25-10076 joann.com, LLC 25-10077 JOANN Ditto Holdings Inc. 25-10078 Jo-Ann Stores Support Center, Inc. 25-10079 Dittopatterns LLC 25-10080 Judge: Hon. Craig T Goldblatt Debtors' Restructuring Counsel: Joshua A. Sussberg, P.C. Aparna Yenamandra, P.C. KIRKLAND & ELLIS LLP AND KIRKLAND & ELLIS INTERNATIONAL LLP 601 Lexington Avenue New York, New York 1002 Tel: (212) 446-4800 Fax: (212) 446-4900 Email: joshua.sussberg@kirkland.com aparna.yenamandra@kirkland.com - and - Anup Sathy, P.C. Jeffrey Michalik, Esq. Lindsey Blumenthal, Esq. 333 West Wolf Point Plaza Chicago, Illinois 60654 Tel: (312) 862-2000 Fax: (312) 862-2200 Email: anup.sathy@kirkland.com jeff.michalik@kirkland.com lindsey.blumenthal@kirkland.com Debtors' Delaware Restructuring Counsel: Patrick J. Reilley, Esq. Stacy L. Newman, Esq. Michael E. Fitzpatrick, Esq. Jack M. Dougherty, Esq. COLE SCHOTZ P.C. 500 Delaware Avenue, Suite 1410 Wilmington, Delaware 19801 Tel: (302) 652-3131 Fax: (302) 652-3117 Email: preilley@coleschotz.com snewman@coleschotz.com mfitzpatrick@coleschotz.com jdougherty@coleschotz.com Debtors' Restructuring Advisor: ALVAREZ & MARSAL, LLC Debtors' Financial Advisor & Investment Banker: CENTERVIEW PARTNERS, LLC Debtors' Notice & Claims Agent and Administrative Advisor: KROLL RESTRUCTURING ADMINISTRATION LLC Estimated Assets: $1 billion to $10 billion Estimated Liabilities: $1 billion to $10 billion The petitions were signed by Michael Prendergast as interim chief executive officer. A full-text copy of the Lead Debtor's petition is available for free on PacerMonitor at: https://www.pacermonitor.com/view/SPPDRXA/JOANN_Inc__debke-25-10068__0001.0.pdf?mcid=tGE4TAMA Consolidated List of Debtors' 30 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount 1. Low Tech Toy Club LLC Merchandise $7,462,470 411 Emissary Dr. #108 Trade Payable Cary, NC 27519 United States Adrian Zhang, Manager Email: ADRIAN@THEWOOBLES.COM Phone: 838-966-2537 2. SVP Sewing Brands LLC Merchandise $5,209,124 1714 Heil Quaker Blvd, Suite 130 Trade Payable La Vergne, TN 37086 United States Jason Forcier Chief Executive Officer Email: JASON.FORCIER@SVPWORLDWIDE.COM Phone: 629-335-0520 3. Federal Express Corporation Shipping $4,383,525 942 South Shady Grove Road Services Memphis, TN 38120 Payable United States Mark Allen Executive Vice President and General Counsel Email: MALLEN@FEDEX.COM Phone: 901-818-7500 4. Sunyin (HK) Holding Limited Merchandise $4,315,367 Unit A 25/F One Island South Trade Payable 2 Heung Yip Road Wong Chuk Hang Hong Kong, 999077 Hong Kong Chen Feng, President Email: RUBY.WANG@KERINESUNTEXTILE.COM PHONE: 86-13585840138 5. Gwen Studios Merchandise $4,189,200 1377 Broadcloth St Trade Payable Ste 202 Fort Mill, SC 29715-4509 United States Carey Edwards Chief Executive Officer Email: CAREY@GWENSTUDIOS.COM Phone: 203-644-2726 6. Designs for All Seasons Ltd Merchandise $3,950,037 41 Man Yue Street Trade Payable Flat B 5F Kaiser Estate Phase 1 Hunghom, Kowloon Hong Kong Tim Tompkins Chief Executive Officer Email: DESIGNS@DESIGNSFORALLSEASONS.COM Phone: 852-2333-5675 7. Brother International Merchandise $3,859,876 Corporation Trade Payable 200 Crossing Blvd. Bridgewater, NJ 08807-0911 United States Mike Lynch Vice President and General Counsel Email: MICHAEL.LYNCH@BROTHER.COM Phone: 908-704-1700 8. Ormo Ithalat Ve Ihracat AS Merchandise $3,778,344 Kagithane Ofispark, Merkez Mahalles Trade Payable Faith Cad, Golyolu Harmansazi Mevkit Orhangazi, 16800 Turkey Giray Ocalgiray Chief Executive Officer Email: DDAGISTANI@ORMO.COM.TR Phone: 90-2122514730 9. H&H Asia Ltd Merchandise $3,601,756 27F No 4013 Shennan Road Trade Payable Shenzhen, 518026 China Lorraine Maberry Senior Vice President Email: HHJAS@HANDHASIA.COM Phone: 86-755-83026780-681 10. American Crafts Merchandise $3,257,004 588 W 400 S Trade Payable Suite 300 Lindon, UT 84042 United States Wayne Mitchell Chief Executive Officer Email: WAYNE@AMERICANCRAFTS.COM Phone: 800-879-5185 11. China National Arts & Crafts Merchandise $3,215,166 No 37 4F 199 Lane Yong Feng Road Trade Payable 199 Lane Ningbo, 130 Zhejiang 315010 China Kathy Chen Chief Executive Officer Email: JAY@RAYSUNARTS.COM Phone: 86-574-87287079 12. Ottlite Technologies, Inc. Merchandise $3,107,606 1715 N Westshore Blvd Trade Payable Suite 950 Tampa, Fl 33607 United States John Sheppard Chief Executive Officer Email: JOHN.SHEPPARD@OTTLITE.COM Phone: 813-621-0058 13. Aroma Bay Candles Co Merchandise $3,085,876 Tieu Tra/Resident Group 6 Trade Payable Hung Dao- Duong Kinh-Hain Phong Haiphong, 18000 Vietnam Ellen Ma, Head of Sales Email: ELLEN@HOMEACCENT.COM.CN Phone: 86-571-87956138 14. Fairfield Processing Merchandise $2,893,803 6432 Prescott Ave Trade Payable Saint Louis, MO 63147-2815 United States Jordan Young, President Email: JORDANY@FAIRFIELDWORLD.COM Phone: 203-744-2090 15. Oriental Craft Ind Co Ltd. Merchandise $2,888,958 RM B2, 5F Sing Mei Trade Payable Industrial Build 27-29 Kwai Wing Road Kwai Chung HK, Hong Kong Hong Kong Ricky Cheung Chief Executive Officer Email: RICKY_ORIENTALCRAFT@YAHOO.COM.HK Phone: 852-2345-6585 16. HongKong Simple Merchandise $2,821,285 Element Global Limi Trade Payable 3-4F, No.1 Building No. 1498 Jiangnan Road Ningbo, China Summer Xia Director of Sales Email: SUMMER@NBPARAMONT.COM Phone: 86-574-55717888 17. HTL Limited Merchandise $2,307,327 12/F, D.J. Building Trade Payable 173 Hoi Bun Road Kwun Tong Kowloon, Hong Kong Simon Castley, Owner Email: SIMONC@SEWGROUP.COM Phone: 85223288007 18. Changshu Winway Merchandise $2,253,067 Textile Co Ltd. Trade Payable Building A, Guli Town 4/F 10# Fuchunjiang East Road Chagnshu City, 100 Jiangshu 215533 China David Wang General Manager Email: DAVIDWANG@WINWAYTEXTILE.COM Phone: 86-18913623777 19. Design Group Americas Merchandise $2,244,140 5555 Glenridge Connector Trade Payable Suite 300 Atlanta, GA 30342 United States Erik Sjogren Chief Executive Officer Email: ERIK.SJOGREN@IGDESIGNGROUP-AMERICAS.COM Phone: 321-229-2116 20. Fabric Traditions Merchandise $2,208,561 519 Eighth Avenue, 19th FL Trade Payable New York, NY 10018 United States Elizabeth Towey CEO and President Email: BTOWEY@FABRICTRADITIONS.COM Phone: 212-279-5710 21. Springs Creative Merchandise $2,079,166 Products Group Trade Payable 300 Chatham Avenue, Suite 100 Rock Hill, SC 29730 United States Derick Close Chief Executive Officer Email: DERICK.CLOSE@SPRINGSCREATIVE.COM Phone: 803-324-6571 22. Jones Lang Lasalle Property $2,046,595 Americas Inc. Management 200 East Randolph Drive Services and Chicago, IL 60601 Unpaid Rent United States Payable David Hitchens General Counsel Email: DAVID.HITCHENS@JLL.COM Phone: 312-782-5800 23. Viition (Asia) Limited Merchandise $1,990,120 Flat/RM D03, Blk A, 12/F Trade Payable 19-25 Shan Mei St Sha Tin NT, New Territories 999077 Hong Kong Peiyuan Wang, General Manager Email: YUAN@DEYUCRAFT.COM Phone: 13505928858 24. Gildan USA Inc. Merchandise $1,898,384 1980 Clements Ferry Road Trade Payable Charleston, SC 29492 United States Sibel Turkman Chief Financial Officer Phone: 843-606-3724 25. Advantus Corp. Merchandise $1,814,430 12276 San Jose Blvd. Trade Payable Building 618 Jacksonville, FL 32223 Kevin Carpenter President Email: KCARPENTER@ADVANTUS.COM Phone: 904-482-0091 Fax: 904-482-0099 26. R.M. Palmer Company LLC Merchandise $1,756,688 1800 Elmwood Avenue Trade Payable Buffalo, NY 14207 United States Richard Palmer Chief Executive Officer Email: DJH@RMPALMER.COM Phone: 610-372-8971 27. AB Exports Merchandise $1,724,596 Lasani Pulli, Trade Payable Near Khayaban Gardens Sergodha Road Faisalabad, Punjab 38000 Pakistan Hammad Hassan General Manager Email: HAMMAD@AB.COM.PK Phone: 92418817301-05 28. Ningbo Winlead Ornament Merchandise $1,655,024 Co Ltd. Trade Payable Science and Technology Plaza 10/F 4th Building Ningbo, 31500 China Bonnie Zeng Director of Sales Email: BONNIE@WL-ORNAMENT.COM Phone: 86-13685738756 29. Ganga Acrowools Limited Merchandise $1,653,266 Corporate Office 249 Trade Payable Industrial Area A, Ludhiana-A (PB) Punjab, 141003 India Amit Thapar, President Email: AMIT.THAPAR@GANGAACROWOOLS.COM Phone: 91-161-4008400 30. Steelworkers Pension Trust Pension Benefit Undetermined 7 Neshaminy Interplex Dr. Plan Liability Bensalem, PA 19020 United States Withdrawal Liability Department Email: QUESTIONS@SPT-USW.ORG Tel: 800-848-1953 Fax: 412-471-0944 JOANN INC: S&P Downgrades ICR to 'CCC' on Constrained Liquidity --------------------------------------------------------------- S&P Global Ratings lowered its ratings on U.S.-based specialty retailer Joann Inc. to 'CCC' from 'B-'. The negative outlook reflects the risk that the company will pursue a debt restructuring over the next 12 months given its limited operational and financial flexibility. The downgrade reflects elevated risk of a liquidity shortfall due to weak operating performance caused by inventory challenges. Despite a decrease of over $500 million in the company's debt after emerging from bankruptcy in 2024, Joann has continued to face liquidity issues due to weak operating performance and persistently negative free operating cash flow (FOCF). Low in-stock inventory levels, particularly in higher-demand basic categories, caused by vendor shipment disruptions have posed significant challenges to Joann in the last two years. Comparable sales declined 8.7% in the second quarter of fiscal 2025 while working capital needs contributed to reported FOCF deficit widening to $169 million on a year-to-date basis. Joann has heavily relied on its $500 million ABL facility due 2027 to fund its operations, with outstanding borrowings representing almost 75% of the committed amount in the quarter ended on Aug. 3, 2024, a similar level that led the company to file for bankruptcy in March 2024. In S&P's view, the company's liquidity position is weak because it has insufficient headroom to fund its operations and weather potential setbacks in its turnaround initiatives as S&P expects its FOCF deficit will continue over the next year. S&P said, "We expect weak demand will continue due to a challenged consumer and elevated competition levels. Revenue declined approximately 10% in the latest quarter compared to 4.8% in first-quarter fiscal 2025 and 2.1% in the same period in the prior year partially due to lower levels of in stock inventory. In the lead up to its Chapter 11 filing last year, the company's vendors withheld merchandise receipts over issues regarding repayment. While vendors were ultimately unimpaired, inventory receipts deteriorated sharply and sales conversion at stores has been impaired due to out-of-stock merchandise. In addition, consumer demand for Joann's products has been challenged in recent years by high inflation and changes in consumer behavior. Throughout fiscal 2025, the company has focused on strengthening its vendor relationships, improving payment terms, and increasing sales conversion. We forecast a revenue decline in the mid-single-digit percent area in fiscal 2025. We expect a slightly positive revenue growth in fiscal 2026 as the company's in-stock inventory levels improving to the low-90% area, partially offset by inflationary pressures and store closures. In our view the company's competitive position will weaken because of insufficient liquidity to invest in its operations. "We believe profitability will remain pressured. Joann's S&P Global Ratings-adjusted EBITDA margin declined by about 150 basis points on a trailing-12-months basis as of second-quarter fiscal 2025, partially due to lower average unit retail, operating deleverage, and inventory issues. We expect S&P Global Ratings-adjusted EBITDA margin to be in the mid- to high-single-digit percent area in fiscal 2025 as weak consumer demand, intense competition, and channel mix shift pressure profitability. We expect an improvement in margins in fiscal 2026 as the company improves in-stock inventory position, continues to close underperforming stores, and cut costs. However, the risk of potential tariff increase could further deteriorate the company's operating margins given the moderate to high exposure of its supply chain to China. "We expect credit metrics to remain weak. Adjusted leverage increased sequentially to 7.7x in the second quarter of fiscal 2025 from 6.2x following the company's emergence from bankruptcy due to higher ABL balances and deteriorating performance. In our view, lower availability under the company's ABL facility, financial covenants, and tighter payable terms will hinder Joann's ability to compete effectively. We expect adjusted EBITDA interest coverage will be around mid-1x area (or about zero on a reported basis) this year." The negative outlook reflects the risk that the company will pursue a debt restructuring over the next 12 months given its limited operational and financial flexibility. S&P said, "We could lower our rating on Joann if we believe a payment default, distressed exchange, or restructuring appears inevitable within the next six months. "We could raise our rating on Joann if we believe the company can achieve sustained improvements in operating results, leading to better free cash flow generation and improving liquidity." Management and governance factors are a moderately negative consideration in our ratings analysis because of management's inability to implement its turnaround initiatives in a timely manner. On March 18, 2024, Joann filed for bankruptcy following a prolonged period of revenue decline and cost inflation pressures after the COVID-19 pandemic. The company faces liquidity and working capital issues less than a year after emerging from bankruptcy on April 30, 2024. JOANN INC: Seeks Chapter 11 Bankruptcy Protection for 2nd Time -------------------------------------------------------------- Jonathan Randles of Bloomberg News reports that Joann Inc., a crafts and fabric retailer, has filed for bankruptcy for the second time in less than a year as its sales continue to decline. Chapter 11 documents filed in Delaware on January 15 reveal the company has $615.7 million in funded debt obligations and $133 million in outstanding trade debt. The company's financial situation worsened swiftly after emerging from its first bankruptcy, with "unanticipated inventory challenges" exacerbating the impact of a "sluggish retail economy," interim CEO Michael Prendergast explained in a court filing. Gordon Brothers Retail Partners has been selected as the "stalking horse" bidder, while Joann actively pursues alternative bids. The company intends to seek court approval for the use of cash collateral to maintain operations and has assured that it will remain open to serve customers. About Joann Inc. JOANN operates in the fabric and sewing industry with one of the largest assortments of arts and crafts products. JOANN has transformed itself into a fully-integrated, digitally-connected omni-channel retailer. JOANN reported a net loss of $200.6 million for the year ended Jan. 28, 2023. On March 18, 2024, JOANN Inc. and 9 affiliates filed voluntary petitions for relief under Chapter 11 of the Bankruptcy Code (Bankr. D. Del. Lead Case No. 24-10418). JOANN listed $2,257,700,000 in assets against $2,440,700,000 in liabilities as of Oct. 28, 2023. Judge Craig T. Goldblatt oversees the case. The Debtors tapped Latham & Watkins, LLP as legal counsel; Houlihan Lokey Capital, Inc. as investment banker; and Alvarez & Marsal North America, LLC, as financial advisor. Kroll Restructuring Administration, LLC is the noticing agent. JOANN Inc., on April 30, 2024 successfully emerged from its court-supervised financial restructuring process. 2nd Attempt Joann Inc. sought voluntary Chapter 11 petition for the second time under U.S. Bankruptcy Code (Bankr. D. Del. Case No. 25-10068) on January 15, 2025. Kirkland & Ellis is serving as legal counsel to JOANN, with Centerview Partners LLC serving as financial advisor and Alvarez & Marsal North America, LLC serving as restructuring advisor. JOANN INC: Stores Remain Open Amid Chapter 11 to Maximize Value --------------------------------------------------------------- JOANN Inc., the nation's category leader in sewing and fabrics with one of the largest arts and crafts offerings, announced, January 15, that it has commenced voluntary Chapter 11 proceedings in the U.S. Bankruptcy Court for the District of Delaware to facilitate a sale process to maximize the value of its business. JOANN stores and JOANN.com are open in the ordinary course and continue to serve customers. Team Members are continuing to receive pay and benefits. The Company is seeking Court approval to commence a process for the sale of substantially all of its assets under Section 363 of the U.S. Bankruptcy Code pursuant to which Gordon Brothers Retail Partners, LLC would serve as the "stalking horse" bidder. The proposed transaction is subject to higher and better offers, among other conditions. The Company continues to actively solicit alternate bids. If other qualified bids are submitted during the court-supervised sale processes, the Company plans to conduct an auction or auctions, with the stalking horse bid setting the floor for the auction processes. "Since becoming a private company in April, the Board and management team have continued to execute on top- and bottom-line initiatives to manage costs and drive value," said Michael Prendergast, Interim Chief Executive Officer of JOANN. "However, the last several years have presented significant and lasting challenges in the retail environment, which, coupled with our current financial position and constrained inventory levels, forced us to take this step. After carefully reviewing all available strategic paths, we have determined that initiating a court-supervised sale process is the best course of action to maximize the value of the business. We hope that this process enables us to find a path that would allow JOANN to continue operating as a going concern." Prendergast continued, "On behalf of the Board and leadership, I want to thank the thousands of JOANN Team Members across the nation for their dedication to our customers and mission, especially in light of everything our company has gone through in recent years. We remain committed to continuing to support them and serving our customers -- the sewists, quilters, crocheters, crafters and other creative enthusiasts we have served for more than 80 years -- during the process." Through the filing of customary motions with the Court, the Company intends to uphold its commitments to customers, Team Members, and partners, including continued payment of employee wages and benefits. The Company intends to seek approval for a consensual use of cash collateral to ensure it has the liquidity necessary to support its operations. Additional information regarding JOANN's financial restructuring is available at JOANNRestructuring.com. Court filings and information regarding the claims process are available at https://cases.ra.kroll.com/Joann2025, by calling the Company's claims agent, Kroll, at (844) 712-2239 (toll-free in the U.S.) or (646) 863-7121 (for international calls), or by sending an email to Joann2025Info@ra.kroll.com. Kirkland & Ellis is serving as legal counsel to JOANN, with Centerview Partners LLC serving as financial advisor and Alvarez & Marsal North America, LLC serving as restructuring advisor. About Joann Inc. JOANN operates in the fabric and sewing industry with one of the largest assortments of arts and crafts products. JOANN has transformed itself into a fully-integrated, digitally connected omni-channel retailer. JOANN reported a net loss of $200.6 million for the year ended Jan. 28, 2023. On March 18, 2024, JOANN Inc. and 9 affiliates filed voluntary petitions for relief under Chapter 11 of the Bankruptcy Code (Bankr. D. Del. Lead Case No. 24-10418). JOANN listed $2,257,700,000 in assets against $2,440,700,000 in liabilities as of Oct. 28, 2023. Judge Craig T. Goldblatt oversees the case. The Debtors tapped Latham & Watkins, LLP as legal counsel; Houlihan Lokey Capital, Inc. as investment banker; and Alvarez & Marsal North America, LLC, as financial advisor. Kroll Restructuring Administration, LLC is the noticing agent. JOANN Inc., on April 30, 2024 successfully emerged from its court-supervised financial restructuring process. KAL FREIGHT: Hires Keen-Summit as Real Estate Advisor and Broker ---------------------------------------------------------------- Kal Freight Inc. and its affiliates seek approval from the U.S. Bankruptcy Court for the Southern District of Texas to employ Keen-Summit Capital Partners LLC as real estate advisor and broker. The firm will provide these services: (a) represent the Debtors, on an exclusive right to sell basis, in the negotiation of transactions; (b) on request, review pertinent documents and consult with the Debtors' counsel, as appropriate; (c) coordinate with the Debtors for the development of due diligence materials; (d) develop, subject to the Debtors' review and approval, a marketing plan and implement each facet of the marketing plan; (e) communicate regularly with prospects and maintain records of communications; (f) solicit offers for one or more transactions; (g) assist the Debtors in evaluating, structuring, negotiating and implementing the terms and conditions of a proposed transaction; (h) develop and implement, subject to the Debtors' review and approval, an auction plan; (i) communicate regularly with the Debtors and their professional advisors in connection with the status of their efforts; and (j) work with the Debtors' attorneys responsible for the implementation of the proposed transactions, review documents, negotiate and assist in resolving problems which may arise. The firm will be compensated as follows: (a) Engagement fee of $25,000; (b) Transaction fee: (i) for aggregate Gross Proceeds of less than or equal to $5,000,000, then Keen shall have earned compensation per Transaction equal to 5 percent; (ii) for aggregate Gross Proceeds greater than $5,000,000 but less than or equal to $20,000,000, then then Keen shall have earned compensation per Transaction equal to 4 percent of Gross Proceeds; or (iii) for aggregate Gross Proceeds greater than $20,000,000, then then Keen shall have earned compensation per Transaction equal 3 percent of Gross Proceeds. (c) minimum fee/credit bid fee of greater of $25,000 or 1 percent of lienholder's aggregate outstanding indebtedness encumbering the property. The Debtors provided customary expense reimbursement provisions and a $40,000 expense advance. During the 90-day period prior to the petition date, the Debtors paid the firm $65,000 on December 4, 2024. Harold Bordwin, a managing director at Keen-Summit Capital Partners, disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: Harold Bordwin Keen-Summit Capital Partners LLC 1 Huntington Quadrangle, Suite 2C04 Melville, NY 11747 Telephone: (646) 381-9222 About Kal Freight Established in 2014, Kal Freight Inc. is a trucking company that offers a complete range of transportation and logistics services to diverse industries across the United States. It has strategic locations across the United States with extended distribution warehouses and terminals in Fontana, Calif., Texas, New Jersey, Indiana, Tennessee, Georgia, Arizona and Arkansas. Kal Freight and its affiliates filed Chapter 11 petitions (Bankr. S.D. Tex. Case No. 24-90614) on December 5, 2024, with $100 million to $500 million in both assets and liabilities. Judge Christopher M. Lopez oversees the case. The Debtors tapped Pachulski Stang Ziehl & Jones, LLP as legal counsel; Development Specialists, Inc. as interim management services provider; and Benesch, Friedlander, Coplan & Aronoff LLP as special transportation counsel. Stretto, Inc. is the Debtors' claims and noticing agent. KAL FREIGHT: Taps Benesch Friedlander Coplan & Aronoff as Counsel ----------------------------------------------------------------- Kal Freight Inc. and its affiliates seek approval from the U.S. Bankruptcy Court for the Southern District of Texas to employ Benesch, Friedlander, Coplan & Aronoff LLP as special transportation counsel. The firm will provide these services: (a) advise where necessary on liability, insurance, contractual and other matters with respect to the Debtors' operation and management of their transportation business; (b) provide legal analysis and advice where necessary with respect to the Debtors' compliance with licensing, permitting and other applicable rules, regulations, laws, and statutes governing the Debtors’ transportation business; (c) draft, review, and comment on drafts of documents related to the Debtors' operation and management of their transportation business and compliance with applicable rules, regulations, laws, and statues governing same; (d) review, comment on, and make filings with the court on behalf of the Debtors, when and to the extent necessary, on matters related to their operation and management of their business and related regulatory and compliance matters; (e) participate in meetings and calls with the Debtors on matters related to their operation and management of their business and related regulatory and compliance matters; and (f) provide additional support to the Debtors, as requested. The firm will be paid at these hourly rates: Jennifer Hoover, Partner $940 Kevin Capuzzi, Partner $785 Jonathan Todd, Partner $780 Leah Lopez, Managing Associate $610 Robert Pleines, Managing Associate $545 Juan Martinez, Associate $525 LouAnne Molianro, Paralegal $410 In addition, the firm will seek reimbursement for expenses incurred. The firm received a retainer of $15,000 from the Debtors prior to the filing of any petition to commence these Chapter 11 cases. Ms. Hoover disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: Jennifer R. Hoover, Esq. Benesch, Friedlander, Coplan & Aronoff LLP 71 South Wacker Drive, Suite 1600 Chicago, IL 60606 Telephone: (312) 312-4949 About Kal Freight Established in 2014, Kal Freight Inc. is a trucking company that offers a complete range of transportation and logistics services to diverse industries across the United States. It has strategic locations across the United States with extended distribution warehouses and terminals in Fontana, Calif., Texas, New Jersey, Indiana, Tennessee, Georgia, Arizona and Arkansas. Kal Freight and its affiliates filed Chapter 11 petitions (Bankr. S.D. Tex. Case No. 24-90614) on December 5, 2024, with $100 million to $500 million in both assets and liabilities. Judge Christopher M. Lopez oversees the case. The Debtors tapped Pachulski Stang Ziehl & Jones, LLP as legal counsel; Development Specialists, Inc. as interim management services provider; and Benesch, Friedlander, Coplan & Aronoff LLP as special transportation counsel. Stretto, Inc. is the Debtors' claims and noticing agent. KAL FREIGHT: Taps Development Specialists as Restructuring Advisor ------------------------------------------------------------------ Kal Freight Inc. and its affiliates seek approval from the U.S. Bankruptcy Court for the Southern District of Texas to employ Development Specialists, Inc. as restructuring advisor. The firm will provide Bradley Sharp as chief restructuring officer (CRO) to the Debtors and certain additional personnel. The CRO and additional personnel will render these services: (a) the firm will work with management and counsel regarding the bankruptcy filings for the Debtors; (b) as more fully set forth in the Engagement Letter, the responsibility and authority for the Debtors' operations will be allowed between Mr. Sharp and the Debtors as follows: (i) assume control of the Debtors' operations and direct the Debtors in these Chapter 11 bankruptcy cases; (ii) report solely and directly to the Independent Directors and comply with the Debtors' corporate governance requirements; (iii) be responsible for the implementation and prosecution of these cases; (iv) perform such other service not inconsistent with the role of a CRO and not duplicative of services provided by other professionals in these cases. (c) the firm will provide the additional personnel to provide restructuring support and other services as requested by the Debtors and/or the CRO. The firm's services will be compensated at a rate of $300,000 per calendar month plus out-of-pocket expenses. The firm also received retainer of $650,000 from the Debtors. Mr. Sharp disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: Bradley Sharp Development Specialists, Inc. One Sansome Street, Suite 3500 San Francisco, CA 94104 Telephone: (415) 981-2717 About Kal Freight Established in 2014, Kal Freight Inc. is a trucking company that offers a complete range of transportation and logistics services to diverse industries across the United States. It has strategic locations across the United States with extended distribution warehouses and terminals in Fontana, Calif., Texas, New Jersey, Indiana, Tennessee, Georgia, Arizona and Arkansas. Kal Freight and its affiliates filed Chapter 11 petitions (Bankr. S.D. Tex. Case No. 24-90614) on December 5, 2024, with $100 million to $500 million in both assets and liabilities. Judge Christopher M. Lopez oversees the case. The Debtors tapped Pachulski Stang Ziehl & Jones, LLP as legal counsel; Development Specialists, Inc. as interim management services provider; and Benesch, Friedlander, Coplan & Aronoff LLP as special transportation counsel. Stretto, Inc. is the Debtors' claims and noticing agent. KB3 2275: Sec. 341(a) Meeting of Creditors on February 5 -------------------------------------------------------- On January 14, 2025, KB3 2275 Century 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. A meeting of creditors under Sec. 341(a) to be held on February 5, 2025 at 12:30 PM at UST-LA2, TELEPHONIC MEETING. CONFERENCE LINE:1-866-816-0394, PARTICIPANT CODE:5282999. About KB3 2275 Century LLC KB3 2275 Century LLC a Los Angeles-based real estate company operating from Avalon Boulevard. KB3 2275 Century LLC sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. C.D. Cal. Case No. 25-10237) on January 14, 2025. In its petition, the Debtor reports estimated assets and liabilities between $1 million and $10 million each. Honorable Bankruptcy Judge Neil W. Bason handles the case. The Debtor is represented by Onyinye N. Anyama, Esq., at Anyama Law Firm, A Professional Corp, in Cerritos, California. KOPIN CORP: Grants Equity Awards to CEO and Two Senior Executives ----------------------------------------------------------------- Kopin Corporation reported in a Form 8-K filed with the Securities and Exchange Commission that on Jan. 3, 2025, the Company granted Mr. Michael Murray, the chief executive officer and Chairman of the Board, 408,634 restricted stock units (RSUs) and 591,366 options to purchase the Company's common stock at a strike price of $1.76 under the Company's 2020 Equity Incentive Plan. The RSUs will cliff vest three years from the grant date (Jan. 3, 2025), while the stock options will vest quarterly over a four-year period from the grant date, contingent upon Mr. Murray remaining employed with the Company and in compliance with his employment agreement. The RSUs and Options are subject to a double-trigger change-in-control provision. Mr. Murray's salary for the fiscal year 2025 was increased by three percent for cost of living, bringing it to $508,850. Mr. Murray's employment agreement includes an annual bonus, with a target amount equal to 100% of his base salary, and a potential maximum of 150% of his base salary. On Jan. 3, 2025, the Company granted 146,350 RSUs to Mr. Paul Baker, the chief operating officer, and 136,360 RSUs to Mr. Richard Sneider, the chief financial officer. The RSUs will vest upon the achievement of certain revenue, operating income and individual goal milestones, based on the Kopin Corporation's fiscal year 2025 results. The vesting is also subject to restrictions pursuant to the terms of the Issuer's 2020 Equity Incentive Plan. Mr. Baker's and Mr. Sneider's salaries for the fiscal year 2025 were set at $360,900 and $362,000, respectively. About Kopin Kopin Corporation -- http://www.kopin.com-- is a developer and provider of high-performance application-specific optical solutions consisting of high-resolution microdisplays and optics, subassemblies, and headsets. The Company's products are used for defense applications (thermal weapon rifle sights, fixed and rotary wing pilot helmets, armored vehicle targeting systems, and training & simulation headsets); industrial and medical headsets; and 3D optical inspection systems. The Company believes that the technologies it is developing may eventually be used in consumer augmented reality ("AR") and virtual reality ("VR") wearable headset systems. Its products are primarily used to overlay digital information on the real-world scene. Kopin incurred a net loss of $19.75 million in fiscal 2023, a net loss of $19.33 million in fiscal 2022, a net loss of $13.47 million in fiscal 2021, a net loss of $4.53 million in fiscal 2020, and a net loss of $29.37 million in fiscal 2019. "The Company has historical and current negative cash flow from operations and limited liquidity resources. The Company's current strategy is to continue to invest in its business and raise additional capital through financing activities that may include public offerings and private placements of its common stock, preferred stock offerings, collaborations and licensing arrangements and issuances of debt and convertible debt instruments. Until such time that additional capital can be raised, the Company plans to strategically manage its uncommitted spending, execute its priorities and implement cost saving measures to reduce research and development and general and administrative expenditures which could include minimizing staff costs . The Company may also sell assets and look at other strategic alternatives. There are inherent uncertainties associated with fundraising activities and activities to manage our uncommitted spending and the successful execution of these activities may not be within the Company's control. There are no assurances that such additional funding will be obtained and that the Company will succeed in its future operations. If the Company is unable to achieve positive cash flows and profitability in the foreseeable future, cannot successfully raise additional capital and implement its strategic plan, or the recommended disgorgement and exemplary damages are not significantly reduced or eliminated in the final order, the Company's liquidity, financial condition and business prospects will be materially and adversely affected . There is substantial doubt about the Company's ability to continue as a going concern," the Company stated in its Quarterly Report on Form 10-Q for the period ended Sept. 28, 2024. LAVISH LIFESTYLES: Seeks Bankruptcy Protection in Florida --------------------------------------------------------- On January 14, 2025, Lavish Lifestyles Capital Investment Group LLCfiled Chapter 11 protection in the U.S. Bankruptcy Court for the Southern District of Florida. According to court filing, the Debtor reports between $500,000 and $1 million in debt owed to 1 and 49 creditors. The petition states funds will be available to unsecured creditors. About Lavish Lifestyles Capital Investment Group LLC Lavish Lifestyles Capital Investment Group LLC is a Fort Lauderdale-based real estate investment firm. Lavish Lifestyles Capital Investment Group LLC sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Fla. Case No. 25-10320) on January 14, 2025. In its petition, the Debtor reports estimated assets up to $50,000 and estimated liabilities between $1 million and $10 million. The Debtor is represented by Mark S. Roher, Esq., at Law Office of Mark S. Roher, P.A., in Pembroke Pines, Florida. LE CONTE WESTWOOD: Case Summary & 20 Largest Unsecured Creditors ---------------------------------------------------------------- Debtor: Le Conte Westwood Development LLC 825 S. Barrington Ave. Los Angeles, CA 90049 Chapter 11 Petition Date: January 14, 2025 Court: United States Bankruptcy Court Central District of California Case No.: 25-10261 Judge: Hon. Vincent P Zurzolo Debtor's Counsel: Gary E. Klausner, Esq. LEVENE, NEALE, BENDER, YOO & GOLUBCHIK L.L.P. 2818 La Cienega Ave. Los Angeles, CA 90034 Tel: (310) 229-1234 E-mail: gek@lnbyg.com Estimated Assets: $10 million to $50 million Estimated Liabilities: $10 million to $50 million The petition was signed by Logan Beitler as manager. A full-text copy of the petition is available for free on PacerMonitor at: https://www.pacermonitor.com/view/DJX4WTY/Le_Conte_Westwood_Development__cacbke-25-10261__0001.0.pdf?mcid=tGE4TAMA List of Debtor's 20 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount 1. Post Insurance $37,937 2356 Torrance Blvd Torrance, CA 90501 2. LADWP $9,771 PO Box 515407 Los Angeles, CA 90030 3. IPFS Corp $8,425 PO Box 412086 Kansas City, MO 64141 4. 360 Water Damage Restoration $7,800 PO Box 88333 Los Angeles, CA 90009 5. Athens Services $5,741 PO Box 60009 City of Industry, CA 91716 6. Levy Smalls & Lallas $3,320 815 Moraga Dr Los Angeles, CA 90049 7. HUB International $2,102 600 Corporate Pointe Suite 600 Culver City, CA 90230 8. A-ACE Building Maintenance $2,000 11929 Venice Blvd Unit #319 Los Angeles, CA 90066 9. John Gonzalez - $1,550 Frnk's Disposal PO Box 4271 Sunland, CA 91041 10. Roberto Jeronimo $1,500 113 E. 214th Street Carson, CA 90745 11. Socal Gas $943 PO Box 1626 Monterey Park, CA 91754 12. Patrick Bird Drainology $750 3318 Keeshen Dr Los Angeles, CA 90066 13. Green Econome $696 18300 Wakecrest Dr Malibu, CA 90265 14. Frontier $550 PO Box 211579 Eagan, MN 55121 15. Gale Supply Co. $351 10205 Painter Ave Santa Fe Springs, CA 90670 16. Juan Carlos Gomez $300 11134 Dalerose Ave Inglewood, CA 90304 17. Delta Elevator $291 13150 Arctic Circle Santa Fe Springs, CA 90670 18. Daniel Miles $200 4422 Corinth Ave Culver City, CA 90230 19. Tri Signal Integration $170 28110 Avenue Stanford Unit D Valencia,CA 91355 20. TRE Elevator $150 16521 Saticoy Street Van Nuys, CA 91406 LEVINTE INC: Unsecureds Will Get 1% to 2% of Claims in Plan ----------------------------------------------------------- Levinte, Inc., submitted a Modified Second Amended Plan of Reorganization dated January 9, 2025. The Plan provides that all administrative creditors will be paid in full on the Effective Date of the Plan (which is 30 days after the Order confirming the Plan is a final Order) unless otherwise agreed. Priority tax claims will receive 100% of their allowed claims over the period of the Plan term (5 years). Secured Creditors will be paid 100% of their secured claims under Class 1 of the Plan. Class 2 general unsecured creditors will receive a pro rata share of the Unsecured Creditor Payment over a period of 5 years, which shall equal approximately 3% distribution on their claims. Class 3 Claims of Equity Holders will not receive a distribution unless all other classes of creditors receive payment in full. Class 1(a) consists of the Secured Claim of Bank Midwest, A Division of NBH Bank. Bank Midwest, A Division of NBH Bank asserts a secured claim against the Debtor's estate in the amount of $215,732.00 (the "Bank Midwest Secured Claim"), secured by a lien on (a) 2022 Volvo Truck (VIN x269359) and 2023 Wabash Trailer (VIN x316627) as described in Schedule A/B Asset 2.2) and (b) three (3) 2023 Wabash Trailers (VIN x316628, x316630 and x316631) (the "Bank Midwest Collateral"). The Debtor shall pay the Bank Midwest Secured Claim in full over a period of 48 months at the non-default rate of interest under the loan documents (which is 7% per annum). Payments shall be made on the 1st day of every month and shall commence on the 1st date of the month following the Effective Date. Based upon the above terms, the monthly payments to Bank Midwest are $5,165.97. Class 1(b) consists of the Secured Claim of Continental Bank. Continental Bank asserts a secured claim against the Debtor's estate in the amount of $55,983.25 (the "Continental Secured Claim"), secured by a lien on two (2) 2020 Great Dane Reefer Trailers (VIN x175953 and x175955) as described in Schedule A/B Asset 47.1 (the "Continental Collateral"). The Debtor shall pay the Continental Secured Claim in full over a period of 48 months at 9.416% interim per annum. Payments shall be made on the 1st day of every month and shall commence on the 1st date of the month following the Effective Date. Based upon the terms, the monthly payments to Continental are $1,394.01. Class 1(c) consists of the Secured Claim of Transportation Alliance Bank. Transportation Alliance Bank ("TAB") asserts a claim in the amount of $1,932,775.92 (the "TAB Claim"). TAB asserts that the TAB Collateral itemized in Lines 1-21 has a value of $1,250,000. These vehicles are in the possession of the Debtor (the "In-Service Collateral"). The TAB Collateral itemized in Lines 22-36 were repossessed by TAB prior to the Petition Date (the "Repo'd Collateral") and the Repo'd Collateral remains in the possession and control of TAB. The Debtor asserts that with the Repo’d Collateral, the TAB Collateral has a total value of $1,400,000 (the "TAB Secured Claim") and is necessary for an effective reorganization. TAB shall return the Repo'd Collateral to the Debtor on or prior to the Effective Date. With respect to the In-Service Collateral, the Debtor shall pay TAB the sum of $1,250,000 plus interest at the rate of 10% per annum in equal monthly payments of $26,558.81 for a period of 60 months. Payments are to commence on the 1st date of the month following the Effective Date and shall be due on the 1st day of each month thereafter for a period of 60 months. With respect to the Repo'd Collateral, the Debtor shall pay TAB an additional amount of $150,000 plus interest at the rate of 10% per annum in equal monthly payments of $3,187.06 for a period of 60 months. Payments shall commence on the later of (a) the 1st date of the month following the Effective Date; or (b) the first date of the month following the return of the Repo'd Collateral, and shall continue to be paid on the 1st date of the month thereafter for a period of 60 months. Class 2 consists of Allowed Unsecured Claims. Holders of allowed unsecured claims shall receive a pro rata share of the Unsecured Creditor Payments on an annual basis for a period of 5 years beginning on the 1st anniversary of the Effective Date of the Plan, and continuing yearly for another 4 years. The Unsecured Creditor Payments shall equal $25,000 in the aggregate and each yearly payment shall be $5,000 for five payments. Based upon the unsecured claims (which includes deficiency claims of secured creditors), the estimated distribution to unsecured creditors is 1% to 2%. The unsecured claims consist of repo deficiencies owed to BMO Bank and Volvo Financial, as well as deficiency unsecured claims stated above for the SBA, Bank Midwest and TAB Bank. No distribution will be made for unsecured claims which were (i) scheduled as disputed; and (ii) no timely proof of claim was filed. The Plan will be funded from income of the Debtor. The Debtor will be the disbursing agent and will be responsible for making all of the payments under the Plan. The principal of the Debtor, Constantin Levinte, will continue to serve as President of the Debtor, and will be responsible for effectuating all of the Plan payments and provisions on behalf of the Debtor. A full-text copy of the Second Amended Subchapter V Plan dated January 9, 2025 is available at https://urlcurt.com/u?l=ftXrIg from PacerMonitor.com at no charge. Counsel to the Debtor: David Freydin, Esq. Law Offices of David Freydin 8707 Skokie Blvd., Suite 312 Skokie, IL 60077 Telephone: (847) 972-6157 Facsimile: (866) 897-7577 Email: david.freydin@freydinlaw.com About Levinte Inc. Levinte Inc., a carrier company in Illinois, sought relief under Subchapter V of Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Ill. Case No. 24-09868) on July 7, 2024. In the petition signed by Constantin Levinte, president, the Debtor disclosed total assets of $1,330,900 and total liabilities of $2,949,040. Judge Jacqueline P. Cox oversees the case. The Law Offices of David Freydin serves as the Debtor's counsel. LIDO 10 LLC: Seeks Approval to Hire ACM Enterprise as Appraiser --------------------------------------------------------------- Lido 10, LLC seeks approval from the U.S. Bankruptcy Court for the Central District of California to employ ACM Enterprise as appraiser. The firm will appraise the Debtor's multi-family residential real properties. The firm will be paid at a flat fee of $9,000 for its services. Ricky Leung, a principal at ACM Enterprises, disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: Ricky Leung ACM Enterprise 7561 Silverado Ln. La Palma, CA 90623 Telephone: (714) 390-6777 About Lido 10 LLC Lido 10 LLC is a limited liability company. Lido 10 LLC sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. C.D. Cal. Case No. 24-11818) on July 19, 2024. In the petition filed by Ronald L. Meer, president of the sole managing member of the Debtor's sole managing member, the Debtor reports estimated assets and liabilities between $10 million and $50 million each. The Honorable Bankruptcy Judge Theodor Albert oversees the case. Matthew D. Resnik, Esq., at RHM LAW LLP serves as the Debtor's counsel. LOUKYA INC: Claims to be Paid From Business Revenue --------------------------------------------------- Loukya, Inc., filed with the U.S. Bankruptcy Court for the District of New Jersey a Small Business Plan of Reorganization dated January 10, 2025. The Debtor is a Trucking and Logistics company involved in goods transportation. Loukya Inc. was established in June 2016. The Debtor began regular trucking and logistics operations in January 2017. The Debtor plan to increase the uses of current dormant trucks thus increasing the revenues and profits. Loukya Inc. would make better use of inventory such as adding more trucks to the fleet. After bankruptcy protection of Chapter 11, Loukya Inc. was able to increase one truck, resulting in higher revenues and profits. Loukya Inc. will work with creditors to renegotiate the terms to create the win-win the situation, and subsequently meet the obligations of the agreed terms. The Loukya Inc's plan includes expanding its fleet to four trucks by January 2027 and to five trucks by January 2028. This expansion is expected to generate additional revenue, enabling the debtor to meet its repayment obligations to both secured and unsecured creditors. This repayment plan demonstrates the debtor's commitment to financial recovery while ensuring equitable treatment for all creditors. The company anticipates a market turnaround within 6 to 8 months, with freight rates expected to rise from $2.13 to $3.00 per mile. Unsecured Creditors: * Outstanding Amount: Approximately $581,497.00. * Repayment Term: The unsecured loan repayment plan begins on January 1, 2027, and continues through December 1, 2030, a four-year period. * Payment Structure: -- In 2027, the Loukya Inc. will pay $3,000 per month, totaling $36,000 for the year. -- In 2028, the Loukya Inc. will increase payments to $4,000 per month, totaling $48,000 for the year. -- From 2029 to 2030, the Loukya Inc. will pay $5,000 per month, totaling $120,000 for the two-year period. * Total Unsecured Loan Payments: The debtor will pay a total of $204,000 toward unsecured loans during the repayment period. Justification for Payment plan: * Avoiding Liquidation Losses: Liquidating the secured equipment would yield significantly less than the fair market value, resulting in financial losses for all parties involved. * Business Continuity: Restructuring will enable the company to remain operational, ensuring ongoing revenue generation and avoiding business shutdown. * Employee Retention: The company will continue supporting payroll for 3 employees, maintaining stability for workers and their families. * Optimism in Market Recovery: The anticipated market rebound, with improved freight rates, will enhance the company's ability to meet repayment obligations and achieve long-term stability. Equity interest holders will retain their ownership in Loukya Inc. throughout the bankruptcy process. No distributions, dividends, or other payments will be made to equity holders until all secured and unsecured creditors' claims have been satisfied in full, in accordance with the repayment plan. With the increased revenue and reduced costs, the Debtor proposes to pay $5,000 per month for 5 years, totaling $300,000 over the plan period. This repayment plan aligns with the improved financial position achieved through operational improvements. On Confirmation of the Plan, all property of the Debtor, tangible and intangible, including, without limitation, licenses, furniture, fixtures and equipment, will revert, free and clear of all Claims and Equitable Interests except as provided in the Plan, to the Debtor. The Debtor expects to have sufficient cash on hand to make the payments required on the Effective Date. The Debtor is currently operating three trucks and generating revenue of $2.13 per mile. This results in a total monthly mileage of approximately 25,000 miles and corresponding revenue to cover operational costs, support payroll for three employees, and contribute toward loan payments. A full-text copy of the Plan of Reorganization dated January 10, 2025 is available at https://urlcurt.com/u?l=lHQ6mY from PacerMonitor.com at no charge. Counsel to the Debtor: Manu Rajvanshi, Esq. 1091 Amboy Ave, Suite J Edison, NJ 08837 Telephone: 732) 404-7000 Email: manu@justiceontime.com About Loukya Inc. Loukya, Inc., is a Trucking and Logistics company involved in goods transportation. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D.N.J. Case No. 24-20055) on October 10, 2024, listing under $1 million in both assets and liabilities. Judge Michael B. Kaplan oversees the case. Manu Rajvanshi, Esq., is the Debtor's legal counsel. M & M BUCKLEY: Gets Interim OK to Use Cash Collateral Until Jan. 31 ------------------------------------------------------------------- The U.S. Bankruptcy Court for the Northern District of Illinois granted M & M Buckley Management, Inc. interim authorization to use cash collateral until Jan. 31. The interim order signed by Judge Janet Baer approved the use of cash collateral in accordance with its budget, which projects total operational expenses of $15,256.15 for January. Community Loan Servicing, LLC was granted post-petition replacement liens on the cash collateral and post-petition property of M & M to the same extent and with the same priority as its pre-bankruptcy lien. As additional protection, Community Loan Servicing will receive payment of $7,500. The next hearing is set for Jan. 29. Community Loan Servicing can be reached through its counsel: Jill Sidorowicz, Esq. Noonan & Lieberman, Ltd. 33 N. LaSalle Street, Suite 1150 Chicago, IL 60602 Phone: (312) 605-3500 About M & M Buckley Management Inc. M & M Buckley Management, Inc. is a professional property management company based in Richton Park, IL. It specializes in managing residential and commercial properties. M & M sought relief under Subchapter V of Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Ill. Case No. 24-19108) on December 23, 2024, with $1 million to $10 million in both assets and liabilities. Melvin T. Buckely, Jr., president of M & M, signed the petition. Judge Janet S. Baer handles the case. The Debtor is represented by: Gregory K Stern Gregory K. Stern, P.C. Tel: 312-427-1558 Email: greg@gregstern.com M DESIGN: Seeks to Hire NLC Financial Services as Accountant ------------------------------------------------------------ M Design Village, LLC seeks approval from the U.S. Bankruptcy Court for the District of New Jersey to employ NLC Financial Services, LLC as accountant. The firm will render these services: (a) assist the Debtor in connection with the preparation and/or review of monthly operating reports, if necessary; and (b) perform such other financial services for the Debtor, as may be necessary and appropriate herein. The firm will be paid at these following hourly rates: Partner $600 Manager $295 Accountant $215 Associate $135 NLC Financial Services represents no interest adverse to the Debtor or to the estate on the matters upon which it is to be engaged. The firm can be reached at: NLC Financial Services, LLC 719 Raritan Rd. Clark, NJ 07066 Telephone: (908) 428-4280 About M Design Village M Design Village, LLC sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D.N.J. Case No. 24-21406) on November 18, 2024, listing up to $50 million in both assets and liabilities. Judge Mark Edward Hall handles the case. The Debtor tapped McManimon, Scotland & Baumann, LLC as counsel and NLC Financial Services, LLC as accountant. MARCUSE COMPANIES: Seeks to Hire Rosen Systems as Appraiser ----------------------------------------------------------- The Marcuse Companies, Inc., doing business as Marcuse & Son, Inc., seeks approval from the U.S. Bankruptcy Court for the Northern District of Texas to employ Rosen Systems, Inc. as appraiser. The firm will prepare an appraisal of the Debtor's assets including, without limitation, vehicles, inventory and machinery and equipment. The firm will be compensated $2,250, inclusive of all expenses, for its on-site inspection and appraisal services. If court testimony is needed, its fee is $250 per hour with a 4 hour minimum. Kyle Rosen, a shareholder at Rosen Systems, disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: Kyle Rosen Rosen Systems, Inc. 2323 Langford St. Dallas, TX 75208 Telephone: (972) 248-2266 About The Marcuse Companies The Marcuse Companies, Inc., operating as Marcuse & Son, Inc., primarily engages in the field of construction and home improvement. The company offers a range of services, including general contracting, renovations, and repairs. Its operational focus is on providing quality craftsmanship and customer service in various residential and commercial projects. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Tex. Case No. 22-43146) with $137,415 in assets and $321,204 in liabilities. Joseph F. Postnikoff, signed the petition. Judge Edward L. Morris presides the case. Joseph F. Postnikoff, Esq., at Rochelle McCullough, LLP represents the Debtor as legal counsel. MAWSON INFRASTRUCTURE: Signs 12-Month Colocation Deal With PublicCo ------------------------------------------------------------------- Mawson Infrastructure Group Inc. announced it has signed a new digital colocation customer agreement with a NASDAQ-listed publicly traded company as a customer. The new customer colocation agreement executed between Mawson's CEO and PublicCo's CEO on January 3, 2025, is for Mawson to provide PublicCo with digital colocation services for 5,880 miners or approximately 20 MW at Mawson's facilities. The initial digital colocation customer agreement term is for 12 months, and the parties can extend upon mutual agreement. The digital colocation customer agreement also provides flexibility for future potential capacity expansion. Rahul Mewawalla, CEO and President, stated, "We are extremely delighted to sign and welcome another enterprise-grade colocation customer and are pleased to announce this new colocation customer agreement, further demonstrating robust growth and expansion of our digital colocation services business. This agreement aligns with our strategy of optimizing our digital infrastructure assets while providing enterprise-class innovative platforms and compute solutions. This is a great way to start off the new year and we are excited about the opportunities ahead of us in 2025." The customer agreement is for approximately 20 MW of compute capacity at Mawson's facilities and the agreement further strengthens Mawson's position as a leading industry provider of digital infrastructure and colocation services in the attractive PJM market, which is North America's largest competitive and deregulated wholesale power market. The PublicCo customer agreement executed in January 2025 further expands Mawson's digital colocation business and furthers the business's growth. Upon completion of this deployment, Mawson expects to operate and manage approximately 41,508 miners and about 5.10 exahashes per second (EH/s) in combined total current operating hashrate (EH) across its facilities. The Company also has an additional site in Ohio under development which is expected to add an initial 24 MW to the Company's currently operating 129 MW across its sites, growing the Company's total operating capacity to 153 MW, upon completion with further potential expansion of its hashrate. About Mawson Infrastructure Group Mawson Infrastructure Group specializes in data centers for Bitcoin miners and AI firms. Mawson Infrastructure Group's creditors filed a Chapter 11 involuntary petition against the company (Bankr. D. Del. Case No. 24-12726) on December 4, 2024. The petitioning creditors include W Capital Advisors Pty Ltd, Marshall Investments MIG Pty Ltd, and Rayra Pty Ltd. The petitioners' counsel is Robert J. Dehney, Esq., at Morris, Nichols, Arsht & Tunnell. Judge Mary F. Walrath handles the case. MAWSON INFRASTRUCTURE: Signs Colocation Deal with Nasdaq-Listed Co. ------------------------------------------------------------------- Mawson Infrastructure Group Inc. announced it has signed a new digital colocation agreement with a NASDAQ-listed publicly traded company, referred to as 'PublicCo,' as its customer. The new customer colocation agreement executed between Mawson's CEO and PublicCo's CEO on Jan. 3, 2025, is for Mawson to provide PublicCo with digital colocation services for 5,880 miners or approximately 20 MW at Mawson's facilities. The initial digital colocation customer agreement term is for 12 months, and the parties can extend upon mutual agreement. The digital colocation customer agreement also provides flexibility for future potential capacity expansion. Rahul Mewawalla, CEO and president, stated, "We are extremely delighted to sign and welcome another enterprise-grade colocation customer and are pleased to announce this new colocation customer agreement, further demonstrating robust growth and expansion of our digital colocation services business. This agreement aligns with our strategy of optimizing our digital infrastructure assets while providing enterprise-class innovative platforms and compute solutions. This is a great way to start off the new year and we are excited about the opportunities ahead of us in 2025." The customer agreement is for approximately 20 MW of compute capacity at Mawson's facilities and the agreement further strengthens Mawson's position as a leading industry provider of digital infrastructure and colocation services in the attractive PJM market, which is North America's largest competitive and deregulated wholesale power market. The PublicCo customer agreement executed in January 2025 further expands Mawson's digital colocation business and furthers the business's growth. Upon completion of this deployment, Mawson expects to operate and manage approximately 41,508 miners and about 5.10 exahashes per second (EH/s) in combined total current operating hashrate (EH) across its facilities. The Company also has an additional site in Ohio under development which is expected to add an initial 24 MW to the Company's currently operating 129 MW across its sites, growing the Company's total operating capacity to 153 MW, upon completion with further potential expansion of its hashrate. About Mawson Infrastructure Mawson Infrastructure Group (NASDAQ: MIGI) is a technology company that offers digital infrastructure platforms for artificial intelligence (AI), high-performance computing (HPC) and digital assets. The Company's digital infrastructure platforms can be used to operate computing resources for a number of applications, and are offered across artificial intelligence (AI), high-performance computing (HPC), digital assets, and other computing applications. The Company's innovation, technology, and operational expertise enables it to operate and optimize digital infrastructure to accelerate the digital economy. The Company has a strategy to prioritize the usage of carbon-free energy sources, including nuclear energy, to power its digital infrastructure platforms and computational machines. For more information, visit https://www.mawsoninc.com On Dec. 4, 2024, an involuntary Chapter 11 case was filed against the Company by alleged creditors W Capital Advisors Pty Ltd, Marshall Investments MIG Pty Ltd, and Rayra Pty Ltd. in the U.S. Bankruptcy Court for the District of Delaware (Bankr. D. Del. Case No. 24-12726). Judge Mary F. Walrath presides over the case. The petitioning creditors are represented by Robert J. Dehney, Sr., Esq., of Morris, Nichols, Arsht & Tunnell LLP. MICHAEL COGENT BAY: Christopher Hayes Named Subchapter V Trustee ---------------------------------------------------------------- The U.S. Trustee for Region 17 appointed Christopher Hayes as Subchapter V trustee for Michael Cogent Bay, Inc. Mr. Hayes will be paid an hourly fee of $470 for his services as Subchapter V trustee and will be reimbursed for work-related expenses incurred. Mr. Hayes declared that he is a disinterested person according to Section 101(14) of the Bankruptcy Code. The Subchapter V trustee can be reached at: Christopher Hayes 23 Railroad Avenue, #1238 Danville, CA 94526 Phone: (925) 725-4323 Email: chayestrustee@gmail.com About Michael Cogent Bay Michael Cogent Bay Inc. sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Calif. Case No. 25-40010) on January 6, 2025, with $1 million to $10 million in assets and $500,001 to $1 million in liabilities. Noel Knight, Esq., at the Law Offices of Noel Knight represents the Debtor as bankruptcy counsel. MIDWEST M&D: Can Sell Wheel Loader to Mack’s Twin City Recycling ------------------------------------------------------------------ The U.S. Bankruptcy Court for the Central District of Illinois, Peoria Division, has granted Midwest M & D Services Inc. to sell its equipment outside the ordinary course of business. The Court authorized the Debtor to sell the Caterpillar 930K Wheel Loader S/N: RHN03832 to Mack's Twin City Recycling for $105,000. The Debtor is directed to execute a bill of sale and other documents necessary to close the sale. The Court also authorized the Subchapter V Trustee to make disbursements of the sale proceeds detailed in the Motion. About Midwest M & D Services Inc. Midwest M & D Services, Inc. filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. C.D. Ill. Case No. 20-81102) on Nov. 2, 2020. At the time of the filing, the Debtor estimated $100,001 to $500,000 in assets and $500,001 to $1 million in liabilities. Judge Peter W. Henderson oversees the case. The Debtor tapped Sumner A. Bourne, Esq., at Rafool & Bourne, PC as legal counsel and CliftonLarsonAllen LLP as accountant. MODEL TOBACCO: Seeks to Hire McNamee Hosea as Bankruptcy Counsel ---------------------------------------------------------------- Model Tobacco Development Group, LLC seeks approval from the U.S. Bankruptcy Court for the Eastern District of Virginia to employ McNamee Hosea, PA as general bankruptcy counsel. The firm will render these services: (a) provide the Debtor legal advice with respect to its powers and duties; (b) prepare any necessary legal papers, and appear on the Debtor's behalf in proceedings instituted by or against it; (c) assist the Debtor in the process of selling its property and/or the confirmation of a plan and approval of a disclosure statement; (d) assist the Debtor with other legal matters; (e) perform all of the legal services for the Debtor that may be necessary or desirable herein. The hourly rates of the firm's attorneys are as follows: Janet M. Nesse $575 Justin P. Fasano $450 The firm received a $51,402 retainer from the Debtor. Justin Fasano, Esq., a principal at McNamee Hosea, disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: Justin P. Fasano, Esq. McNamee Hosea, PA 6404 Ivy Lane, Suite 820 Greenbelt, MD 20770 Telephone: (301) 441-2420 Email: jfasano@mhlayers.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, manager of McKenzie Blake Development Company, 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, PA. MOJ Realty: Court OKs Mobile Home Park Sale to Y. Musa for $1.6MM ----------------------------------------------------------------- The U.S. Bankruptcy Court for the Middle District of Florida, Tampa Division, has granted MOJ Realty LLC to sell its Real Property free and clear of liens. The Debtor's Real Property is consists of of a mobile home park located at 1610 Florida Highway 60, Valrico, Florida, 33594. The Court granted the Debtor to sell the Property to Yazan Musa for a cash price of $1,600,000. The sale of the Property, including any documents executed in connection with the sale of the Property, will not be subject to any document recording tax, stamp tax, conveyance fee, intangibles or similar tax, mortgage tax, real estate transfer tax, mortgage recording tax, or other similar or governmental assessment. About MOJ Realty LLC MOJ Realty, LLC, a Single Asset Real Estate, operates a mobile home park in Valrico, Florida. MOJ Realty filed a Chapter 11 bankruptcy petition (Bankr. M.D. Fla. Case No. 23-01259) on March 31, 2023. In the petition signed by William A. Guzman, managing member, the Debtor disclosed $500,000 to $1 million in assets and $1 million to $10 million in liabilities. Judge Catherine Peek McEwen presides over the case. The Law Office of Leon A. Williamson, Jr., PA serves as the Debtor's counsel. MONDEE HOLDINGS: Case Summary & 30 Largest Unsecured Creditors -------------------------------------------------------------- Twenty-one affiliates that simultaneously filed voluntary petitions for relief under Chapter 11 of the Bankruptcy Code: Debtor Case No. ------ -------- Mondee Holdings, Inc. (Lead Case) 25-10047 1800 Pecan Park Blvd Suite 400 Austin TX 78750 C & H Travel & Tours, Inc. 25-10048 Cosmopolitan Travel Service, Inc. 25-10049 Cosmopolitan Travel Services Inc. 25-10065 ExploreTrip IP Holdings, Inc. 25-10050 ExploreTrip, Inc. 25-10052 Hari-World Travel Group, Inc. 25-10053 Mondee Acquisition Company, Inc. 25-10051 Mondee Brazil, LLC 25-10056 Mondee Holdings II, LLC 25-10062 Mondee, Inc. 25-10064 Purple Grids Inc. 25-10066 Rocketrip, Inc. 25-10067 Skylink Travel Inc. (NY) 25-10055 Skylink Travel SFO Inc. 25-10058 Skylink Travel, Inc. (CA) 25-10054 Skylink Travel, Inc. (TX) 25-10057 Skypass Holidays LLC 25-10059 Skypass Travel, Inc. 25-10060 Trans Am Travel, Inc. 25-10061 TransWorld Travel, Inc. 25-10063 Business Description: Mondee Holdings, Inc., together with its subsidiaries, is a travel technology company focused on providing their customers with personalized travel experiences using an artificial intelligence-enabled transaction platform. Founded in 2011, the Debtors acquired several major businesses, including the largest air ticket consolidators in the United States and Canada, establishing themselves as a leading marketplace for negotiated airfares. The Debtors' business encompasses several key elements, including the AI Transaction Platform, Mondee Marketplace, Distribution Network, and 24/7 Support and Delivery Centers. The Debtors are headquartered in Austin, Texas, with additional offices in Canada, Brazil, Mexico, India, and Thailand. Chapter 11 Petition Date: January 14, 2025 Court: United States Bankruptcy Court District of Delaware Judge: Hon. J Kate Stickles Debtors' Delaware Bankruptcy Counsel: Edmon L. Morton, Esq. Matthew B. Lunn, Esq. Timothy R. Powell, 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 Email: emorton@ycst.com mlunn@ycst.com tpowell@ycst.com sborovinskaya@ycst.com Debtors' General Bankruptcy Counsel: Rachel C. Strickland, Esq. Andrew S. Mordkoff, Esq. Amanda X. Fang, Esq. Cameron J. Cavalier, Esq. FRIED, FRANK, HARRIS, SHRIVER & JACOBSON LLP One New York Plaza New York, New York 10004 Tel: (212) 859-8000 Fax: (212) 859-4000 Email: rachel.strickland@friedfrank.com andrew.mordkoff@friedfrank.com amanda.fang@friedfrank.com cameron.cavalier@friedfrank.com Debtors' Restructuring Advisor: M3 ADVISORY PARTNERS, LP 1700 Broadway, New York, NY 10019 Debtors' Investment Banker: PIPER SANDLER & CO. 600 Lexington Ave. 9th floor New York, NY 10022 Debtors' Notice, Claims, Solicitation & Balloting Agent: KROLL RESTRUCTURING ADMINISTRATION LLC 55 East 52nd Street, 17th Floor New York, NY 10055 Total Assets as of June 30, 2024: $362,804,000 Total Debts as of June 30, 2024: $358,688,000 The petitions were signed by Mohsin Meghji as chief restructuring officer. A full-text copy of the Lead Debtor's petition is available for free on PacerMonitor at: https://www.pacermonitor.com/view/XASBNYY/Mondee_Holdings_Inc__debke-25-10047__0001.0.pdf?mcid=tGE4TAMA Consolidated List of Debtors' 30 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount 1. Reed Smith LLP Professional $1,892,422 PO Box 844487 Services Dallas, TX 75284-4487 Konstantinos (Dean) P. Melitsanopoulos Phone: (469) 680‐4200 Email: kmelitsanopoulos@reedsmith.com 2. Akin Gump Strauss Hauer Professional $948,668 & Feld LLP Services 2300 N. Field Street Suite 1800 Dallas, TX 75201-2481 Alan Laves Phone: (214) 969-2897 Email: alaves@akingump.com 3. Deloitte & Touche LLP Professional $800,435 500 West 2nd Street Services Austin, TX 78701 Allen Lorenzanto Phone: (512) 691-2300 Email: alorenzato@deloitte.com 4. ITC Infotech (USA), Inc. Trade Debt $723,208 12 North State, Route 17 Suite #303 Paramus, NJ 07652 Roopashree N. Phone: (201) 336‐9431 Email: roopashree.n@itcinfotech.com 5. Milbank LLP Professional $612,231 55 Hudson Yards Services New York, NY 10001-2163 Tawfiq Rangwala Phone: (212) 530.8750 Email: trangwala@milbank.com 6. Oracle America, Inc. Trade Debt $589,327 500 Oracle Parkway Redwood Shores, CA 94065 Sridhar R. Phone: (888) 803‐7414 Email: collections_us@oracle.com 7. Ingenico Epayments Trade Debt $575,114 One California Street 22nd Floor San Francisco, CA 94111 Andrew Monroe Phone: (415) 975‐0969 Email: Andrew.monroe@ingenico.com 8. Searce Inc. Trade Debt $393,750 3663 North Sam Houston Pkwy E, Suite #600 Houston, TX 77032 Nikesh Kakkar Phone: (995) 307-4018 Email: nikesh.kakkar@searce.com 9. Kayak Software Trade Debt $345,026 Corporation 7 Market St Stamford, CT 6902 Accounts Receivable Phone: (203) 523-0589 Email: ar@kayak.com 10. Armanino LLP Professional $304,537 2700 Camino Ramon, Services Ste 350 San Ramon, CA 94583 Eric Chien Phone: (668) 800-6780 Email: eric.chien@armanino.com 11. Sada Systems, Inc. Trade Debt $232,571 5250 Lankershim Blvd. Ste #620 North Hollywood, CA 91601 Collections Dept Phone: (818) 766-2400 Email: collections@sada.com 12. KLDiscovery Professional $231,117 Ontrack, LLC Services 9023 Columbine Rd Eden Prairie, MN 55347 Gabriela Baron Phone: (952) 937‐1107 Email: gabriela.baron@kldiscovery.com 13. Interbrand Corporation Professional $218,400 200 Varick Street Services 10th Floor New York, NY 10014 Amy Laskowitz Phone: (212) 798‐7500 Email: amy.laskowitz@interbrand.com 14. Schulte Roth & Professional $188,681 Zabel LLP Services 919 Third Ave New York, NY 10022 Helen (Nell) Phone: (212) 756-2000 Email: helen.ethridge@srz.com 15. Uniqus Consultech Inc. Professional $165,000 355 Bryant St. Services Suite #403 San Francisco, CA 94107 Sharad Chaudhry Phone: +919910502813 Email: priyalnagori@uniqus.com 16. Accordion Partners LLC Professional $161,409 1 Vanderbilt Ave, Services Floor 24, New York, NY 10017 Keith Maib Phone: (646) 591.4749 Email: kmaib@accordion.com 17. Thrust Carbon Ltd Trade Debt $155,730 86-90 Paul Street, Third Floor London, EC2A 4NE United Kingdom Sarah Whiting Phone: +44 (0) 2045383344 Email: Sarah@thrustcarbon.com 18. Doordash, Inc. Trade Debt $134,388 303 2nd St, Ste 800 San Francisco, CA 94107 Joseph Cannon Phone: (847) 621-6119 Email: jcannon@levitonlawfirm.com 19. Morvillo Abramowitz Professional $132,278 Grand Iason & Anello P.C. Services 565 Fifth Avenue New York, NY 10017 Ben Fischer Phone: (212) 856‐9600 Email: bfischer@maglaw.com 20. Hutchison PLLC Professional $130,897 701 Corporate Center Drive Services Suite 250 Raleigh, NC 27607 Laura Ferguson Phone: (919) 829‐4295 Email: lferguson@hutchlaw.com 21. Effectus Group, LLC Trade Debt $127,035 1735 Technology Dr, Ste 780 San Jose, CA 95110 Mike McLaughlin Phone: (702) 787-3818 Email: mmclaughlin@effectusgroup.com 22. Vinson & Elkins LLP Professional $114,376 Box 200828 Services Dallas, TX 75320-08283 Celeste Wolpers Phone: (713) 758-2135 Email: CWolpers@velaw.com 23. RSM US LLP Professional $113,660 5155 Paysphere Services Circle Chicago, IL 60674-5155 Eliot Mitchell Phone: (615) 336-1088 Email: Eliot.Mitchell@rsmus.com 24. Amazon Web Services Trade Debt $112,379 410 Terry Avenue North Seattle, WA 98109 Accounts Receivable Email: aws-receivables support@email.amazon.com 25. Unit 4 Business Software, Inc. Trade Debt $107,985 Dept CH 10958 Palatine, IL 60055-0958 Accounts Receivable Phone: (800) 892‐2519 Email: NA-AR@unit4.com 26. Facebook, Inc. Trade Debt $104,889 1 Hacker Way Menlo Park, CA 94025 Legal Phone: (650) 543-4800 Email: legal@fb.com 27. Procopio, Cory, Hargreaves & Professional $104,034 Savitch LLP Services 525 B St, Ste 2200 San Diego, CA 92101 Edward C. Walton Phone: (619) 515‐3222 Email: ed.walton@procopio.com 28. Marcum LLP Professional $103,000 10 Melville Park Road Services Melville, NY 11747-3146 Phone: (212) 485-5500 Email: info@marcumllp.com 29. Three Part Advisors, LLC Professional $98,100 2140 Lake Park Blvd, Ste 112 Services Richardson, TX, 75080 Dave Mossberg Phone: (817) 778-8423 Email: dmossberg@threepa.com 30. Datadog, Inc. Professional $96,638 Dept CH 17763 Services Palatine, IL 60055-7763 Sales Phone: (866) 329-4466 ext. 1 Email: info@datadoghq.com MONDEE HOLDINGS: Seeks Ch. 11 Bankruptcy, Has Deal to Sell Assets ----------------------------------------------------------------- Janine Phakdeetham of Bloomberg News reports that Mondee Holdings Inc. has filed for Chapter 11 bankruptcy and entered into a restructuring support agreement to sell most of its assets, according to a company's statement. Bloomberg News relates that the assets will be sold to a newly formed entity, partly owned by affiliates of TCW Asset Management Company and Wingspire Capital. If the TCW bid succeeds, Prasad Gundumogula will own 75% of the new entity and serve as CEO, the report says. Mondee's existing lenders will provide an additional $27.5 million in financing for operating capital, alongside the $21.5 million in financing already made available. The business will continue operating as usual, the report states. About Mondee Holdings Inc. Mondee Holdings Inc. operates as a travel technology company in the leisure travel markets in the United States and internationally. Mondee Holdings Inc. sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Del. Case No. 25-10062) on January 14, 2025. In its petition, the Debtor reports estimated assets and liabilities between $100 million and $500 million each. The Debtor is represented by Matthew Barry Lunn, Esq., at Young, Conaway, Stargatt & Taylor LLP, in Santa Monica, California. MONTOUX LIMITED: Chapter 15 Case Summary ---------------------------------------- Chapter 15 Debtor: Montoux Limited Level 2, Bell Gully Building, 40 Lady Elizabeth Lane, Wellington, Wellington, 6011 New Zealand Business Description: Montoux, a New Zealand Limited Company, is a global provider of actuarial artificial intelligence and modelling tools designed to assist actuaries and insurance companies assess and manage risk. Chapter 15 Petition Date: January 14, 2025 Court: United States Bankruptcy Court District of Delaware Case No.: 25-10043 Judge: Hon. Mary F. Walrath Foreign Proceeding: Liquidation under the New Zealand Companies Act (1993) Foreign Representative: Heath Leslie Gair of Palliser Insolvency Limited Level 2, 40 Lady Elizabeth Lane, Wellington P.O. Box 57124, Mana 5247, Porirua New Zealand Foreign Representative's Counsel: Kenneth J. Enos, Esq. YOUNG CONAWAY STARGATT & TAYLOR, LLP 1000 N. King Street Wilmington, DE 19801 Tel: 302-571-6600 Email: kenos@ycst.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/6ADBMOQ/Heath_Leslie_Gair_of_Palliser__debke-25-10043__0001.0.pdf?mcid=tGE4TAMA MYA POS: James LaMontagne Named Subchapter V Trustee ---------------------------------------------------- The U.S. Trustee for Region 1 appointed James LaMontagne of Sheehan Phinney Bass & Green as Subchapter V trustee for MYA POS Services, LLC. Mr. LaMontagne will be paid an hourly fee of $450 for his services as Subchapter V trustee and will be reimbursed for work-related expenses incurred. Mr. LaMontagne declared that he is a disinterested person according to Section 101(14) of the Bankruptcy Code. The Subchapter V trustee can be reached at: James S. LaMontagne, Esq. Sheehan Phinney Bass & Green 75 Portsmouth Boulevard, Suite 110 Portsmouth, NH 03801 Phone: (603) 627-8102 Email: jlamontagne@sheehan.com About MYA POS Services MYA POS Services, LLC, doing business as Gusanoz Mexican Restaurant, is a food service business located in Lebanon, N.H. MYA POS Services 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. NANOVIBRONIX INC: To Issue Shares, Warrants for Series A-1 Warrant ------------------------------------------------------------------ NanoVibronix, Inc. disclosed in a Form 8-K Report filed with the U.S. Securities and Exchange Commission that on January 7, 2025, it entered into a securities exchange agreement with a certain institutional investor (the "Holder") pursuant to which the Company agreed to issue an aggregate of (i) 456,478 shares (the "Shares") of common stock, par value $0.001 per share (the "Common Stock"), (ii) a warrant to purchase up to 1,744,186 shares of Common Stock (the "Warrant" and such shares issuable upon exercise of the Warrant, the "Warrant Shares") and (iii) a pre-funded warrant to purchase up to 1,959,447 shares of Common Stock (the "Pre-Funded Warrant" and such shares of Common Stock issuable upon exercise of the Pre-Funded Warrant, the "Pre-Funded Warrant Shares" and together with the Shares, the Warrant, the Warrant Shares and the Pre-Funded Warrant, the "Securities"), in exchange for a certain outstanding Series A-1 warrant (the "Series A-1 Warrant") held by the Holder to purchase up to 2,906,977 shares of Common Stock at an exercise price of $1.47 per share (the "Exchange"). The Company has cancelled the Series A-1 Warrant reacquired in the Exchange and such Series A-1 Warrant will not be reissued. The Warrant has substantially the same terms as the Series A-1 Warrant, except that the Warrant Shares are subject to stockholder approval (the "Stockholder Approval") pursuant to the applicable rules and regulations of the Nasdaq Capital Market, exercisable for a term of five and one half years from the date the Stockholder Approval is received and deemed effective under Delaware law, and has an exercise price of $0.62088 per share. The issuance of the Shares, the Warrant and the Pre-Funded Warrant pursuant to the Exchange Agreement was made in reliance on an exemption from registration under Section 3(a)(9) of the Securities Act of 1933, as amended. Neither the issuance of the Shares, the Warrant or the Pre-Funded Warrant, nor the Warrant Shares or the Pre-Funded Warrant Shares issuable upon the exercise of the Warrant and the Pre-Funded Warrant, respectively, have been registered under the Securities Act and as such, the Securities may not be offered or sold in the United States absent registration or an exemption from registration under the Securities Act and any applicable state securities laws. About NanoVibronix Elmsford, N.Y.-based NanoVibronix, Inc., a Delaware corporation, commenced operations on October 20, 2003, and is a medical device company focusing on noninvasive biological response-activating devices that target wound healing and pain therapy and can be administered at home without the assistance of medical professionals. Going Concern According to the Company, it does not have sufficient resources to fund its operations for the next 12 months, management has substantial doubt about the Company's ability to continue as a going concern. The Company will need to raise additional capital to finance its losses and negative cash flows from operations and may continue to be dependent on additional capital raising as long as the Company's products do not reach commercial profitability. As of September 30, 2024, NanoVibronix had $4.7 million in total assets, $2.8 million in total liabilities, and $1.9 million in total stockholders' equity. NAVEO INC: Gets OK to Use Cash Collateral Until Feb. 15 ------------------------------------------------------- Naveo, Inc. received ninth interim approval from the U.S. Bankruptcy Court for the Northern District of Illinois, Eastern Division to use the cash collateral of Waukesha State Bank. The interim order extended the company's authority to use the cash collateral from Jan. 18 to Feb. 15 to cover its business expenses set forth in its budget. Naveo may exceed the budget by up to 110%. The budget shows the company's projected weekly expenses of $10,048 for the interim period. The next hearing is set for Feb. 12. Waukesha State Bank can be reached through its counsel: Richard G. Larsen, Esq. Springer Larsen, LLC 300 S. County Farm Road, Suite G Wheaton, IL 60187 Phone: 630-510-0000 Fax: 630-510-0004 About Naveo Inc. Naveo Inc. specializes in B2B printing, full-service B2B marketing, social media marketing, SEO and industry-specific branding. Naveo sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Ill. Case No. 24-06990) on May 10, 2024, with $357,689 in assets and $1,288,957 in liabilities. Ilija Nedev, president of Naveo, signed the petition. Judge Deborah L. Thorne presides over the case. Jeffrey K. Paulsen, Esq., at FactorLaw represents the Debtor as bankruptcy counsel. NB FLATS: Updates Unsecured Claims Pay; Files Amended Plan ---------------------------------------------------------- NB Flats, DST, submitted a Disclosure Statement in connection with the Amended Chapter 11 Plan dated January 10, 2025. The Debtor previously entered into a Purchase and Sale Agreement for Commercial Real Estate dated June 11, 2024, with arms-length third-party purchaser The435FortyOne, LLC, a Utah limited liability company (the "Purchaser") to purchase the Alpine Flats Property for $9.1 million. Although the Purchaser terminated that Purchase Agreement on September 9, 2024, the Purchaser and the Debtor reinstated and modified it through Addendum No. 4 to and Reinstatement of Purchase Agreement dated September 16, 2024. The Reinstated Purchase Agreement provides for a net sale price of $8,490,000 and for closing to occur within 45 days. (The Reinstated Purchase Agreement provides that the $8.5 million-dollar gross purchase price would be reduced by up to $10,000 for hot tub repairs). On September 23, 2024, the Court entered an Order authorizing the sale of the Property to the Purchaser subject to higher and better offers. A sale of the Property to The435FortyOne, LLC closed on October 22, 2024. Metro National Title, the title company handling the transaction, disbursed $5,223,077.23 of the sales proceeds to first mortgage holder (and Class 2 claimant) Logan EPA, LLC, which had agreed to accept that amount in full satisfaction of the Debtor's obligation to it. The title company also disbursed sums to the Cache County Treasurer for 2021, 2022, and 2023 back property taxes and a pro rated amount for 2024 property taxes through the date of closing. The title company also paid out reserved $202,500 for real estate commissions for Marcus & Millichap and Infinite Homes LLC after entry of a court order authorizing payment of those amounts. The Property (Alpine Flats), which was the principal asset of the Debtor, was sold in late October. The holder of the senior secured lien, Logan EPA, LLC, was paid in full from closing, as were all priority claims related to taxes. The Escrow Agent is holding sufficient funds for payment in full of all administrative claims, Allowed Claims will be paid in full. The remainder of the sales proceeds will then be transferred out of escrow by the Escrow Agent to the Reorganized Debtor for pro rata distribution to the Investors. The Debtor anticipates that the period between the Sale's closing for Investors to make their elections for Section 1031 property exchanges will have expired prior to confirmation. Logan EPA, LLC, the holder of the Class 2 Secured Claim, was paid $5,223,077.23 from the sales proceeds at the closing of the Alpine Flats Sale. Holders of Class 2 Claims are not impaired under the meaning of Section 1123 and therefore are not entitled to vote on the Plan. Class 4 consists of the Allowed General Unsecured Claims. Provided that holders of an Allowed Class 4 Claim have not yet been paid, the Holders of the Allowed Class 4 Claim shall be paid in full from Available Cash following payment of Secured and Priority Claims. Holders of Class 4 Claims are not impaired under the meaning of Section 1123 and therefore are not entitled to vote on the Plan. Class 5 consists of the Allowed Claims of Investors in the Debtor. As detailed supra, under controlling Delaware law, and the Purchase Agreement which entered prior to purchasing beneficial interests in the Debtor, Investors agreed that they are neither equitable interest holders nor creditors of the Debtor. The Debtor's reading of applicable law is that Class 5 members do not have a pre-petition Claim as that term is defined in the Bankruptcy Code. Holders of Class 5 claims are not impaired under the meaning of Section 1123 because the Investors will receive exactly what the PMM provides. Each holder of a Class 5 Claim shall receive a Pro Rata share of the Sale Proceeds remaining after payment of Administrative Claims and Classes 1 to 4. Holders of Class 5 Claims are not impaired under the meaning of Section 1123 and therefore are not entitled to vote on the Plan. A full-text copy of the Disclosure Statement dated January 10, 2025 is available at https://urlcurt.com/u?l=zI9E9a from PacerMonitor.com at no charge. Attorneys for the Debtor: Douglas J. Payne, Esq. David P. Billings, Esq. FABIAN VANCOTT 95 South State Street, Suite 2300 Salt Lake City, UT 84111 Telephone: (801) 531-8900 Email: dpayne@fabianvancott.com Email: dbillings@fabianvancott.com About NB Flats, DST NB Flats, DST, is an investment vehicle that holds the Property in trust for its investors under the terms of the Private Placement Memorandum as supplemented. The Debtor filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. D. Utah Case No. 24-21724) on April 16, 2024, listing $10,000,001 to $50 million in assets and $1,000,001 to $10 million in liabilities. Judge Peggy Hunt presides over the case. David P. Billings, Esq. at Fabian & Clendenin, d/b/a Fabian Vancott, is the Debtor's counsel. NEW AGE: Seeks to Hire David Freydin as General Bankruptcy Counsel ------------------------------------------------------------------ New Age Leasing, LLC seeks approval from the U.S. Bankruptcy Court for the Northern District of Illinois to employ Law Offices of David Freydin, PC as bankruptcy counsel. The firm will render these services: (a) negotiate with creditors; (b) prepare a plan, corporate restructuring, analysis of claims and potential causes of action and other assets; and (c) represent the Debtor in matters before the court. The firm's attorneys will be paid at these hourly rates: David Freydin $450 Jan Michael Hulstedt $425 Derek Lofland $425 Jeremy Nevel $425 The firm received a prepetition retainer of $10,000 prior to the filing of the case. Mr. Freydin disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: David Freydin, Esq. Law Offices of David Freydin PC 8707 Skokie Blvd., Suite 312 Skokie, IL 60077 Telephone: (847) 972-6157 Facsimile: (866) 897-7577 Email: david.freydin@freydinlaw.com About New Age Leasing New Age Leasing, LLC sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Ill. Case No. 24-18710) on December 16, 2024, listing under $1 million in both assets and liabilities. Honorable Bankruptcy Judge Deborah L. Thorne handles the case. The Law Offices of David Freydin PC serves as the Debtor's counsel. NEW BOOST: S&P Assigns 'BB' Rating on New Repriced Term Loans ------------------------------------------------------------- S&P Global Ratings assigned its 'BB' issue-level rating and '3' recovery rating to New Boost Holdco LLC's (Worldpay) proposed repriced term loans, which will comprise a $5.187 billion term loan and EUR498.75 million term loan (issued by subsidiary Boost Newco Borrower LLC). The '3' recovery ratings indicate S&P's expectation for meaningful (50%-70%; rounded estimate: 60%) recovery for lenders in the event of a payment default. The proposed repricing, being implemented via an exchange of the company's existing USD and EUR Term B-1 loans for like amounts of new Term B-2 loans, is leverage neutral. Still, based on indicative pricing, S&P estimates it could produce annual interest savings of between $14 million-$27 million, increasing cash flow and modestly improving credit risk. S&P said, "Our 'BB' issuer credit rating and stable outlook on Worldpay are unchanged. We forecast its S&P Global Ratings-adjusted gross leverage ended 2024 at about 4x, better than the 4.7x we expected previously. This is partly due to a timing shift of transition and separation costs. We still believe it will need to spend a total of $400 million to separate or establish new technology infrastructure, risk and information security, databases, facilities, marketing, and other one-time transition costs. However, we believe most of that spending will shift into 2025. As a result, we forecast EBITDA margin will temporarily drop about 450 basis points (bps) and leverage will rise to about 4.3x in 2025. Nevertheless, we expect leverage will remain comfortably below our 5x downgrade threshold, even if the company occasionally makes acquisitions to add new capabilities. We expect balanced funding for acquisitions, aided by its financial sponsor owner GTCR's commitment to contribute up to $1.25 billion of additional equity capital." Issue Ratings - Recovery Analysis Key analytical factors: The company's proposed capital structure comprises the following: -- $1.2 billion five-year revolving credit facility (not rated); -- $5.187 billion senior secured term loan B due in 2031; -- EUR499 million senior secured term loan B due in 2031; -- $2.175 billion of senior secured notes due in 2031; and -- GBP600 million of senior secured notes due in 2031. Other factors include: -- Boost Newco Borrower LLC is the borrower of the debt. -- S&P's simulated default scenario on Worldpay contemplates a default in 2030 stemming from a disruption in the payments market that leads to higher customer attrition, a cyber security breach or other issue that threatens the company's reliability, and a weak economic environment that leads to a significant decline in the volume of electronic transactions. -- S&P values the company on a going-concern basis using a 6.5x multiple of its projected emergence EBITDA. Simulated default assumptions: -- Simulated year of default: 2030 -- Revolver draw at default: 85% -- EBITDA at emergence: $1 billion -- EBITDA multiple: 6.5x -- Gross enterprise value: $6.5 billion Simplified waterfall: -- Net emergence value (after 5% administrative expenses): $6.2 billion -- Obligor/nonobligor valuation split: 70%/30% -- Priority claims: None -- Estimated first-lien debt claim: $9.6 billion -- Value available to first-lien debt (including collateral value and secured deficiency claims): $6.2 billion --Recovery range: 50%-70% (rounded estimate 60%) NOVABAY PHARMACEUTICALS: Inks Phase One Wound Care Trademark Deal ----------------------------------------------------------------- On January 3, 2025, NovaBay Pharmaceuticals, Inc., entered into a Trademark Acquisition Agreement, by and between the Company and Phase One Health LLC, a Tennessee limited liability company, that provides for the purchase by Phase One of the Company's wound care product trademarks NeutroPhase, PhaseOne and OmniPhase, for a purchase price of $500,000, according to a Form 8-K filing with the U.S. Securities and Exchange Commission. In connection with the Wound Care Transaction, the Company also entered into a Transition Services Agreement, dated January 3, 2025, by and between the Company and Phase One, pursuant to which the Company will: (i) provide limited transition services to Phase One until January 10, 2025; (ii) sell the Company's existing wound care inventory from an outstanding purchase order to Phase One for an aggregate payment of $126,000; and (iii) provide its remaining empty wound care product bottles to Phase One. In addition, the Transition Services Agreement provides that the existing supplier and distributor relationship between the Company and PhaseOne will be terminated upon the closing of the Wound Care Transaction. As previously disclosed, the Company entered into a separate agreement to sell the Company's eyecare products under the Avenova brand and related assets, which represents substantially all of the assets of the Company, pursuant to the Asset Purchase Agreement dated September 19, 2024, by and between the Company and PRN Physician Recommended Nutriceuticals, LLC, a Delaware limited liability company, as amended on November 5, 2024 by that certain Amendment No. 1 to Asset Purchase Agreement, which remains subject to stockholder approval. The Trademarks sold pursuant to the Trademark Acquisition Agreement and the Inventory sold pursuant to the Transition Services Agreement were assets of the Company's wound care business that were excluded from the Asset Sale Transaction. On January 8, 2025, the Company completed the sale to Phase One of (i) the Trademarks pursuant to the Trademark Acquisition Agreement for a purchase price of $500,000 and (ii) the Inventory pursuant to the Transition Services Agreement for $126,000. The Company intends to use the proceeds from the sale of the Trademarks and the Inventory for the Company's working capital needs to fund its ongoing operations and expenses, as well as for general corporate purposes. Parties to the transactions may be reached at: If to Seller: NovaBay Pharmaceuticals, Inc. 2000 Powell Street, Suite 1150 Emeryville, CA 94608 Attn: Justin M. Hall -- and -- Squire Patton Boggs (US) LLP 2550 M St NW Washington, DC 20037 Attn: Abby E. Brown Email: abby.brown@squirepb.com If to Buyer: Phase One Health, LLC 2815 Brick Church Pike Nashville, TN 37207 Attn: Jeffrey Nugent -- and -- Bradley Arant Boult Cummings LLP 1221 Broadway, Suite 2400 Nashville, TN 37203 Attention: Jacob W. Neu Email: jneu@bradley.com A full-text copy of the Form 8-K is available at https://urlcurt.com/u?l=KVoazA About Novabay Headquartered in Emeryville, California, NovaBay Pharmaceuticals, Inc. -- http://www.novabay.com/-- develops and sells scientifically created and clinically proven eyecare and skincare products. The Company's leading product, Avenova Antimicrobial Lid and Lash Solution, or Avenova Spray, is proven in laboratory testing to have broad antimicrobial properties as it removes foreign material, including microorganisms and debris, from the skin around the eye, including the eyelid. San Francisco, California-based WithumSmith+Brown, PC, the Company's auditor since 2010, issued a "going concern" qualification in its report dated March 26, 2024, citing that the Company has sustained operating losses for the majority of its corporate history and expects that its 2024 expenses will exceed its 2024 revenues, as the Company continues to invest in its commercialization efforts. Additionally, the Company expects to continue incurring operating losses and negative cash flows until revenues reach a level sufficient to support ongoing growth and operations. Accordingly, the Company has determined that its planned operations raise substantial doubt about its ability to continue as a going concern. As of September 30, 2024, NovaBay Pharmaceuticals had $3.9 million in total assets, $2.8 million in total liabilities, and $1.1 in total stockholders' equity. NUTRACAP HOLDINGS: Case Summary & 20 Largest Unsecured Creditors ---------------------------------------------------------------- Debtor: Nutracap Holdings, LLC 2825 Pacific Dr Suite C Norcross GA 30071 Business Description: Based in Atlanta, GA, Nutracap is a manufacturer of nutraceuticals and dietary supplements. As a GMP-certified and FDA- registered company, Nutracap specializes in encapsulation manufacturing, sports nutrition, raw health powders, product formulation, and brand design and distribution. Through its sister company, Active Wholesale USA, Nutracap markets and distributes some of the health and fitness industry's most popular supplements to retail stores worldwide. Chapter 11 Petition Date: January 14, 2025 Court: United States Bankruptcy Court Northern District of Georgia Case No.: 25-50430 Judge: Hon. Lisa Ritchey Craig Debtor's Counsel: William Rountree, Esq. ROUNTREE, LEITMAN, KLEIN & GEER, LLC 2987 Clairmont Road, Suite 350 Atlanta, GA 30329 Tel: 404-584-1238 Email: wrountree@rlkglaw.com Estimated Assets: $10 million to $50 million Estimated Liabilities: $10 million to $50 million The petition was signed by Marcos Fabio Lopes e Lima as chief executive officer. A full-text copy of the petition is available for free on PacerMonitor at: https://www.pacermonitor.com/view/LMNJGVA/Nutracap_Holdings_LLC__ganbke-25-50430__0001.0.pdf?mcid=tGE4TAMA List of Debtor's 20 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount 1. Ramp Business Corporation Services $460,051 28 West 23rd Street Floor 2 New York, NY, 10010 Hinh Tran, Senior Counsel Email: hinh.tran@ramp.com 2. Nash Commercial Incorporated Suppliers or $400,209 3131 Piedmont Road Suite 200 Vendors Atlanta, GA, 30305 3. Freemen Nutra Group, LLC Settlement $320,000 fka Shanghai Freemen Americas LL 200 Metroplex Dr Ste 402 Edison, NJ, 08817 4. Gopher Mats LLC, Suppliers or $247,500 Viking Mat Company Vendors 7480 Flying Cloud Drive Suite 400 Eden Prairie, MN, 55344 5. Certified Laboratories Suppliers or $229,724 3218 Commander Drive Vendors Carrollton, TX, 75006 6. Bennett Graphics Suppliers or $202,588 125 Royal Woods Court Suite 100 Vendors Tucker, GA, 30084 7. Ingredients Online Suppliers or $188,265 13875 Cerritos Corporate Vendors Drive Suite A Cerritos, CA, 90703 8. Vitajoy Group USA Suppliers or $179,375 12091 Forestgate Drive Vendors Dallas, TX, 75243 Angela Keene Email: angela.keene@brownandjoseph.com 9. Prescott Advisory, LLC Suppliers or $175,528 152 Lincoln Road Unit 5 Vendors Lincoln, MA, 1773 10. HM Peachtree Corners I LLC $172,320 PO Box 32149 New York, NY, 10087-2149 11. Dyad Labs Suppliers or $172,296 1945 S Fremont Dr Vendors Salt Lake City, UT, 84104 12. Berlin Packaging Suppliers or $145,285 P. O. Box 74007164 Vendors Chicago, IL, 60674-7164 13. Caine & Weiner Company Inc. $139,609 5805 Sepulveda Blvd. 4th Floor Sherman Oaks, CA, 91411 14. Socal Bulk Nutrition LLC Suppliers or $122,892 4000 Barranca Pkwy Suite 250 Vendors Irvine, CA, 92606 15. Environmental Research Suppliers or $119,000 Center (ERC) Vendors 306 Joy Street Fort Oglethorpe, GA, 30742 16. Nutravative Ingredients Suppliers or $98,172 1305 North Watters Road Suite 180 Vendors Allen, TX, 75013 17. Food Safety Net Services Suppliers or $78,686 P.O. Box 736407 Vendors Dallas, TX, 75373-6407 18. Prinova USA Suppliers or $63,452 36780 Eagle Way Vendors Chicago, IL, 60678-1367 19. Nutraceuticals International Suppliers or $63,211 50 Sindle Avenue Vendors Little Falls, NJ, 7424 20. HealthCaps, LLC Suppliers or $62,437 7345 West 20th Ave Vendors Hialeah, FL, 33014 NUTRACAP HOLDINGS: Sec. 341(a) Meeting of Creditors on February 14 ------------------------------------------------------------------ On January 14, 2025, Nutracap Holdings 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 $10 million and $50 million in debt owed to 1 and 49 creditors. The petition states funds will be available to unsecured creditors. A meeting of creditors under Section 341(a) to be held on February 14, 2025 at 01:00 PM via Telephone conference. To attend, Dial 888-902-9750 and enter participation code 9635734. About Nutracap Holdings LLC Nutracap Holdings LLC based in Norcross, Georgia, operates as a contract manufacturer of supplements and cosmetics, providing private label services and custom formulation development. The company operates from a facility at 2825 Pacific Drive and serves clients in the nutraceutical and cosmetics industries. Nutracap Holdings LLC sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Ga. Case No. 25-50430) on January 14, 2025. In its petition, the Debtor reports estimated assets and liabilities between $10 million and $50 million each. Honorable Bankruptcy Judge Lisa Ritchey Craig handles the case. The Debtor is represented by Caitlyn Powers, Esq., and William A. Rountree, Esq., at Rountree Leitman Klein & Geer, LLC, in Atlanta, Georgia. NYREES LIMITED: Voluntary Chapter 11 Case Summary ------------------------------------------------- Debtor: Nyrees Limited Liability Co. 23299 Lawson Road Corona, CA 92883 Chapter 11 Petition Date: January 14, 2025 Court: United States Bankruptcy Court Central District of California Case No.: 25-10185 Judge: Hon. Scott H Yun Debtor's Counsel: Krystina T. Tran, Esq. LAW OFFICES OF KRYSTINA T TRAN 17011 Beach Blvd, Suite 830 Huntington Beach, CA 92647 Tel: (949) 797-9090 Fax: (949) 393-3999 E-mail: ktran@ktranlaw.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $1 million to $10 million The petition was signed by Jade Fonseca as CEO. The Debtor indicated in the petition it has no unsecured creditors. A full-text copy of the petition is available for free on PacerMonitor at: https://www.pacermonitor.com/view/D7CRWWQ/Nyrees_Limited_Liability_Co__cacbke-25-10185__0001.0.pdf?mcid=tGE4TAMA ORTHOCARE SOLUTIONS: Unsecureds Will Get 7% over 60 Months ---------------------------------------------------------- Orthocare Solutions, Inc., submitted a Fourth Amended Chapter 11 Plan of Reorganization dated January 10, 2025. In this case, the Debtor holds two unexpired prepetition leases with Regus and Columbia Business Suites, Inc. The Debtor is current on all lease obligations and has formally assumed such leases under separate motion. The projections reflect projected net income of approximately $1,140,876.00 that will be utilized to the fund the Plan over a five-year period. The projections assume a 4.5% estimated growth rate year over year during the plan offset by higher operating expenses commencing in 2025. The Debtor anticipates revenues to increase moderately over the term of the Plan based upon its expansion to the Norfolk, Virginia area, the award of a contract with the United States Veterans Administration and increased sales to current and former military personnel. To the extent that there are any recoveries pursuant to avoidance actions (none known at the present time), these amounts will also be contributed to the Plan in accordance with the priorities established by the Bankruptcy Code and as more specifically set forth therein. The final Plan payment to unsecured creditors is expected to be paid on the date that is three years after the Effective Date of the Plan. Class 5 consists of the Nondischargeable Secured Claim of Ace Funding Source, LLC. ACE Funding Source, LLC, shall have an allowed nondischargeable secured Claim in the aggregate amount of $75,000.00. The secured amount owed to Class 5 Claimant(s) shall be paid in forty-eight monthly installments over the term of the Plan commencing in the second year of Plan payments with interest at the rate of 7% per annum. The ACE Funding Source, LLC, Claim shall be treated as a secured loan. The total of payments to be made under the Plan is $94,836.00. Class 7 consists of all General Unsecured Claims. Provided that an Allowed Class 7 Claim has not been paid prior to the Effective Date, or pursuant to a cure payment to be paid to assume an executory contract, and except to the extent that a holder of a Class 7 Claim agrees to a different and lesser treatment, each holder of an Allowed Class 7 Claim shall receive from the Debtor, in full and complete settlement, satisfaction and discharge of its Allowed Class 7 Claim, a pro rata portion of the monthly payments and Monthly Avoidance Action Proceeds (to the extent that Administrative Claims and Priority Tax Claims have first been paid in full). Otherwise, General Unsecured Claims shall be paid monthly pro rata commencing on the Effective Date in accordance with the Debtor's Financial Projections and Plan Distribution, but after the payment in full of Tax Priority Claims, Non-Tax Priority Claims and Administrative Tax Claims The total minimum amount allocated under the Plan for the payment of Allowed General Unsecured Claims is estimated to be $76,869.00, or roughly a 7% distribution on estimated Allowed General Unsecured Claims totaling $1,087,000.19. Monthly Avoidance Action Proceeds shall also be used to fund payments upon Allowed General Unsecured Claims after the payment of Administrative Claims Priority Non-Tax Claims and Priority Tax Claims with higher priority, if any. Class 7 is impaired. This Class shall be paid pro rata over 60 months a with an estimated distribution of 7%. All property of the Estate shall revest in the Debtor on the Effective Date, free and clear of all other liens, Claims, interests and encumbrances, except for the liens specifically preserved or created by this Plan. A full-text copy of the Fourth Amended Plan dated January 10, 2025 is available at https://urlcurt.com/u?l=T8EqSK from PacerMonitor.com at no charge. Attorneys for the Debtor: Craig M. Palik, Esq. Justin P. Fasano, Esq. MCNAMEE HOSEA, P.A. 6404 Ivy Lane, Suite 820 Greenbelt, MD 20770 Tel: (301) 441-2420 Fax: (301) 982-9450 Email: cpalik@mhlawyers.com jfasano@mhlawyers.com About Orthocare Solutions Orthocare Solutions is a veteran-owned small business serving the Washington, DC and Baltimore metro areas. Four separate locations offer customized orthotics, prosthetics, and medical equipment to patients of all ages. Orthocare Solutions, Inc., filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. D. Md. Case No. 23-19191) on Dec. 18, 2023. The petition was signed by David Fred as owner. At the time of filing, the Debtor estimated up to $50,000 in assets and $1 million to $10 million in liabilities. Judge Maria Elena Chavez-Ruark oversees the case. Craig M. Palik, at MCNAMEE HOSEA, P.A., is the Debtor's legal counsel. PARTY CITY: Closes Waikele Location, To Merge with Nimitz Store --------------------------------------------------------------- Jeremiah Estrada of IslandNews reports that Party City will close its Waikele location on January 18 as part of a merger with the Nimitz Highway store. According to the report, despite the ongoing bankruptcy proceedings, the franchise will continue operating in Hawaii to meet the party supply needs of local customers. The decision to close the Waikele store was influenced by the expiration of its lease and short-term supply chain challenges resulting from the bankruptcy and liquidation. "The closure of our Waipahu store will allow Party City Hawaii to stabilize its operations, focusing on updating our inventory and sales systems, and more importantly, building a new supply chain to better serve our Hawaii customers," said Andrew Shum, Vice President of Operations. "With Party City Holdco's decision to end its store and wholesale operations, we now have the opportunity to reshape our operations, work more closely with local businesses, and source products that are better suited to our community." Shum added, "We've shared our consolidation plans with the Waipahu team and are committed to retaining our employees. All Waipahu staff have been offered the chance to transfer to the Nimitz store at the end of January. We’re thankful for the support of the local community and intend to reopen a store on the west side of the island when the time is right." About Party City Holdco Party City Holdco Inc. (NYSE: PRTY) is the global leader in the celebrations' industry, with its offerings spanning more than 70 countries around the world. It is also the largest designer, manufacturer, distributor, and retailer of party goods in North America. Party City Holdco had 761 company-owned stores as of September 2022. It is headquartered in Woodcliff Lake, N.J. with additional locations throughout the Americas and Asia. Party City Holdco and its domestic subsidiaries sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Texas Lead Case No. 23-90005). As of Sept. 30, 2022, Party City Holdco had total assets of $2,869,248,000 against total debt of $3,022,960,000. Judge David R. Jones oversees the cases. The Debtors tapped Paul, Weiss, Rifkind, Wharton & Garrison, LLP, as legal counsel; Moelis & Company, LLC as investment banker; AlixPartners, LLP as financial advisor; A&G Realty Partners as real estate advisor; and Kroll as the claims agent. PricewaterhouseCoopers LLP (PwC) provides accounting and valuation advisory services, tax-related services, and internal audit Sarbanes-Oxley Act support services. Davis Polk & Wardwell, LLP and Lazard serve as legal counsel and investment banker, respectively, to the ad hoc group of first lien holders. The U.S. Trustee for Region 6 appointed an official committee to represent unsecured creditors in the Chapter 11 cases. The committee is represented by Pachulski Stang Ziehl & Jones, LLP. PHUNWARE INC: Revises T. Reisner's Employment Separation Terms -------------------------------------------------------------- As previously reported by The Troubled Company Reporter, on December 31, 2024, Phunware, Inc., formally acknowledged and accepted Troy Reisner's resignation as former Chief Financial Officer effective as of December 31, 2024. After exchanging correspondence with Mr. Reisner, the Company has determined that the date of the Company's acknowledgment and acceptance of Mr. Reisner's resignation as Chief Financial Officer of and his separation of employment from the Company should be revised to be effective as of November 30, 2024, which to the Company's knowledge at this time is the last day on which Mr. Reisner provided services in that capacity to the Company, according to a Form 8-K filing with the U.S. Securities and Exchange Commission. About Phunware Headquartered in Austin, Texas, Phunware, Inc. -- http://www.phunware.com-- offers a fully integrated software platform that equips companies with the products, solutions, and services necessary to engage, manage, and monetize their mobile application portfolios globally at scale. Phunware reported a net loss of $52.78 in 2023, a net loss of $50.89 million in 2022, a net loss of $53.52 million in 2021, a net loss of $22.20 million in 2020, a net loss of $12.87 million in 2019, a net loss attributable to common shares of $923,180 for the year ended Nov. 30, 2018, and a net loss attributable to common shares of $307,274 for the year ended Dec. 30, 2017. PMD DEVICE: Bankruptcy Application OK'd, Dan Bengtsson as Trustee ----------------------------------------------------------------- PMD Device Solutions announced on December 22, 2024 that its Board of Directors had resolved to submit an application to the district court to declare the company bankrupt. On January 14, 2025, the bankruptcy application has been granted. Dan Bengtsson, from Advokatfirman Carler AB, has been appointed as the bankruptcy trustee and can be contacted via email on info@carler.se. About PMDS PMD Device Solutions AB develops and sells medical products for respiratory monitoring in both the hospital acute monitoring sector and the remote monitoring homecare sector. Its primary product is RespiraSense, a solution used for monitoring respiratory rate to support the detection of patient deterioration early and to avoid preventable respiratory failure and adverse patient outcomes. RespiraSense is, to the Company's knowledge, the world's only continuous, motion-tolerant respiratory rate monitor delivering class-leading reliability in measuring respiratory rate. RespiraSense is a novel technology that is commercialised in Europe, the UK, and FDA cleared in the US. The company's shares are listed on Nasdaq First North Growth Market (STO:PMDS). PRESBYTERIAN HOMES: Seeks Approval to Tap Hublar Enterprises as CRO ------------------------------------------------------------------- Presbyterian Homes and Services of Kentucky, Inc. seeks approval from the U.S. Bankruptcy Court for the Western District of Kentucky to employ Hublar Enterprises, Inc., doing business as Comprehensive Business Solutions, as chief reorganization officer. The firm will render these services: (a) prepare and transmit budgets, operating reports, financial projections, and financial analyses; (b) monitor and assess financial performance on a go-forward basis; (c) assist in the development and presentation of a plan of reorganization; and (d) assist in the generation of strategic, long term fmancial planning. The firm will be billed at its hourly rate of $350. The firm also requests a retainer fee of $15,500 from the Debtor. Michael Hublar, president of Comprehensive Business Solutions, disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: Michael Hublar Comprehensive Business Solutions 11 South Park Center Drive, Suite 4 Corbin, KY 40701 Telephone: (606) 656-1056 About Presbyterian Homes and Services of Kentucky Inc. Presbyterian Homes and Services of Kentucky, Inc. sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. W.D. Ky. Case No. 24-33060) on December 15, 2024, with up to $10 million in both assets and liabilities. Hattie H. Wagner, president and chief executive officer, signed the petition. Judge Alan C. Stout oversees the case. Charity S. Bird, Esq., at Kaplan Johnson Abate & Bird, LLP, represents the Debtor as legal counsel. Hublar Enterprises, Inc., doing business as Comprehensive Business Solutions, is the chief reorganization officer (CRO). PRIME CAPITAL: Updates Liquidating Plan Disclosures --------------------------------------------------- Prime Capital Ventures, LLC, submitted a Second Amended Disclosure Statement for First Amended Plan of Liquidation dated January 9, 2025. The Plan is a plan of liquidation. In general, a chapter 11 plan of liquidation (i) divides claims into separate classes, (ii) specifies the property that each class is to receive under the plan, and (iii) contains other provisions necessary to implement the Plan. Under the Bankruptcy Code, "claims" are classified rather than "creditors" because such entities may hold claims in more than one class. The Debtor has cash held at Citibank, N.A. and M&T Bank in the aggregate amount of approximately $1.9 million. Since the beginning of the Chapter 11 Case, the Debtor has been engaged in discussions with Citibank regarding the transfer of funds held at Citibank, totaling approximately $750,000, (the "Debtor Funds"), from the Debtor's account to the Debtor's DIP account. On December 30, 2024, the Debtor filed a motion seeking entry of an order directing Citibank to turn over to the Debtor the Debtor Funds. The funds held at M&T in the approximate amount of $1.2 million were turned over to the Debtor by the Receiver (the "RBC Funds"). The source of the RBC Funds was a bank account at RBC Bank in the Debtor's name that exclusively held the ICA Deposit of 1322 Developments, LLC, which was funded by ER Tennessee LLC ("ER Tennessee"). ER Tennessee has asserted that it has a superior claim to the RBC Funds under the theory that the RBC Funds were held in an express and/or constructive trust, and that accordingly, the RBC Funds should be turned over to ER Tennessee. If ER Tennessee were successful in its trust claim, the Debtor would be deprived of the use of the RBC Funds. The Debtor disputes ER Tennessee's claims and the parties are in the process of discussing the issues and determining if a consensual resolution can be reached. The Second Amended Disclosure Statement does not alter the proposed treatment for unsecured creditors and the equity holder: * Class 2 consists of General Unsecured Claims in the Chapter 11 Case that are asserted, filed or scheduled against the Debtor. Each Holder of an Allowed General Unsecured Claim shall receive their pro rata share from the remaining portion of the Post Confirmation Estate Fund, after satisfaction in full of senior Claims. The pro rata share of each Holder's Allowed Class 2 Claim shall be determined by a formula, the numerator of which is then unsatisfied amount of such Holders' Class 2 Allowed Claim and the denominator of which is the aggregate unsatisfied amount of the remaining Allowed Class 2 Claims. * Class 3 consists of the Equity Interests in the Debtor. Class 3 Equity Interests are Impaired as they will receive no Distribution under the Plan. Class 3 Equity Interests are deemed to reject the Plan and, as such, are not entitled to vote to accept or reject the Plan. On the Effective Date, all Class 3 Equity Interests will be deemed canceled, null and void and of no force and effect. The Plan shall be funded by a combination of the proceeds of sale of the Debtor's Assets, and proceeds from liquidation of remaining Assets. The Plan Administrator shall utilize the Post- Confirmation Estate Fund and in certain cases, the Creditor Related Causes of Action Fund, for purposes of making distributions to holders of Allowed Claims in Classes 1 and 2 after reserving for Disputed Claims. The hearing at which the Bankruptcy Court will determine whether to confirm the Plan and, to consider approval of this Disclosure Statement, will take place on February 26, 2025 at 9:30 a.m. Objections to confirmation of the Plan must be filed on or before February 19, 2025 as set forth in the Combined Hearing Notice. All Ballots with respect to the Plan must be completed in full and signed to be counted in the tabulation of the votes and must be received by Debtor's counsel no later February 14, 2025. A full-text copy of the Second Amended Disclosure Statement dated January 9, 2025 is available at https://urlcurt.com/u?l=6AeReY from PacerMonitor.com at no charge. Counsel to the Debtors: Fred Stevens, Esq. Lauren C. Kiss, Esq. KLESTADT WINTERS JURELLER SOUTHARD & STEVENS, LLP 200 West 41st Street, 17th Floor New York, NY 10036 Tel: (212) 972-3000 Fax: (212) 972-2245 Email: fstevens@klestadt.com lkiss@klestadt.com About Prime Capital Ventures Prime Capital owns a residential property located at 600 Linkhorn Drive, Virginia Beach, VA 23451, valued at $4.02 million. Prime Capital Ventures, LLC filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. N.D.N.Y. Case No. 24-11029) on Sept. 16, 2024, listing $6,452,230 in assets and $244,529,327 in liabilities. The petition was signed by Christian H. Dribusch as manager. Christian H. Dribusch, Esq., at Dribusch Law Firm, is the Debtor's counsel. PROFESSIONAL DIVERSITY: Fails to Regain Nasdaq Listing Requirements ------------------------------------------------------------------- As previously disclosed, on June 27, 2024, Professional Diversity Network, Inc., received a written notification from The Nasdaq Stock Market stating that the Company was not in compliance with Nasdaq Listing Rule 5550(a)(2) because for the previous 30 consecutive business days, the closing bid price of the Company's common stock was below the $1.00 per share minimum required for listing on The Nasdaq Capital Market. The June 2024 Notice provided the Company a 180-day period in which to regain compliance or until December 24, 2024. The June 2024 Notice also noted that the Company may be eligible for additional time. To qualify, the Company would be required to meet the continued listing requirement for the market value of publicly held shares and all other initial listing standards for The Nasdaq Capital Market, with the exception of the bid price requirement, and would need to provide written notice of its intention to cure the deficiency during the second compliance period, by effecting a reverse stock split, if necessary. If the Company met these requirements, the June 2024 Notice stated that Nasdaq would inform the Company that it has been granted an additional 180 calendar days. On January 9, 2025, the Company received a letter from Nasdaq informing the Company that the Nasdaq Staff has determined that the Company had not regained compliance with Rule 5550(a)(2), stating that the Company did not satisfy the initial listing requirements for The Nasdaq Capital Market under the equity standard or alternative standards and was consequently not eligible for an additional 180-day remediation period, the Company disclosed in a Form 8-K filing with the U.S. Securities and Exchange Commission. Accordingly, unless the Company requests an appeal of this determination by January 16, 2025, Nasdaq has determined that the Company's securities will be scheduled for delisting from Nasdaq and will be suspended at the opening of business on January 21, 2025, and a Form 25-NSE will be filed with the Securities and Exchange Commission, which will remove the Company's securities from listing and registration from Nasdaq. The Company intends to appeal the Delisting Determination on or before January 16, 2025, by requesting an appeal with a Nasdaq Hearings Panel. A request for an appeal will stay the delisting of the Company's common stock pending the Nasdaq Hearings Panel's decision. There are no assurances a favorable decision from the listing panel will be obtained or that the Company's common stock will remain listed on The Nasdaq Capital Market. About Professional Diversity Headquartered in Chicago, Illinois, Professional Diversity Network, Inc. -- https://www.prodivnet.com/ -- is a global developer and operator of online and in-person networks that provides access to networking, training, educational, and employment opportunities for diverse professionals. The Company operates subsidiaries in the United States, including National Association of Professional Women (NAPW) and its brand, International Association of Women (IAW), which is one of the largest, most recognized networking organizations of professional women in the country, spanning more than 200 industries and professions. Through an online platform and its relationship recruitment affinity groups, the Company provides its employer clients a means to identify and acquire diverse talent and assist them with their efforts to comply with the Equal Employment Opportunity Office of Federal Contract Compliance Program. The Company's mission is to utilize the collective strength of its affiliate companies, members, partners, and unique proprietary platform to be the standard in business diversity recruiting, networking, and professional development for women, minorities, veterans, LGBTQ+, and disabled persons globally. Oak Brook, Illinois-based Sassetti LLC, the Company's auditor since 2022, issued a "going concern" qualification in its report dated March 29, 2024, citing that the Company has incurred recurring operating losses, has a significant accumulated deficit, and will need to raise additional funds to meet its obligations and the costs of its operations. These conditions raise substantial doubt about the Company's ability to continue as a going concern. As of September 30, 2024, Professional Diversity Network had $5,302,121 in total assets, $3,659,961 in total liabilities, and $1,642,160 in total stockholders' equity. PROSPECT MEDICAL: Can Borrow Portion of $100MM Ch. 11 Financing --------------------------------------------------------------- Alex Wittenberg of Law360 reports that on January 14, a Texas bankruptcy judge approved Prospect Medical Holdings Inc.'s request to borrow a portion of a $100 million financing package, despite objections from the company's landlord. The judge emphasized that the funding was necessary to maintain patient care during the hospital operator's financial struggles, according to Law360. About Prospect Medical Holdings Prospect Medical Holdings owns Roger Williams Medical Center, Our Lady of Fatima Hospital, and several other healthcare facilities. Prospect Medical Holdings sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Tex. Lead Case No. 25-80002) on January 11, 2025. In the petition filed by Paul Rundell, as chief restructuring officer, the Debtor reports estimated assets and liabilities between $1 billion and $10 billion each. Judge: Hon. Stacey G Jernigan The Debtors' General Bankruptcy Counsel is Thomas R. Califano, Esq., and Rakhee V. Patel, Esq., at SIDLEY AUSTIN LLP, in Dallas, Texas, and William E. Curtin, Esq., Patrick Venter, Esq., and Anne G. Wallice, Esq., at SIDLEY AUSTIN LLP, in New York. The Debtors' Financial Advisor is ALVAREZ & MARSAL NORTH AMERICA, LLC. The Debtors' Investment Banker is HOULIHAN LIKEY, INC. The Debtors' Claims, Noticing & Solicitation Agent is OMNI AGENT SOLUTIONS, INC. PROSPECT MEDICAL: Chapter 11 Restructuring Impacts MPT ------------------------------------------------------ Medical Properties Trust, Inc. on January 12, 2025, issued the statement in response to Prospect Medical Group's decision to commence an in-court restructuring process under Chapter 11 of the U.S. Bankruptcy Code. As discussed during MPT's third quarter 2024 earnings, while Prospect's California facilities have reported volume growth and improved coverage trends in 2024, its overall liquidity has been adversely impacted by stalled sales processes across various East Coast markets, including Rhode Island where MPT has no interest in the real estate. Prospect has not paid any rent to MPT since June 2024, its Connecticut and Pennsylvania lessees and mortgagors have made only minimal payments over the past two years, and MPT has been recognizing all revenues from Prospect using cash basis accounting since 2023. The Company's priority during the restructuring process is to protect MPT's investment in Prospect's California hospitals. MPT also expects to support efforts by Prospect to use the Chapter 11 process to complete a successful sale of Prospect's Connecticut facilities. About Medical Properties Trust, Inc. Medical Properties Trust, Inc. is a self-advised real estate investment trust formed in 2003 to acquire and develop net-leased hospital facilities. From its inception in Birmingham, Alabama, the Company has grown to become one of the world's largest owners of hospital real estate with 402 facilities and approximately 40,000 licensed beds in nine countries and across three continents as of September 30, 2024. MPT's financing model facilitates acquisitions and recapitalizations and allows operators of hospitals to unlock the value of their real estate assets to fund facility improvements, technology upgrades and other investments in operations. For more information, please visit the Company's website at www.medicalpropertiestrust.com. About Prospect Medical Holdings, Inc. Prospect Medical Holdings, Inc. consists of hospitals and affiliated medical groups working for the benefit of every person who comes to us for care. Our comprehensive networks aim to provide coordinated, personalized care to California, Connecticut, Pennsylvania, and Rhode Island. Advisors Sidley Austin LLP is serving as legal counsel, Houlihan Lokey Capital Inc. is serving as investment banker, and Alvarez & Marsal North America, LLC is serving as financial advisor to Prospect Holdings. PROSPECT MEDICAL: Files Ch. 11, Pursues Asset Sales Outside Calif. ------------------------------------------------------------------ Prospect Medical Holdings, Inc. announced on January 11, 2025, that it is proceeding on a strategic pathway to realign its organizational focus outside of California, including pursuit of an agreement to sell the Roger Williams Medical Center and Our Lady of Fatima Medical Center in Rhode Island to Centurion Foundation, Inc. Prospect Holdings is also continuing to engage with key stakeholders outside of Rhode Island and to work with the Commonwealth of Pennsylvania to agree on terms for the divestiture of the Crozer-Chester Medical Center. By engaging with stakeholders and implementing the Hospital Transactions, Prospect Holdings is prioritizing its core strength -- focusing on operating community hospitals in California, providing vital care to underserved communities, and promoting patient and physician continuity -- while ensuring these hospitals outside of California continue operations with proper financial support. To effectuate the paths forward and the Hospital Transactions in an expedited timeframe, and to ensure continued provision of critical and tailored healthcare, Prospect Holdings, together with certain of its subsidiaries, initiated voluntary chapter 11 proceedings in the United States Bankruptcy Court for the Northern District of Texas. The transactions will be conducted in accordance with the provisions of the United States Bankruptcy Code. PHP Holdings, LLC and its related subsidiaries, including Prospect Health Plan, Inc., Prospect Medical Systems, LLC and its affiliated medical groups in California, Arizona, and Texas, Gateway Medical Center, and Foothill Regional Medical Center, are not parties to the chapter 11 proceedings and expect to close the previously announced sale to Astrana Health, Inc. in mid-2025. Throughout the chapter 11 process, Prospect Holdings' hospitals, medical centers, and physicians' offices will remain open, and patient care and services will continue uninterrupted. Von Crockett, Prospect Holdings' Chief Executive Officer, said, "Today's actions represent an important step forward in our longstanding commitment to best serve the interests of our patients, physicians, employees, and communities. Divesting our operations outside of California will ensure that they receive necessary financial support so that the communities that rely on those facilities will maintain continued access to highly coordinated, personalized, and critical healthcare services long into the future." Mr. Crockett continued, "Through this process, Prospect Holdings will regain its financial footing as we rededicate ourselves to our original mission of serving the community. We look forward to working alongside our stakeholders to implement these strategic transactions, and are confident that through these actions, Prospect Holdings will be better positioned to prioritize and execute its core strengths." Additional Information About the Bankruptcy Court-Supervised Process: Prospect Holdings is continuing to engage with its key stakeholders to finalize necessary funding for the duration of the chapter 11 process. Upon Bankruptcy Court approval, any contemplated financing, together with cash generated from the Company's ongoing operations, is expected to provide sufficient liquidity to support the Company while it considers paths forward and works to complete the Hospital Transactions. The Company will file a number of customary motions seeking Bankruptcy Court approval to support its operations, including the continued payment of employee wages and benefits, without interruption. These motions, once approved, will help facilitate a smooth transition into the restructuring process and ensure the Company's hospitals, medical centers, and physicians' offices can continue providing uninterrupted service to patients. The Company expects to receive Bankruptcy Court approval for these requests shortly. Prospect Holdings also intends to pay vendors in full under normal terms for goods and services provided after the filing date. Additional information regarding the Bankruptcy Court-supervised sale and restructuring process can be found at www.pmhrestructuring.com. Bankruptcy Court filings and other information related to the proceedings are available on a separate website administrated by the Company's claims agent, Omni Agent Solutions, Inc., at https://omniagentsolutions.com/Prospect, by calling Omni toll-free at (888) 550-3239 (or (818) 510-3746 for calls originating outside of the U.S. or Canada), or by sending an email to ProspectInquiries@OmniAgnt.com. About Prospect Medical Holdings, Inc. Prospect Medical Holdings, Inc. consists of hospitals and affiliated medical groups working for the benefit of every person who comes to us for care. Our comprehensive networks aim to provide coordinated, personalized care to California, Connecticut, Pennsylvania, and Rhode Island. Advisors Sidley Austin LLP is serving as legal counsel, Houlihan Lokey Capital Inc. is serving as investment banker, and Alvarez & Marsal North America, LLC is serving as financial advisor to Prospect Holdings. R1 RCM: S&P Withdraws 'B+' ICR Following Acquisition by TowerBrook ------------------------------------------------------------------ S&P Global Ratings withdrew all ratings on R1 RCM Inc., including its 'B+' issuer credit rating. R1 RCM Inc. is now a subsidiary of Raven Acquisition Holdings LLC (B-/Positive/--), which was acquired by TowerBrook Capital Partners and Clayton, Dubilier & Rice (CD&R). All of R1 RCM's rated debt has been repaid or redeemed in the transaction. At the time of the withdrawal, the rating was on CreditWatch with negative implications, where S&P had placed it Aug. 2, 2024. RAPSYS INC: Court Extends Use of Cash Collateral to Feb. 28 ----------------------------------------------------------- Rapsys, Inc. received seventh interim approval from the U.S. Bankruptcy Court for the Northern District of Illinois to continue to use its secured creditor's cash collateral to pay its post-petition expenses. The interim order signed by Judge David Cleary approved the use of cash collateral for the period from Jan. 10 to Feb. 28 in accordance with the company's projected budget, with a 10% variance. In return for the company's continued use of cash collateral, the U.S. Small Business Administration was granted adequate protection in the form of replacement liens on the agency's collateral and its proceeds. The next hearing is scheduled for Feb. 26. Any objections to the continued use of cash collateral must be filed by Feb. 21. About Rapsys Inc. Rapsys, Inc. sought protection under Chapter 11 of the U.S. Bankruptcy Code Bankr. N.D. Ill. Case No. 24-03481) on March 11, 2024, with up to $50,000 in assets and up to $1 million in liabilities. Judge David D. Cleary oversees the case. Scott R. Clar, Esq., at Crane, Simon, Clar & Goodman represents the Debtor as legal counsel. RAVI GI: Seeks Approval to Hire Calaiaro Valencik as Legal Counsel ------------------------------------------------------------------ Ravi GI Associates PA LLP seeks approval from the U.S. Bankruptcy Court for the Western District of Pennsylvania to employ Calaiaro Valencik as legal counsel. The firm will render these services: (a) prepare bankruptcy petition and attend the meeting of creditors; (b) represent the Debtor in relation to negotiating an agreement on cash collateral; (c) represent the Debtor in relation to acceptance or rejection of executory contracts; (d) advise the Debtor about preference actions; (e) advise the Debtor regarding its rights and obligations during the Chapter 11 case; (f) represent the Debtor in relation to any motions to convert or dismiss this Chapter 11 case; (g) represent the Debtor in relation to any motions for relief from stay filed by any creditors; (h) prepare the Plan of Reorganization; (i) prepare any objection to claims in the Chapter 11 case; and (j) otherwise, represent the Debtor in general. The firm will be paid at these hourly rates: Donald Calaiaro, Partner $450 David Valencik, Partner $375 Andrew Pratt, Partner $325 Paralegals $100 In addition, the firm will seek reimbursement for expenses incurred. Prior to the petition date, Calaiaro Valencik received a total payments of $24,000. Mr. Calaiaro disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: Donald R. Calaiaro, Esq. Calaiaro Valencik 555 Grant Street, Suite 300 Pittsburgh, PA 15219 Telephone: (412) 232-0930 Facsimile: (412) 232-3858 Telephone: dcalaiaro@c-vlaw.com About Ravi GI Associates 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. RENOVARO INC: To Acquire Predictive Oncology in All-Stock Deal -------------------------------------------------------------- Renovaro Inc. has entered into a binding LOI to acquire Predictive Oncology in an all-stock transaction. David Weinstein, Chief Executive Officer of Renovaro, commented, "Renovaro is on a quest to offer cancer patients early diagnostic options, treatment protocols, and recurrence monitoring. Predictive Oncology will enhance our capabilities by assisting oncologists with patient specific diagnostic and therapeutic clinical support data. Predictive Oncology's proprietary AI/ML platform has been proven to predict tumor-drug response with 92% accuracy which, I believe, will allow us to launch as a decision support platform for medical oncologists in 2025. As importantly, there are strong synergies with Predictive's small molecule solid tumor drug-tumor response modeling capabilities and Renovaro's liquid biopsy approach to early cancer detection and monitoring." Raymond Vennare, Chief Executive Officer of Predictive Oncology, added, "We recognize that by integrating Predictive Oncology's AI-driven drug discovery platform and vast biobank of more than 150,000 patient tumor samples, 200,000 pathology slides and decades of longitudinal drug response data with Renovaro's multi-disciplinary artificial intelligence, multi-omics and multi-modal data expertise, we are opening to door to diagnostic, therapeutic and drug discovery possibilities that we otherwise would never have considered." Short-Term Synergies * By leveraging Predictive Oncology's extensive biobank of 150,000 tumor samples, Renovaro gains an invaluable resource to accelerate biomarker discovery, clinical trial optimization and clinical decision support tools across multiple cancer types. * The combined organization will have a state-of-the-art CLIA, NYSDOH, and CA-certified laboratory staffed by a highly experienced team. * Infrastructure streamlines Renovaro's development, validation, and rollout of new diagnostic tests in Europe, improving speed to market and expanding global reach. * Introduces novel in vivo chemosensitivity and resistance assay for predicting patient response to cancer chemotherapy to the European markets. * Enables the company to collaborate across multi-omic platforms for drug discovery. Long-Term Vision * Renovaro's partnership with Predictive Oncology creates a powerful foundation for delivering a global point-of-care solution for cancer. * By integrating Predictive Oncology's AI-driven small molecule solid tumor expertise with Renovaro's AI-powered liquid biopsy and cancer vaccine programs, we envision an opportunity to provide patients with a comprehensive, end-to-end solution from diagnostics and early detection to personalized therapies, in silico modeling and biomarker discovery. * First-in-class, full-stack clinical service has the potential to advance cancer therapy at every stage of the patient's journey, improving outcomes and reducing costs. Predictive Oncology announced on November 13, 2024, that the company's Board of Directors, working with a strategic advisor, had initiated a process to evaluate a broad range of strategic alternatives intended to maximize shareholder value and issued an update on December 3, 2024, stating the Company was engaged in productive discussions with multiple interested parties and looked forward to the timely completion of this process. Transaction Details Renovaro will acquire 100% of Predictive Oncology common shares through the issuance of Preferred stock. About Predictive Oncology Predictive Oncology is on the cutting edge of the rapidly growing use of artificial intelligence and machine learning to expedite early biomarker and drug discovery and enable drug development for the benefit of cancer patients worldwide. The company's proprietary AI/ML platform has been scientifically validated to predict with 92% accuracy if a tumor sample will respond to a certain drug compound, allowing for a more informed selection of drug/tumor type combinations for subsequent in-vitro testing. Together with the company's vast biobank of more than 150,000 assay-capable heterogenous human tumor samples, Predictive Oncology offers its academic and industry partners one of the industry's broadest AI-based drug discovery solutions, further complimented by its wholly owned CLIA lab and GMP facilities. Predictive Oncology is headquartered in Pittsburgh, PA. https://predictive-oncology.com/ About Renovaro Inc. Headquartered in Los Angeles, Calif., Renovaro Inc. -- http://www.renovarobio.com-- formerly Renovaro BioSciences Inc., is a biotechnology company intending, if the necessary funding is obtained, to develop advanced allogeneic cell and gene therapies to promote stronger immune system responses potentially for long-term or life-long cancer remission in some of the deadliest cancers, and potentially to treat or cure serious infectious diseases such as Human Immunodeficiency Virus (HIV) infections. As a result of the Company's acquisition of GEDi Cube Intl on Feb. 13, 2024, the Company has shifted the Company's primary focus and resources to the development of the GEDi Cube Intl technologies. Draper, Utah-based Sadler, Gibb & Associates, LLC, the Company's auditor since 2018, issued a "going concern" qualification in its report dated Oct. 10, 2024, citing that the Company has incurred substantial recurring losses from operations, has used cash in the Company's continuing operations, and is dependent on additional financing to fund operations which raises substantial doubt about its ability to continue as a going concern. As of Sept. 30, 2024, Renovaro had $121.83 million in total assets, $23.75 million in total liabilities, and $98.09 million in total stockholders' equity. RLK GROUP: Updates Restructuring Plan Disclosures ------------------------------------------------- RLK Group, Inc. submitted a First Amended Plan of Reorganization under Subchapter V dated January 10, 2025. RLK Group owns furniture, office equipment, and kitchen equipment. The Debtor values its assets to be retained at approximately $11,500. The Debtor has debts of approximately $639,305 for secured, unsecured, and priority claims plus administrative fees and expenses. The unsecured debts include a loan of $340,000 owed to John Patterson, one of the owners of the Debtor. This Plan of Reorganization proposes to pay Debtor's creditors from the cash flow generated in the ordinary course of the Debtor's business after confirmation. Payment of Amounts Owed to the Texas Comptroller of Public Accounts. The Comptroller filed Administrative Expense Claims and Requests for Payment Numbers 12, 13, and 14. The claims include the following categories: Sales and Use Tax, Mixed Beverage Sales Tax, and Mixed Beverage Tax. The total amount owed to the Comptroller for these administrative expense claims is $13,410.02 [Amended Claims 12, 13, and 14]. The Debtor shall pay in full on or before the Effective Date the total amount of $13,410.02. The Internal Revenue Service has filed an amended claim which includes a priority amount of $0.00. Debtor has no priority tax claims. The First Amended Plan does not alter the proposed treatment for unsecured creditors and the equity holder: * Class 8 consists of the non-priority general unsecured claims. The Debtor believes the aggregate amount of Class 8 claims that should be allowed are approximately $542,040. This class includes the creditors that have filed unsecured claims or are listed in the schedules as unsecured creditors whose claims are not disputed, not contingent and are liquidated. The Debtor will pay the projected disposable income for thirty-six months following the Effective Date to creditors in this class with allowed claims. Debtor may pay such amounts quarterly starting with the first full calendar quarter after the Effective Date. Payments will be approximately as set forth in the projections. This Class is impaired. * Class 9 consists of the equity security holders of the Debtor. The equity holders will retain the interests in the Debtor. Provisions Applicable to Hidalgo County and City of McAllen Notwithstanding anything to the contrary contained within the Plan, the Secured Tax Claims of Hidalgo County and City of McAllen, shall be paid by the Debtor, pursuant to the provisions of Section 1129 (a) (9) (C) of the Bankruptcy Code, in equal monthly installments, commencing on the Payment Start Date and ending thirty-six months thereafter. The Claims shall bear interest at the statutory rate of 12% per annum from the date of filing of this case until said taxes are paid in full. Hidalgo County and City of McAllen shall retain all liens until such taxes are paid in full. Default shall occur if one monthly installment due to Hidalgo County or City of McAllen under the confirmed Plan is not paid by Debtor or if post-confirmation taxes (including 2025 taxes) are not paid timely pursuant to state law. In the event of default, the affected Taxing Entity shall send written notice of default to Debtor's attorney by Regular Mail, by Email, and by Certified Return Receipt Requested Mail, postage prepaid, and to the Debtor by Regular Mail, by Email: staceyrobinson21@gmail.com, and by Certified Return Receipt Requested Mail, postage prepaid. Provisions applicable to Backstage Productions, LLC The Debtor will surrender all collateral equipment to Backstage Productions, LLC on the Effective Date. No equipment will be retained by the Debtor. The collateral shall only be the items listed on the proof of claim of Backstage. Backstage violated the automatic stay when it repossessed the controls or activating devices for its collateral, and other items after this bankruptcy case was filed. Backstage has not repossessed the remaining collateral. The claim [Claim 2] will be treated as an unsecured claim and will be paid as an unsecured claim in class 8. Backstage shall be responsible for the removal of the collateral. Backstage must coordinate with the Debtor for the removal of the collateral. The Debtor will retain the property of the bankruptcy estate. The Debtor will make plan payments with proceeds resulting from its business operations. A full-text copy of the First Amended Plan dated January 10, 2025 is available at https://urlcurt.com/u?l=K0EY0c from PacerMonitor.com at no charge. Counsel to the Debtor: Reese W. Baker, Esq. Baker & Associates 950 Echo Lane Ste. 300 Houston, TX 77024 Telephone: (713) 869-9200 Facsimile: (713) 869-9100 Email: courtdocs@bakerassociates.net About RLK Group, LLC RLK Group, LLC, operates Azul Ultra Lounge a Restaurant, Bar, and Nightclub located at 400 W Nolana Ave, McAllen, TX 78501. The Debtor sought protection for relief under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Tex. Case No. 24-70217) on Sept. 12, 2024, listing up to $50,000 in assets and $500,001 to $1 million in liabilities. Judge Eduardo V Rodriguez presides over the case. Baker & Associates, led by Reese W Baker, is serving as the Debtor's counsel. SAFE & GREEN: Michael McLaren Named CEO, Director ------------------------------------------------- Safe & Green Holdings Corp. disclosed in a Form 8-K Report filed with the U.S. Securities and Exchange Commission that on January 3, 2025, the Board of Directors approved the appointment of Michael McLaren as the Company's Chief Executive Officer and on January 5, 2025, the Company entered into an employment agreement with Mr. McLaren to employ him in such capacity for an initial term of two years, which Employment Agreement provides for an annual base salary of $250,000 which shall be increased to $400,000 upon the closing of a capital event which cures the Company's stockholders' equity deficiency with Nasdaq, a signing bonus of $50,000 payable within 30 days of the Employment Agreement's effective date, a long-term incentive bonus with a range of between 2 to 4 times Mr. McLaren's then-base salary, subject to approval by the Company's Board of Directors. On the same date, the Board of Directors appointed Mr. McLaren as a director of the Company. Mr. McLaren will serve until the date of the Company's 2025 Annual Meeting of Shareholders and until his successor is duly elected and qualified. As an employee director, Mr. McLaren will not participate in the Company's non-employee director compensation program. Mr. McLaren brings more than 30 years of leadership experience in the energy industry, including significant contributions to military and energy projects, field services, and mergers and acquisitions. He is the founder of several startups where he has led innovative energy solutions, manufacturing systems and is the developer and patent holder of an extensive catalog of energy and green technologies. Mr. McLaren earned a Master's Degree in Science and a Master's Degree in Business from the University of British Columbia. Mr. McLaren is subject to a one-year post-termination non-compete and non-solicit of employees and clients. Mr. McLaren is also bound by confidentiality provisions. There are no family relationships between Mr. McLaren and any of the Company's directors or executive officers. In addition, except as set forth above, Mr. McLaren is not a party to any transaction, or series of transactions, required to be disclosed pursuant to Item 404(a) of Regulation S-K. About Safe & Green Safe & Green Holdings Corp. is a modular solutions company headquartered in Miami, Florida. The company specializes in the development, design, and fabrication of modular structures, focusing on safe and green solutions across various industries. The Woodlands, Texas-based M&K CPAS, PLLC, the Company's auditor since 2024, issued a "going concern" qualification in its report dated May 7, 2024, citing that the Company experienced net losses since inception, negative working capital, and negative cash flows from operations, which raise substantial doubt about the Company's ability to continue as a going concern. Safe & Green Holdings reported net losses of $26,757,906 and $7,089,242 for the fiscal years ended December 31, 2023, and 2022, respectively. As of June 30, 2024, Safe & Green Holdings had $20,928,509 in total assets, $25,717,784 in total liabilities, and $4,789,275 in total stockholders' deficit. SANUWAVE HEALTH: I. Cioanta Discloses Ownership of 41 Shares ------------------------------------------------------------ Iulian Cioanta, Chief Science and Technology Officer of Sanuwave Health, Inc., disclosed in a Form 3 filing with the U.S. Securities and Exchange Commission that as of September 10, 2018, he beneficially owns 41 shares of the Company's common stock and 6,320 shares of stock options with varying expiration dates. About SANUWAVE Health Headquartered in Suwanee, Georgia, SANUWAVE Health, Inc. (OTCQB:SNWV) -- http://www.SANUWAVE.com-- is an ultrasound and shock wave technology company using patented systems of noninvasive, high-energy, acoustic shock waves or low intensity and non-contact ultrasound for regenerative medicine and other applications. The Company's focus is regenerative medicine utilizing noninvasive, acoustic shock waves or ultrasound to produce a biological response resulting in the body healing itself through the repair and regeneration of tissue, musculoskeletal, and vascular structures. The Company's two primary systems are UltraMIST and PACE. UltraMIST and PACE are the only two Food and Drug Administration (FDA) approved directed energy systems for wound healing. New York, NY-based Marcum LLP, the Company's auditor since 2018, issued a "going concern" qualification in its report dated March 21, 2024, citing that the Company has incurred recurring losses and needs to raise additional funds to meet its obligations, sustain its operations, and to resolve the events of default on the Company's debt. These conditions raise substantial doubt about the Company's ability to continue as a going concern. SANUWAVE Health reported a net loss of $25.81 million for the year ended Dec. 31, 2023, compared to a net loss of $10.29 million for the year ended Dec. 31, 2022. As of September 30, 2024, SANUWAVE Health had $21.8 million in total assets, $82.1 million in total liabilities, and $60.3 million in total stockholders' deficit. SANUWAVE HEALTH: T. Hendricks Steps Down as EVP of Sales -------------------------------------------------------- On January 3, 2025, Timothy Hendricks separated from service as Executive Vice President of Sales of Sanuwave Health, Inc., effective as of the same date, the Company disclosed in a Form 8-K filing with the U.S. Securities and Exchange Commission. The Company and Mr. Hendricks are negotiating the terms of a separation agreement, which is expected to be finalized at a later date. Effective January 6, 2025, the Company appointed Timothy Wern as the Company's Executive Vice President of Sales. Mr. Wern brings deep experience in sales, team building, and funnel management from a career of progressive leadership roles at pioneering companies in healthcare, including HeartWare International, Inc. (acquired by Medtronic plc), Abiomed, Inc. (acquired by Johnson & Johnson), and Ceevra Inc. His extensive background includes leading high-performing sales teams and successfully launching cutting-edge medical devices in the U.S. and Canadian markets. His expertise spans sales management, strategic planning, and launching transformative technologies that aim to improve patient outcomes. About SANUWAVE Health Headquartered in Suwanee, Georgia, SANUWAVE Health, Inc. (OTCQB:SNWV) -- http://www.SANUWAVE.com-- is an ultrasound and shock wave technology company using patented systems of noninvasive, high-energy, acoustic shock waves or low intensity and non-contact ultrasound for regenerative medicine and other applications. The Company's focus is regenerative medicine utilizing noninvasive, acoustic shock waves or ultrasound to produce a biological response resulting in the body healing itself through the repair and regeneration of tissue, musculoskeletal, and vascular structures. The Company's two primary systems are UltraMIST and PACE. UltraMIST and PACE are the only two Food and Drug Administration (FDA) approved directed energy systems for wound healing. New York, NY-based Marcum LLP, the Company's auditor since 2018, issued a "going concern" qualification in its report dated March 21, 2024, citing that the Company has incurred recurring losses and needs to raise additional funds to meet its obligations, sustain its operations, and to resolve the events of default on the Company's debt. These conditions raise substantial doubt about the Company's ability to continue as a going concern. SANUWAVE Health reported a net loss of $25.81 million for the year ended Dec. 31, 2023, compared to a net loss of $10.29 million for the year ended Dec. 31, 2022. As of September 30, 2024, SANUWAVE Health had $21.8 million in total assets, $82.1 million in total liabilities, and $60.3 million in total stockholders' deficit. SENSORLOGIC INC: Court OKs Snow Sensor Sale to R.M. Young --------------------------------------------------------- The U.S. Bankruptcy Court for the District of Montana has approved Sensorlogic Inc. to sell property of its estate, which consists of 290 SNOdar snow sensors and intellectual property, including cloud based electronic design files and related assets, to R. M. Young Company LLC, free and clear of all liens and interests. The Court ordered that the Debtor's costs of closing and the allowed secured claims on the Purchased Assets, including any post-petition interest and Court approved attorney's fees, shall be paid in full from the sale proceeds with the net sale proceeds paid to the Debtor for further administration in this case. The Court held that upon closing, the Purchaser (and its successors, assigns, agents or representatives) shall not be deemed to be, as a result of any action or inaction taken in connection with the Sale, a successor to the Debtor, de facto merged with the Debtor, or a mere continuation of the Debtor. The Court also directed that following the closing, no holder of any interest, claim or liability shall interfere with the Purchaser’s title to or use and enjoyment of the Purchased Assets based on or related to any such interest, claim or liability, or based on any action the Debtor may take in the chapter 11 case. The Court further ordered that that all persons and entities are hereby forever prohibited and enjoined from taking any action that would adversely affect or interfere with the ability of the Debtor to sell and transfer the Purchased Assets to the Purchaser in accordance with the terms purchase agreement and the order. About Sensorlogic Inc. Sensorlogic, Inc. filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. D. Mont. Case No. 24-20112) on August 8, 2024, with $100,001 to $500,000 in assets and $500,001 to $1 million in liabilities. Judge Benjamin P. Hursh presides over the case. Matthew F. Shimanek, Esq., at Shimanek Law, PLLC represents the Debtor as bankruptcy counsel. SERIOUS FUN: Hires J Keefe Associates as Restructuring Advisor -------------------------------------------------------------- Serious Fun After School, Inc., doing business as Serious Fun @ P.S. 17, former doing business as Serious Fun @ P.S. 84, doing business as Serious Fun @ P.S. 84, doing business as Serious Fun @ P.S. 150, former doing business as Serious Fun @ P.S. 166Q, seeks approval from the U.S. Bankruptcy Court for the Eastern District of New York to employ J Keefe Associates LLC as restructuring advisor. The firm will provide John Keefe, managing member and president, as chief restructuring officer (CRO) to the Debtor. The firm will be paid $400 per hour for its services. Mr. Keefe disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: John Keefe J Keefe Associates LLC 137 Montague Street Suite 236 Brooklyn Heights, NY 11201 Telephone: (718) 625-3800 Email: jkeefe@jkassoc.com About Serious Fun After School Serious Fun After School Inc., doing business as Serious Fun @ P.S. 85Q and Serious Fun @ P.S. 150Q, is a nonprofit organization committed to providing engaging arts enrichment programs with wrap around childcare for grades PreK-5. Serious Fun After School Inc. sought relief under Subchapter V of Chapter 11 of the U.S. Bankruptcy Code (Bankr. E.D.N.Y. Case No. 24-44951) on November 25, 2024. In the petition filed by Sylvia Sewell, executive director, the Debtor reports estimated assets up to $50,000 and estimated liabilities between $1 million and $10 million. Honorable Bankruptcy Judge Elizabeth S. Stong handles the case. The Debtor tapped the Law Offices of Avrum J. Rosen, PLLC as counsel and J Keefe Associates LLC as restructuring advisor. SERIOUS FUN: Seeks Approval to Tap Avrum J. Rosen as Legal Counsel ------------------------------------------------------------------ Serious Fun After School, Inc., doing business as Serious Fun @ P.S. 17, former doing business as Serious Fun @ P.S. 84, doing business as Serious Fun @ P.S. 84, doing business as Serious Fun @ P.S. 150, former doing business as Serious Fun @ P.S. 166Q, seeks approval from the U.S. Bankruptcy Court for the Eastern District of New York to employ Law Offices of Avrum J. Rosen, PLLC as counsel. The firm will render these services: (a) analyze financial situation, and render advice and assistance to the Debtor in determining whether to file a petition under the Bankruptcy Code; (b) prepare and file petition, schedules, statement of financial affairs and other documents required by the court; (c) represent the Debtor at the meeting of creditors; (d) prepare motions, documents and applications in connection with the case; and (e) render legal advice to the Debtor in connection with all matters pending before the court. Due to the emergency nature of the Debtor's filing, the firm did not take a retainer pre-petition and the bankruptcy filing fee in the amount of $1,738 was paid by the firm. SeaChange Capital Partners, a nonprofit lender, approved a restricted grant to the Debtor of up to $15,000 in order to support its ongoing restructuring efforts. Avrum Rosen, Esq., a member of the firm, disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: Avrum J. Rosen, Esq. Law Offices of Avrum J. Rosen, PLLC 38 New Street Huntington, NY 11743 Telephone: (631) 423-8527 Facsimile: (631) 423-4536 Email: arosen@ajrlawny.com About Serious Fun After School Serious Fun After School Inc., doing business as Serious Fun @ P.S. 85Q and Serious Fun @ P.S. 150Q, is a nonprofit organization committed to providing engaging arts enrichment programs with wrap around childcare for grades PreK-5. Serious Fun After School Inc. sought relief under Subchapter V of Chapter 11 of the U.S. Bankruptcy Code (Bankr. E.D.N.Y. Case No. 24-44951) on November 25, 2024. In the petition filed by Sylvia Sewell, executive director, the Debtor reports estimated assets up to $50,000 and estimated liabilities between $1 million and $10 million. Honorable Bankruptcy Judge Elizabeth S. Stong handles the case. The Debtor tapped the Law Offices of Avrum J. Rosen, PLLC as counsel and J Keefe Associates LLC as restructuring advisor. SHEPHERD-HULDY DEVELOPMENT: Updates Unsecureds & Greenberg Claim ---------------------------------------------------------------- Shepherd-Huldy Development I, LLC, submitted an Amended Disclosure Statement in support of Chapter 11 Plan of Reorganization dated January 10, 2025. The primary debt of the Debtor is a promissory note owed to Greenberg Financial, LLC, which is secured by a deed of trust on the Property. The Debtor continues to pay Greenberg adequate protection in an agreed amount of $17,500.00. The Plan provides for the marketing and sale and/or refinance of the Property within 12 months of the effective date, at which time the allowable claims of the creditors shall be in order of their property as set forth in the Plan. The Plan provides for the retention by the Debtor, upon the approval of the Court, of America SMS Real Estate as the Debtor's broker, per the terms in the Listing Agreement. The broker shall seek purchases of the real property, or investors in the Debtor, with such transactions designed to generate sale prices or investment income in an amount adequate to pay the amounts owed to the secured creditor and any other creditors, and, potentially, allow the Debtor to realize any remaining equity. The plan shall require the Debtor to pay the ad valorem taxes on the property on or before January 31, 2025. The secured creditor shall be fully protected during the plan period since the amount of adequate protection far exceeds the reasonable income the secured creditor would receive for the property. The secured creditor is further protected by the provisions of the Agreed Order on Greenberg's Motion for Relief From the Automatic Stay ("Agreed Order") which shall take precedence over the terms of the plan. The Debtor filed an Amended Plan to reorganize the Debtor's financial affairs on October 17, 2024 and hopes that the Plan, as it may hereafter be amended, modified or restated, in whole or in part, will be confirmed on a consensual basis through acceptance by all Classes of Creditors entitled to vote on the Plan. The Plan anticipates paying Greenberg the full amount of its debt within 4 months from the date of the agreed order for relief from the stay of the Plan (the "Plan Period") pursuant to the Agreed Order entered by the Court on September 30, 2024. If Greenberg is not paid in full within 4 months, then Greenberg may foreclose on the Property. To facilitate the Plan, the Debtor intends to contract with a broker to market and, if necessary, sell the Property per the Listing Agreement. Class 3 consists of the Secured Claim of Greenberg Finance, LLC. Greenberg has an original secured claim of $761,726.44 as modified by the subsequent order of he Court. This claim shall be paid, per the terms of Agreed Order on Greenberg's Motion to Lift Stay entered by the Court on September 30, 2024. The Debtor has a pending offer for sale that can be consummated by February 28, 2025 (the "Plan Period"). The payment to Greenberg Finance is anticipated to come from the sale of the Property. The Debtor shall continue to pay Greenberg adequate protection of $17,500.00 per the period of the Plan. Class 4 consists of Holders of General Unsecured Claims. There are no unencumbered assets for these claims. The Debtor shall pay any allowed unsecured claims from the proceeds of the sale of the Property after the payment of the secured and priority claims. This class is likely impaired. The Plan shall be implemented by the Debtor selling the Property. A full-text copy of the Amended Disclosure Statement dated January 10, 2025 is available at https://urlcurt.com/u?l=TnmpXD from PacerMonitor.com at no charge. Counsel to the Debtor: Kevin M. Madden, Esq. Law Offices Of Kevin Michael Madden PLLC 16310 State Highway 249, Unit 1304 Houston, Texas 77064 Phone: 281-888-9681 Fax: 832-538-0937 Email: kmm@kmaddenlaw.com About Shepherd-Huldy Development I Shepherd-Huldy Development I, LLC is a Texas limited liability company founded on April 26, 2018, with an office building located at 2419 S Shepherd Dr. Houston, Texas 77019 (the "Property"). The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Tex. Case No. 24-32146) on May 6, 2024, with $1,000,001 to $10 million in assets and liabilities. Judge Jeffrey P. Norman presides over the case. Kevin M Madden, Esq., at the Law Offices Of Kevin Michael Madden PLLC, is the Debtor's legal counsel. SILVER CREEK: Court OKs Dallas Property Sale to J. Dunlap --------------------------------------------------------- The U.S. Bankruptcy Court for the Northern District of Texas, Dallas Division, has granted Silver Creek Investment LLC authority to sell real property located at 4478 S. Marsalis Avenue and 710 E. Ann Arbor Avenue, in Dallas, Texas, free and clear of liens, claims, and encumbrances. The Court found that the Debtor has demonstrated good and sound business reasons and judgment in seeking to sell the Property and the offer of the proposed buyer, Josh B. Dunlap, as his assigns, presents the best opportunity for the bankruptcy estate to realize the highest value possible for the benefit of the Debtor, the estate and creditors. The Debtor has provided adequate notice of the Motion, the terms of the Contract and the hearing on the Motion to creditors, holders of liens against the Property, and parties-in-interest. The Court held that the terms and conditions of the sale of the Property to the Buyer, together with any other transactions described in the Contract, are approved as fair and reasonable. The Court directed the Debtor to sell the Property free and clear of any lien held by the Lender and any other liens, claims, encumbrances and other interests. The Court ordered that all claims in or against the Property shall attach to the net proceeds arising from the sale of the Property to the Buyer, with the same force, validity, effect, priority and enforceability as such claims had prior to such sale. About Silver Creek Investments LLC Silver Creek Investments LLC, doing business as Glendale Shopping Center and Glendale Shopping Mall, is primarily engaged in renting and leasing real estate properties. Silver Creek Investments LLC sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Tex. Case No. 24-32328) on August 5, 2024. In the petition filed by Alfred Herron, owner, the Debtor disclosed estimated assets and liabilities between $1 million and $10 million each. The Honorable Bankruptcy Judge Michelle V. Larson handles the case. The Debtor is represented by Joyce Lindauer, Esq. at Joyce W. Lindauer Attorney, PLLC. SKY ROCK: Commences Subchapter V Bankruptcy Proceeding in Texas --------------------------------------------------------------- On January 14, 2025, Sky Rock Trucking LLC filed Chapter 11 protection in the U.S. Bankruptcy Court for the Eastern 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 Sky Rock Trucking LLC Sky Rock Trucking LLC based in Sachse, Texas, operates a trucking business in the Dallas metropolitan area. Sky Rock Trucking LLC sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. E.D.N.Y. Case No. 25-40105) on January 14, 2025. In its petition, the Debtor reports estimated assets and liabilities between $500,000 and $1 million each. The Debtor is represented by Daniel Herrin, Esq., at Herrin Law, PLLC, in Dallas, Texas. SKYLINE HOLDING: Seeks Chapter 11 Bankruptcy Protection in N.J. --------------------------------------------------------------- On January 14, 2025, Skyline Holding 365 LLC filed Chapter 11 protection in the U.S. Bankruptcy Court for the District of New Jersey. According to court filing, the Debtor reports $500,000 and $1 million in debt owed to 1 and 49 creditors. The petition states funds will be available to unsecured creditors. About Skyline Holding 365 LLC Skyline Holding 365 LLC is a real estate company based in Plainfield, New Jersey. Skyline Holding 365 LLC sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D.N.J.Case No. 25-10372) on January 14, 2025. In its petition, the Debtor reports estimated assets between $1 million and $10 million and estimated liabilities $500,000 and $1 million. Honorable Bankruptcy Judge Stacey L. Meisel handles the case. The Debtor is represented by Herbert K. Ryder, Esq., at Law Offices of Herbert K. Ryder LLC, in Whitehouse Station, New Jersey. SKYLINE HOLDINGS: Case Summary & One Unsecured Creditor ------------------------------------------------------- Debtor: Skyline Holding 365 LLC 1122 E. 2nd St. Plainfield, NJ 07062 Business Description: Skyline Holding is the owner of two properties, all located in Plainfield, NJ, with a total estimated appraised value of $1.51 million. Chapter 11 Petition Date: January 14, 2025 Court: United States Bankruptcy Court District of New Jersey Case No.: 25-10372 Debtor's Counsel: Herbert K. Ryder, Esq. LAW OFFICES OF HERBERT K. RYDER, LLC 531 U.S. Highway 22 East, Suite 182 Whitehouse Station, NJ 08889 Tel: (908) 838-0543 Fax: (908) 838-0544 E-mail: hryder@hkryderlaw.com Total Assets: $1,515,000 Total Liabilities: $946,032 The petition was signed by Bertha Lekunze as owner and managing member. The Debtor has listed PSE&G Co., located at PO Box 14444 in New Brunswick, NJ 08906-4444, as its sole unsecured creditor, holding a claim of $13,529 for a utility bill. A full-text copy of the petition is available for free on PacerMonitor at: https://www.pacermonitor.com/view/H26ZHEI/Skyline_Holding_365_LLC__njbke-25-10372__0001.0.pdf?mcid=tGE4TAMA SMC ENTERTAINMENT: Closes Acquisition of Australia's Bateau Asset ----------------------------------------------------------------- SMC Entertainment, Inc., announced it has closed the agreement to acquire a 100% interest in Australia-based Bateau Asset Management, a boutique investment manager. The acquisition will provide SMC with an initial presence in the Southeast Asia Fintech market. Since 2016, Bateau has offered an absolute-return investment philosophy delivered by a multi-manager approach to investing. Services include investment research and education with the objective of providing clients with rigorously constructed absolute return portfolios that they can understand. As further detailed in the Company's Current Report on Form 8-K filed with the SEC, under the terms of the Acquisition Agreement, SMC has acquired 100% of Bateau in exchange for the issuance of 14,000,000 shares of Series C Preferred Stock and $2,000,000 in convertible promissory notes. About Bateau Asset Management Bateau Asset Management is a boutique investment manager founded in 2016 based in Australia with offices in Singapore. Bateau follows an absolute-return investment philosophy and a multi-manager approach to investing. To learn more, go to www.bateauam.com.au. About SMC Boca Raton, Fla.-based SMC Entertainment Inc. -- http://www.smceinc.com-- is a versatile holding company focused on acquisition and support of proven commercialized financial services and technology (Fintech) companies. SMC said its multi-discipline growth by acquisition approach is to enhance revenues and shareholder equity. Lagos, Nigeria-based Olayinka Oyebola & Co., the Company's auditor since March 2022, issued a "going concern" qualification in its report dated April 15, 2024, citing that the Company suffered an accumulated deficit of $17,560,687, net loss of $1,560,683 and a negative working capital of $3,393,255. These matters raise substantial doubt about the Company's ability to continue as a going concern. SMITH HEALTH: PCO Margaret Barajas Submits First Report ------------------------------------------------------- Margaret Barajas, the patient care ombudsman, filed with the U.S. Bankruptcy Court for the Middle District of Pennsylvania her first report regarding the quality of patient care provided by Smith Health Care, LTD. The ombudsman observed that an activities calendar is posted with appropriate activities. Snacks are available to residents although it was reported that soda is no longer offered. The facility and resident rooms appear clean and odor-free. Call bells are on the walls and in the bathrooms. During the site visit on Dec. 30, 2024, the facility administrator reported that there was no new ownership at this time. This was again confirmed on a visit on Jan. 3. The administrator reported that all staff is Smith staff when asked about staff updates since the skilled-nursing side had closed, and if any staff had moved from that side to the PCH side. The administrator said that as the manager, she handled dietary concerns. She added that there is a co-administrator, but everything still went through her. Moreover, residents reported to the local ombudsman that they are offered showers once a week because that is all the staff can accommodate. Residents were also informed of COVID protocols. COVID residents must remain in their rooms and are not offered showers at all; they also have a "red zone" sign on their doors. The ombudsman observed a staff member telling a resident that they had to return to their room upon entering the hallway. The ombudsman stated that a resident had the right to leave her room. The RN neither denied nor confirmed shower concerns. The ombudsman reports that the RN's response was defensive and unproductive, and ultimately the conversation was ended by the RN. A copy of the ombudsman report is available for free at https://urlcurt.com/u?l=adkCy3 from PacerMonitor.com. About Smith Health Care Ltd. Smith Health Care Ltd., formerly known as Smith Nursing and Convalescent Home of Mountain Top, Inc., provides inpatient nursing and rehabilitative services to patients who require continuous health care. It is based in Mountain Top, Pa. Smith Health Care filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. M.D. Pa. Case No. 24-02892) on November 7, 2024, with $1 million to $10 million in both assets and liabilities. Donna Strittmatter, president of Smith Health Care, signed the petition. Judge Mark J. Conway handles the case. The Debtor is represented by Robert E. Chernicoff, Esq., at Cunningham, Chernicoff & Warshawsky, PC. Margaret Barajas is the patient care ombudsman appointed in the Debtor's case. SMYRNA READY: $200MM Term Loan Add-on No Impact on Moody's Ba3 CFR ------------------------------------------------------------------ Moody's Ratings said that Smyrna Ready Mix Concrete, LLC's Ba3 corporate family rating and Ba3-PD probability of default rating are not affected by the proposed $200 million add-on to the company's backed senior secured term loan B due April 2029, which is rated Ba3. The Ba3 rating on the company's backed senior secured notes due 2028 and 2031, which are pari passu to each other and to the term loan, are also not affected. The outlook remains unchanged at negative. The company's proposed $200 million add-on to its existing senior secured term loan will be used to redeem a similar amount of borrowings used for bolt-on acquisitions under the company's asset based revolving credit facility due 2027 (unrated). Moody's view the proposed transaction as credit positive because it will improve the company's liquidity in a leverage-neutral transaction. Pro forma revolver availability totaled around $385 million as of November 30, 2024, after considering no borrowings, $6 million in letter of credit commitments and the borrowing base formula. Any change in interest expense from the transaction, which includes reduced pricing for the term loan, is not material relative to Smyrna's cash interest payments approaching $240 million per year. Smyrna's credit profile reflects a highly leveraged debt capital structure, due to past debt-financed acquisitions. Moody's estimate adjusted debt-to-EBITDA of around 6x at year-end 2024, but expect leverage to improve gradually towards 4.8x at year-end 2025. Moody's also expect adjusted EBIT-to-interest expense to be around 2x by late 2025. Future capital deployment for debt-financed acquisitions is an ongoing credit risk given the company's history. Offsetting these credit challenges is Smyrna's good operating performance, with adjusted EBITDA margin of around 18% by late 2025, based on revenue approaching $3.7 billion. Moody's expect Smyrna to benefit from end market dynamics that support modest long-term growth in construction activity. Moody's project Smyrna will maintain adequate liquidity over the next 12 months. Moody's expect Smyrna to use its revolver for working capital needs due to seasonality, letters of credit and bolt-on acquisitions. Moody's estimate that Smyrna will generate around $130 million of free cash flow in 2025. Smyrna usually consumes cash in its second quarter due to seasonality but generates most of its cash in the third quarter. Cash on hand totaled around $44 million at year-end 2024, which provides a modest source of liquidity. Smyrna has no material near-term maturities. The negative outlook reflects Moody's expectation that Smyrna's debt leverage will remain above 4.5x adjusted debt-to-EBITDA in the next 12 months. Smyrna must execute its operating plan in an environment of strong competition while contending with a leveraged capital structure. Smyrna, headquartered in Nashville, Tennessee, is the largest ready-mix concrete producer in the United States. The Hollingshead family owns Smyrna. Smyrna's revenue for the 12 months ending September 30, 2024 was $3.5 billion. SOFT PACKAGING: Seeks Subchapter V Bankruptcy Protection -------------------------------------------------------- On January 13, 2025, Soft Packaging 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 $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 5, 2025 at 09:00 AM at UST-LA3, TELEPHONIC MEETING. CONFERENCE LINE:1-866-811-2961, PARTICIPANT CODE:9609127. About Soft Packaging Inc. Soft Packaging Inc. based in Commerce, California, operates as a packaging company from its principal location at 2121 Leo Avenue. Soft Packaging Inc. sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. C.D. Cal. Case No. 25-10214) on January 13, 2025. In its petition, the Debtor reports estimated assets up to $50,000 and estimated liabilities between $1 million and $10 million. Honorable Bankruptcy Judge Vincent P. Zurzolo handles the case. The Debtor is represented by Matthew D. Resnik, Esq., at RHM Law LLP, Encino, Califonia. SPI ENERGY: Inks Settlement Agreement Resolving Dispute With SINSIN ------------------------------------------------------------------- On January 2, 2025, SPI Energy Co., Ltd., (NASDAQ: SPI) entered into a settlement agreement with SINSIN Europe Solar Asset Limited Partnership and SINSIN Solar Capital Limited Partnership, resolving all claims related to ongoing litigation arising from a share sale and purchase agreement dated September 6, 2014, by virtue of which, SINSIN sold to SPI all of the shares in SRIL. SRIL is the direct and/or indirect owner of four (4) Greek SPVs which own a number of operating photovoltaic parks in Greece having a total power output of 26.57 MW, the Company disclosed in a Form 8-K filing with the U.S. Securities and Exchange Commission. Due to the nature of the dispute, the income from the sale of electricity produced by the 4 Greek SPVs is accumulated and deposited in their bank accounts. As of November 4, 2024, the aggregate balance of cash deposits in these accounts was approximately EUR37,975,452. As of 31 December 2023, the 4 Greek SPVs have outstanding debts to SRIL and its wholly owned Maltese subsidiary as Lenders/Assignors by virtue of bond loan and loan agreements, the aggregate amount of which (principal and interest) is EUR 33,052,852. Under the terms of the Settlement Agreement, the Company will pay EUR45 million to SINSIN as full and final settlement of all disputes. The Settlement Amount will be paid in three installments as follows: First Installment: EUR33,052,852, representing the Assigned Debt will be released to SINSIN. The First Installment will be paid from the Accumulated Greek Bank Deposits. Second Installment: EUR5,001,148 will be paid by the Company within three (3) months after the effective date of the Settlement Agreement. Third Installment: EUR6,946,000 will be paid by the Company within five (5) months after the effective date of the Settlement Agreement. The CEO of the Company, Xiaofeng Peng, has executed a separate personal guarantee agreement to guarantee the full performance of the Settlement Agreement by the Company. This agreement provides additional assurance to SINSIN regarding the Company's ability to meet its obligations. On January 2, 2025, the Company also entered into a side letter agreement with SINSIN related to the Settlement Agreement, clarifying procedural steps and contingencies for the release of the First Installment. Within ten (10) business days following full payment of the Settlement Amount, SINSIN will release the pledge on the shares of the four Greek SPVs and procure the dismissal, with prejudice, of all claims, lawsuits, and legal rights associated with the dispute in all applicable jurisdictions, including the United States, Greece, and Malta. Certain sensitive information, including bank account numbers, schedules, exhibits, and appendices to the Settlement Agreement have been omitted pursuant to Item 601(a)(5) of Regulation S-K. The registrant agrees to furnish supplementally a copy of any omitted schedule, exhibit, or appendix to the Securities and Exchange Commission upon request. Contact: SPI Energy Co., Ltd. IR Department Email: ir@spigroups.com Dave Gentry RedChip Companies, Inc. Phone:(407) 491-4498 SPI@redchip.com A full-text copy of the Form 8-K is available at https://urlcurt.com/u?l=EI9xEA About SPI Energy Co. SPI Energy Co., Ltd. is a global provider of photovoltaic (PV) solutions for business, residential, government and utility customers and investors. The Company develops solar PV projects which are either sold to third party operators or owned and operated by the Company for selling of electricity to the grid in multiple countries in Asia, North America and Europe. SPI Energy reported a net loss of $1.89 million for the three months ended Sept. 30, 2023, compared to a net loss of $13.49 million for the three months ended Sept. 30, 2022. As of Sept. 30, 2023, the Company had $230.19 million in total assets, $214.19 million in total liabilities, and $16 million in total equity. New York, New York-based Marcum Asia CPAs LLP, the Company's auditor since 2018, issued a "going concern" qualification in its report dated April 14, 2023, citing that the Company has a significant working capital deficit, has incurred significant losses and needs to raise additional funds to sustain its operations. These conditions raise substantial doubt about the Company's ability to continue as a going concern. The Company suffered a net loss of $5.6 million during the nine months ended September 30, 2023 from continuing operations. As of September 30, 2023, there was net working capital deficit of $114.7 million and accumulated deficit of $684.7 million. These factors raise substantial doubt as to its ability to continue as a going concern, according to the Company's Quarterly Report for the period ended Sept. 30, 2023. STERLING CREDIT: Unsecureds Will Get 40% of Claims in Plan ---------------------------------------------------------- Sterling Credit Corp. filed with the U.S. Bankruptcy Court for the Middle District of Florida a Disclosure Statement describing Plan of Reorganization dated January 8, 2025. In 1971, Patrick Mathes established Mathes Management Enterprises, Inc. ("MME"), headquartered in Orlando, Florida. MME's primary business was providing consumer loans to individuals with low credit scores. In 1998, Sterling was established as a subsidiary of MME and was headquartered in Orlando, Florida. Sterling's primary business is purchasing auto receivables in bulk, specifically non-prime retail automobile financing contracts. Sterling filed this case to allow it time to restructure its balance sheet to the point where it can operate and fulfill its restructured financial obligations. As of the Petition Date, Sterling's total debt was $47,182,099.00, with the unsecured portion of that debt $20,912,995.00, excluding unsecured debt of $1,625,000.00 owed to Mr. Ward.10 Park asserted that it was owed $21,296,646.54. Based on the claims filed in the case, various members of the Mathes family have asserted that Sterling owed them $4,511,494, a portion of which was secured by liens that were subordinated to Park's liens. Sterling owns no real estate and has few assets other than its portfolio of receivables. As of the Petition Date, Sterling's portfolio of accounts receivable was listed as having a value of $37,637,075.05. As of the date of this filing, Sterling's portfolio of accounts receivable is believed to have a value of $31,810,299. Both those amounts reflect the principal balance less an adjustment for doubtful receivables. Sterling's reduced debt burden has facilitated its positive cash flow. For the period from the Petition Date to October 31, 2024, the cash flow has been $12,992,527. That cash flow has been used for operating expenses, purchases of receivables, and the reduction of Park's debt. Substantially all excess cash flow, over ordinary expenses and receivable purchases, has been used to reduce Park's debt. Class 5 consists of Allowed Unsecured Claims. Total Unsecured Claims are currently estimated at $20,903,995. Each holder of an Allowed Unsecured Claim shall receive from the Reorganized Debtor, in full satisfaction of the Reorganized Debtor's obligations to each holder of an Allowed Unsecured Claim, total payments equal to forty percent of the full Allowed Unsecured Claim Amount. The Debtor estimates that the total payments it will make on account of Class 3 claims will be $8,361,598. Assuming an Effective Date in March, 2025, the Reorganized Debtor shall begin making monthly pro rata payments totaling $50,000.00 on the first day of each month beginning in January, 2026, with those payments increasing to $100,000 per month beginning in January 2028 and continuing until February 2033, with the final payment being a "level up" payment in an amount necessary to reach the forty percent threshold. All payments will be made to holders of Allowed Unsecured Claims on a pro rata basis, and each such holder shall receive one payment each month. In addition, the Holders of Allowed Unsecured Claims shall share on a pro rata basis in the distributions, if any, made by the Trustee of the SSC Creditors Liquidating Trust. If the Reorganized Debtor obtains either (a) an extension of the existing financing with Park, or (b) the substantial replacement of the Park financing by another lender, the Reorganized Debtor shall use its reasonable best efforts to accelerate the timing of payments to holders of Allowed Unsecured Claims. To the extent that the Reorganized Debtor's payment obligations to Class 4, are reduced by a final order of this Court, the Reorganized Debtor shall accelerate the timing of payments to holders of Allowed Unsecured Claims. At the request of the Reorganized Debtor, all Holders of Allowed Unsecured Claims shall execute documents subordinating their respective Allowed Claims to the claims and liens of Park National Bank and, if the Maturity Date described in the treatment of Class 3 is reached without a further extension agreement, any other secured debt up to $25,000,000.00 the Reorganized Debtor incurs during the term of the Plan in full or partial replacement of the secured debt to Park National Bank. In exchange for the release and waiver of his Class 5 Claim of $1,625,000.00, William Ward, the sole prepetition shareholder, will retain his sole ownership of the Reorganized Debtor. On the Effective Date, Sterling will make the required payments of administrative expenses and Priority Claims (if any) from the cash funds then on hand. Upon the execution of the Litigation Trust Agreement, Sterling will fund the trust to the extent provided for in the Litigation Trust Agreement. All of the Debtor's property will vest in Sterling, free and clear of all liens other than those of Park and any lien provided for under the Plan or by Court order. All of the Litigation Trust Claims will be transferred to, and vest in, the Litigation Trust. Sterling will fulfill its Plan obligations through its continued operations. It will continue its core business of purchasing bulk receivables and colleting them, using a renewed credit facility with Park. A full-text copy of the Disclosure Statement dated January 8, 2025 is available at https://urlcurt.com/u?l=FIQsCl from PacerMonitor.com at no charge. Sterling Credit Corp., is represented by: Robert Drake Wilcox, Esq. WILCOX LAW FIRM 1301 Riverplace Blvd. Suite 900 Jacksonville FL 32207 Tel: (904) 405-1250 E-mail: rw@wlflaw.com About Sterling Credit Corp. Sterling Credit Corp. provides capital and collection services to customers. It is based in Altamonte Springs, Fla. Sterling Credit sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. M.D. Fla. Case No. 24-02830) on June 4, 2024, with $10 million to $50 million in both assets and liabilities. William R. Ward, president, signed the petition. Judge Tiffany P. Geyer oversees the case. The Debtor is represented by Robert Drake Wilcox, Esq., at Wilcox Law Firm. On July 17, 2024, the U.S. Trustee for the Middle District of Florida appointed an official committee of unsecured creditors in this Chapter 11 case. The committee tapped Shuker & Dorris, PA as its counsel. SUNATION ENERGY: Extends CVR Deal to Dec. 31, Dissolves Two Units ----------------------------------------------------------------- As previously disclosed in earlier Securities Exchange Act filings, on March 25, 2022, SUNation Energy, Inc., then known as Communication Systems Inc., issued non-transferable Contingent Value Rights (CVR) in connection with its merger on March 28, 2022 with Pineapple Energy, LLC. Each CVR represents the right to receive a pro rata portion of net cash proceeds derived from the disposition of CSI's assets following the Merger that CSI owned at the time of the Merger. The CVRs were issued pursuant to the terms of the Contingent Value Rights Agreement dated March 25, 2022 which governs the rights of Pineapple and the CVR Holders. On March 27, 2024 the term of the CVR Agreement was extended from March 31, 2024 to December 31, 2024. In November 2024, the Company distributed, pro rata, $0.35 per CVR to the CVR holders, which represented a total distribution of $850,269. Following this distribution, the third since March 2022, the Company continues to hold proceeds from the sale of CSI's pre-merger assets in a restricted cash account. However, the remaining restricted cash is subject to Pineapple's right under the CVR Agreement to be paid for all its "Monetization Expenses" related to CSI's pre-merger operations, including the resolution of pending claims, Pineapple's rights to be reimbursed for CSI related wind-up expenses, and other contingencies. The resolution of these matters has taken longer than anticipated and, accordingly, the Company and the designated representative of the CVR holders have agreed to extend the term of the CVR agreement to December 31, 2025 pursuant to the terms of a Second Amendment to the CVR agreement. Liquidation of Inactive Subsidiaries Pursuant to the terms of the CVR Agreement, the Company has sold substantially all of the assets related to JDL Technologies, Inc. and Ecessa Corporation, subsidiaries which were part of CSI's pre-Merger operations. Because these subsidiaries no longer have a business purpose for the Company, JDL and Ecessa will be dissolved pursuant to applicable Minnesota law to realize beneficial cost savings for the Company. About SUNation Energy, fka Pineapple Energy Inc. SUNation Energy Inc., formerly known as Pineapple Energy Inc. is focused on growing leading local and regional solar, storage, and energy services companies nationwide. Melville, N.Y.-based UHY LLP, the Company's auditor since 2023, issued a "going concern" qualification in its report dated March 29, 2024, citing that the Company's current financial position and the Company's forecasted future cash flows for 12 months beyond the date of issuance of the financial statements indicate that the Company will not have sufficient cash to make the first SUNation earnout payment in the second quarter of 2024 or the first principal payment of the Long-Term Note due on November 9, 2024, factors which raise substantial doubt about the Company's ability to continue as a going concern. SURGERY CENTER OF MOUNT DORA: Subchapter V Trustee Named -------------------------------------------------------- The U.S. Trustee for Region 21 appointed L. Todd Budgen, Esq., a practicing attorney in Longwood, Fla., as Subchapter V trustee for Surgery Center of Mount Dora, LLC. Mr. Budgen will be paid an hourly fee of $400 for his services as Subchapter V trustee and will be reimbursed for work-related expenses incurred. Mr. Budgen declared that he is a disinterested person according to Section 101(14) of the Bankruptcy Code. The Subchapter V trustee can be reached at: L. Todd Budgen, Esq. P.O. Box 520546 Longwood, FL 32752 Tel: (407) 232-9118 Email: Todd@C11Trustee.com About Surgery Center of Mount Dora Surgery Center of Mount Dora, LLC sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. M.D. Fla. Case No. 25-00067) on January 7, 2025, with up to $50,000 in assets and up to $1 million in liabilities. Judge Lori V. Vaughan presides over the case. Robert A. Stiberman, Esq., at Stiberman Law, PA represents the Debtor as bankruptcy counsel. SUSTAINABLE PROJECTS: Dismisses Centurion, Engages AOGB as Auditor ------------------------------------------------------------------ Sustainable Projects Group Inc. disclosed in a Form 8-K Report filed with the U.S. Securities and Exchange Commission that on January 2, 2025, it dismissed Centurion ZD CPA & Co. as the Company's independent registered public accounting firm, effective immediately. Centurion's Public Company Accounting Oversight Board registration is in the process of being withdrawn. Centurion audited the consolidated financial statements of the Company for the years ended December 31, 2023 and 2022; the reports of Centurion on such financial statements did not contain an adverse opinion or a disclaimer of opinion, and were not qualified or modified as to uncertainty, audit scope, or accounting principles, except that in its reports on the financial statements for the years ended December 31, 2023 and 2022, Centurion included a paragraph regarding the existence of substantial doubt about the Company's ability to continue as a going concern. During the years ended December 31, 2024 and December 31, 2023, and the subsequent interim period through the date of this Current Report on Form 8-K, there were: (i) no disagreements (as described in Item 304(a)(1)(iv) of Regulation S-K) between the Company and Centurion on any matter of accounting principles or practices, financial statement disclosure, or auditing scope or procedure, which disagreements, if not resolved to Centurion's satisfaction, would have caused Centurion to make reference to the subject matter of the disagreement in connection with its reports; and (ii) no "reportable event" (as described in Item 304(a)(1)(v) of Regulation S-K), except for the material weaknesses in the Company's internal control over financial reporting previously disclosed under Part II, Item 9A of the Company's Annual Report on Form 10-K for the year ended December 31, 2023. The material weaknesses identified were: (1) lack of a functioning audit committee and lack of a majority of outside directors on the Company's Board of Directors, resulting in ineffective oversight in the establishment and monitoring of required internal controls and procedures; (2) inadequate segregation of duties consistent with control objectives; (3) insufficient written policies and procedures for accounting and financial reporting with respect to the requirements and application of generally accepted accounting principles in the United States and Securities and Exchange Commission disclosure requirements; and (4) ineffective controls over period end financial disclosure and reporting processes. Centurion provided written communication to the Board regarding these material weaknesses, and these material weaknesses were discussed by the Board with Centurion. The Board has authorized Centurion to respond fully to the inquiries of the successor independent registered public accounting firm concerning these material weaknesses. On the same date, the Company engaged AOGB CPA Limited as its independent registered public accounting firm for the Company's fiscal year ended December 31, 2024. The decision to engage Centurion as the Company's independent registered public accounting firm was approved by the Board. During the years ended December 31, 2024 and 2023 and through the Engagement Date, neither the Company, nor anyone on its behalf, consulted AOGB regarding (i) 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 financial statements, and no written report was provided to the Company or oral advice was provided that AOGB concluded was an important factor considered by the Company in reaching a decision as to the accounting, auditing or financial reporting issue, or (ii) any matter that was either the subject of a "disagreement" (as defined in Item 304(a)(1)(iv) of Regulation S-K) or any "reportable event" (as described in Item 304(a)(1)(v) of Regulation S-K). About Sustainable Projects Aalborg, Denmark-based Sustainable Projects Group Inc. is a pure-play lithium company focused on supplying high-performance lithium compounds to the fast-growing electric vehicle and broader battery markets Going Concern The Company cautioned in its Form 10-Q Report the quarter ended March 31, 2024, that there is substantial doubt about its ability to continue as a going concern. According to the Company, it has limited revenue and has sustained operating losses, resulting in a deficit. The Company said the realization of a major portion of its assets is dependent on its continued operations, which in turn is dependent upon its ability to meet financing requirements and the successful completion of the Company's planned lithium production facility. As of September 30, 2024, Sustainable Projects Group had $2,557,550 in total assets, $3,514,450 in total liabilities, and $956,900 in total stockholders' deficit. TERVIS TUMBLER: Unsecureds Owed $14M to Split $1.3M in 5 Years -------------------------------------------------------------- Tervis Tumbler Company submitted a Second Amended Disclosure Statement for Second Amended Plan of Reorganization dated January 8, 2025. The Plan contemplates a post-confirmation payoff of the Debtor's secured debt with postpetition take-out financing supported by the new value contribution of non-debtor property from the Debtor's principals, with all other creditors being paid from available cash flow, net of the costs of operations. The primary objective of the Plan is to maximize the value of the recoveries to all creditor and equity security groups on a fair and equitable basis. Shareholder Contributions Between 2020 and 2024, the Debtor's principal shareholders—Norbert P. Donelly, Norbert Rogan Donelly, Amory McAndrew, and Ann Winslow Donelly (the "Owners" or, as defined in the Plan, the "Holders of Equity Interests"), loaned an aggregate of $18,877,923 to the Debtor to infuse the Debtor with capital for ongoing operations, including a loan of $5,877,923 in May 2024 that was used to significantly reduce the amounts owed to TMF. In 2021, the Debtor paid the Owners $9,000,000 to reduce the principal owed on the Owners' initial $13,000,000 in loans made in 2020. In certain periods of time, the Debtors have otherwise only paid the Owners interest on the outstanding loans and their salaries. The Owners are still owed significant unpaid interest in addition to the remaining principal of $9,877,923. Actual interest paid to the Owners has been at market or less than market interest rates, typically 6% per year. In addition, since February 2024, the Debtor has not paid rent to Arand LLC, which membership interests are held by two of the Owners. The unpaid rent is approximately $274,000.00. The Official Committee of Creditors Holding Unsecured Claims (the "Committee") takes the position that the money paid to the Owners, both to repay their loans to the Company or as salary, should be paid back to the Debtor as "improper distributions, preferential transfers, or fraudulent transfers." The Debtor has reviewed such allegations and does not believe such causes of action against the Owners are supported by the facts or applicable law. The Plan generally provides for a payoff of the UCB secured debt with outside financing obtained by the Owners and the Debtor, with administrative expense, priority, and unsecured creditors being paid from, inter alia, available cash flow, net of the costs of operations, as well as potential recovery from Avoidance Actions and Litigation Proceeds. Class 5 consists of all Unsecured Ongoing Operations Claims. The Debtor estimates Unsecured Ongoing Operations Claims in the amount of $1,500,000. Each Holder of an Allowed Unsecured Ongoing Operations Claim will be paid pro rata a total of $751,000 in quarterly payments over the Plan Period, without accrual of interest, as follows: Year 1: $99,000 Year 2: $153,000 Year 3: $157,000 Year 4: $171,000 Year 5: $171,000 The Debtor estimates payments to members of Class 5 will be approximately 50% of the amount of such Claims. Class 5 is Impaired under the Plan. Therefore, each holder of a Class 5 Claim is entitled to vote to accept or reject the Plan. Class 7 consists of all General Unsecured Claims, not otherwise classified in the Plan. The Debtor estimates General Unsecured Claims in the amount of $14,026,494.80, inclusive of the unliquidated Claims of Packsize, LLC and SIC Products, LLC, which are subject to pending objections by the Debtor. SIC filed a Claim in the amount of $11,700,000 and Packsize filed a Claim in the amount of $1,076,494.80. The Debtor's objections to each of these Claims is pending. The percentage of recovery to all members of Class 7 will be significantly affected by the allowance or disallowance of such Claims. On account of Allowed Claims of General Unsecured Creditors, the holders of such Unsecured Claims will be paid pro rata a total of $1,263,000 during the Plan Period (the "GUC Distribution") as follows: Year 1: $88,000 Year 2: $275000 Year 3: $284,000 Year 4: $308,000 Year 5: $308,000 In addition, the GUC Distribution shall include pro rata distribution of any Litigation Proceeds or Avoidance Action Proceeds. Class 7 is Impaired under the Plan. Therefore, each holder of a Class 7 Claim is entitled to vote to accept or reject the Plan. The Plan shall be funded from any Assets available to fund the Plan, including, without limitation, the Debtor's cash on hand, the Debtor's prepetition and postpetition business operations, and the Reorganized Debtor's post-Confirmation business operations. Additionally, between the Debtor and the Holders of Equity Interests (individually or through their non-Debtor company, Arand, LLC), they shall borrow an amount of at least $5.5 million, supported, inter alia, by providing a first mortgage on the New Value Property, to fund Plan obligations and for additional liquidity for operations ("Additional Consideration"). A full-text copy of the Second Amended Disclosure Statement dated January 8, 2025 is available at https://urlcurt.com/u?l=fokHAL from PacerMonitor.com at no charge. Counsel to the Debtor: SHUMAKER, LOOP & KENDRICK, LLP Steven M. Berman, Esq. Seth P. Traub, Esq. 101 E. Kennedy Blvd., Suite 2800 Tampa, Florida 33602 Phone (813) 229-7600 Email: sberman@shumaker.com straub@shumaker.com About Tervis Tumbler Co. Tervis Tumbler Co. -- https://www.tervis.com/ -- is a third-generation American-owned and operated company, renowned for the durable construction of its drinkware, the timelessness of its decorations and designs, and the insulation qualities. Tervis sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. M.D. Fla. Case No. 24-05274) on Sept. 5, 2024, with $10 million to $50 million in both assets and liabilities. Hosana Fieber, president and chief executive officer, signed the petition. Judge Roberta A. Colton oversees the case. The Debtor is represented by Steven M. Berman, Esq., at Shumaker, Loop & Kendrick, LLP. THREE STOOGES: Sec. 341(a) Meeting of Creditors on February 18 -------------------------------------------------------------- On January 14, 2025, Three Stooges & You LLC filed Chapter 11 protection in the U.S. Bankruptcy Court for the Middle District of Florida. According to court filing, the Debtor reports between $1 million and $10 million in debt owed to 1 and 49 creditors. The petition states funds will be available to unsecured creditors. A meeting of creditors under Section 341(a) to be held on February 18, 2025 at 02:00 PM. U.S. Trustee (T/FM) will hold the meeting telephonically. Call in Number: 866-910-0293. Passcode: 7560574. About Three Stooges & You LLC Three Stooges & You LLC is a limited liability company operating from Saint Petersburg, Florida. Three Stooges & You LLC sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. M.D. Fla. Case No. 25-00182) on January 14, 2025. In its petition, the Debtor reports estimated assets and liabilities between $1 million and $10 million each. Honorable Bankruptcy Judge Catherine Peek Mcewen handles the case. The Debtor is represented by M. Vincent Pazienza, Esq., at Law Office of M. Vincent Pazienza, d/b/a PazLaw, in Lutz, Florida. THREE STOOGES: Voluntary Chapter 11 Case Summary ------------------------------------------------ Debtor: Three Stooges & You, LLC 10570 Gandy Blvd. N. Saint Petersburg, FL 33702 Chapter 11 Petition Date: January 14, 2025 Court: United States Bankruptcy Court Middle District of Florida Case No.: 25-00182 Judge: Hon. Catherine Peek Mcewen Debtor's Counsel: M. Vincent Pazienza, Esq. LAW FIRM OF M. VINCENT PAZIENZA, P.A. 23110 State Road 54, #277 Lutz, FL 33549 Tel: 813-949-9595 Fax: 813-949-8686 E-mail: vincent@pazlaw.com Total Assets: $0 Total Liabilities: $3,030,084 The petition was signed by Jason Byers as manager. The Debtor stated in the petition it has no unsecured creditors. A full-text copy of the petition is available for free on PacerMonitor at: https://www.pacermonitor.com/view/TZL5QMI/Three_Stooges__You_LLC__flmbke-25-00182__0001.0.pdf?mcid=tGE4TAMA TTW TRANSPORT: Amends Unsecured Claims Details ---------------------------------------------- TTW Transport, Inc., submitted a Second Amended Disclosure Statement describing Chapter 11 Plan of Reorganization dated January 9, 2025. As required by the Bankruptcy Code, the Plan classifies claims and interests in various classes according to their right to priority. The Plan states whether each class of claims or interests is impaired or unimpaired. The Plan provides the treatment each class will receive. Priority tax claims are certain unsecured income, employment, and other taxes described by Section 507(a)(8) of the Bankruptcy Code. The Debtor does not believe that the Debtor has any obligations under Section 507(a)(8) of the Bankruptcy Code. To the extent that the Debtor does have an obligation under Section 507(a)(8) of the Bankruptcy Code, such claims will either be paid in full on the Effective Date, or will be paid in full no more than five years after the Petition Date. The Debtor has one priority tax claim to the Franchise Tax Board for $3,664.85. Class 2 consists of Allowed General Unsecured Claims. General Unsecured Claims total $659,294.01 (as reflected on the Debtor's Claims Docket as of January 10, 2025). After liquidation of all the Debtor's assets, holders of Allowed Claims will be paid their Allowed Claim. The Disbursing Agent reserves the right to object to any and all claims in this class. This Class is impaired. The Plan will be funded through the liquidation of property of the Estate, including funds held in the Debtor's DIP Account, along with the net proceeds from the Avoidance Litigation. The Disbursing Agent may abandon any property of the Estate by complying with the procedures in the Local Bankruptcy Rules. As the Debtor is a corporation, it will remain in charge of its affairs and any property that is no longer Property of the Estate. The Debtor, however, shall turn over to the Disbursing Agent who shall have the right to possess, market, and/or sell all Property of the Estate to make distributions pursuant to the Plan. A full-text copy of the Third Amended Disclosure Statement dated January 9, 2025 is available at https://urlcurt.com/u?l=5YEn00 from PacerMonitor.com at no charge. Counsel for the Debtor: Thomas J. Polis, Esq. Polis & Associates, a Professional Law Corporation 19800 MacArthur Boulevard, Suite 1000 Irvine, CA 92612-2433 Telephone: (949) 862-0040 Facsimile: (949) 862-0041 E-mail: tom@polis-law.com About TTW Transport Inc. TTW Transport, Inc., is part of the general freight trucking industry. TTW Transport filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. C.D. Cal. Case No. 24 10559) on March 6, 2024, listing $4,368,589 in total assets and $1,044,059 in total liabilities. The petition was signed by Jonathan Witkin as direct of finance. Judge Scott C Clarkson presides over the case. Thomas J. Polis, at POLIS & ASSOCIATES, APLC, is the Debtor's counsel. ULTRA SAFE: Sells MMR and Pylon Reactor Tech to NANO Nuclear ------------------------------------------------------------ NANO Nuclear Energy Inc., a leading advanced nuclear energy and technology company focused on developing clean energy solutions, announced on Jan. 13, 2025, that it has closed its previously announced acquisition of select nuclear energy technology assets, including the patented Micro Modular Reactor (MMR(R) ) Energy System and Pylon Transportable Reactor Platform, from Ultra Safe Nuclear Corporation and certain of its subsidiaries. The acquisition of these assets and related intellectual property and contracts significantly expands NANO Nuclear's patent portfolio and adds to its existing pipeline of cutting edge small nuclear reactor technologies in development. The assets include 38 issued and pending or published patents, including six issued and four pending or published U.S. utility patents and three issued and four pending Canadian utility patents, as well as associated trademarks. The acquisition also brings important demonstration project collaborations related to the MMR(R) system, notably at the University of Illinois at Urbana-Champaign. Pending Canadian governmental approvals, the acquisition would also bring certain Canadian government relationships and support. Further, certain of the technology acquired by NANO Nuclear in this acquisition was being used by an affiliate of USNC to develop related technology in the United Kingdom, and NANO Nuclear may be able to explore a potential future license or acquisition of such related technology in the United Kingdom, which could be accompanied by U.K. government support. NANO Nuclear paid a total of $8.5 million in cash for these assets in connection with USNC's Chapter 11 bankruptcy proceedings (including deposit amounts previously made in connection with the signing of the acquisition agreement), with $250,000 of such funds being set aside in escrow pending the receipt of certain governmental approvals of the acquisition in Canada related to the Canadian portion of the acquired assets. NANO Nuclear plans to extend an existing MMR(R) collaboration with the University of Illinois at Urbana-Champaign with the aim of demonstrating the reactor's high technology readiness level at the University. In parallel, NANO Nuclear will continue the MMR(R) licensing process with the U.S. Nuclear Regulatory Commission. Pending Canadian governmental approvals of the acquisition, further demonstrations of the MMR(R) are expected to take place at the Canadian Nuclear Laboratories. The MMR(R) is the first small modular reactor to enter the Canadian Nuclear Safety Commission's formal licensing review. The MMR(R) Energy System compliments NANO Nuclear's own 'ZEUS' and 'ODIN' microreactors in development and could be used to provide carbon-free, high-quality process heat for co-located industrial applications, and for high-efficiency hydrogen production. Whereas 'ZEUS' and 'ODIN' are being designed to be portable and produce 1 to 1.5 megawatts thermal of power, the MMR(R) Energy System designed as a stationary installation capable of producing power up to 45 MWth. The Pylon Transportable Reactor Platform is a portable nuclear reactor designed for versatility in application and deployment. Designed to provide between 1 MWth and 5MWth of power, it is tailored to specific applications ranging from remote terrestrial, marine, and space deployments. NANO Nuclear will continue efforts to demonstrate the reactor at the Idaho National Laboratory's DOME facility by 2027, following USNC's selection for the National Reactor Innovation Center (NRIC) Front-End Engineering program. The patented MMR(R) Energy System and Pylon reactor will augment NANO Nuclear's existing portfolio of innovative nuclear power systems, which are designed for remote, industrial, infrastructural, maritime, and extra-terrestrial applications. The integration of the MMR(R) Energy System specifically will enable NANO Nuclear to better serve growing markets that have high energy demands, including large-scale data and artificial intelligence centers and other energy-intensive operations in manufacturing and infrastructure. "We are delighted to start off the new year by completing this exciting acquisition," said Jay Yu, Founder and Chairman of NANO Nuclear Energy. "The addition of the patented MMR(R) Energy System and Pylon transportable reactor enable us to expand our business strategy and further positions NANO Nuclear as an emerging leader in the advanced nuclear reactor technology market. These technologies significantly strengthen our intellectual property foundation and create additional commercial shots on goal for us as we continue to mature our reactor technologies through design, testing and demonstration towards regulatory licensing and eventual commercial deployment." "The acquisition of these technologies marks another fulfillment of our strategy to add complimentary assets with key intellectual property and relationships to our company," said James Walker, Chief Executive Officer and Head of Reactor Development of NANO Nuclear Energy. "Their addition increases our flexibility and helps expand into new market segments, enabling us to meet the growing power requirements of sectors like large-scale data centers, which will demand substantial energy. Furthermore, the extensive patents, trademarks, and collaborations obtained through this acquisition empower us as we move forward with licensing and demonstration processes for our reactor systems. We look forward to highlighting the high technology readiness level of these newly acquired reactor technologies, which will further position NANO Nuclear as an innovator in the advanced nuclear technology sector." To accommodate the need for certain Canadian government approvals for the acquisition and continued diligence of the USNC Canadian entity, assets and contracts to be acquired upon such approvals, Canadian entities controlled by Mr. Yu acquired the Canadian portion of the assets (other than the Canadian issued and pending patents) and granted NANO Nuclear an option to purchase those assets for nominal consideration. Further details regarding this transaction will be provided by NANO Nuclear in a Current Report on Form 8-K to be filed with the U.S. Securities and Exchange Commission. About NANO Nuclear Energy, Inc. NANO Nuclear Energy Inc. (NASDAQ: NNE) is an advanced technology-driven nuclear energy company seeking to become a commercially focused, diversified, and vertically integrated company across five business lines: (i) cutting edge portable and other microreactor technologies, (ii) nuclear fuel fabrication, (iii) nuclear fuel transportation, (iv) nuclear applications for space and (v) nuclear industry consulting services. NANO Nuclear believes it is the first portable nuclear microreactor company to be listed publicly in the U.S. About Ultra Safe Nuclear Corporation Ultra Safe Nuclear Corp. -- https://www.usnc.com/ -- is a privately-owned provider of nuclear fuel and reactor components. Ultra Safe Nuclear and its affiliates filed Chapter 11 petitions (Bankr. D. Del. Lead Case No. 24-12443) on Oct. 29, 2024, with $10 million to $50 million in assets and $50 million to $100 million in liabilities. Kurt A. Terrani, the interim chief executive officer, signed the petition. The Debtors are represented by Elizabeth Soper Justison, Esq., at Young Conaway Stargatt & Taylor, LLP. UNIVERSITY OF THE ARTS: Pa. Atty. Gen. Opposes Sale of Properties ----------------------------------------------------------------- Angélica Serrano-Roman of Bloomberg Law reports that the Pennsylvania Attorney General's Office has called on the court to deny a trustee's proposal to sell a key property owned by the University of the Arts amid its bankruptcy case. Attorney General Michelle Henry filed an objection on January 13 opposing the $6.5 million sale of the Arts Alliance Building to Philadelphia real estate investor Allan Domb, according to the report. The objection, filed in the U.S. Bankruptcy Court for the District of Delaware, raised concerns about the lack of transparency regarding Domb's plans for the property and the identity of the final buyer, the report relates. About The University of the Arts Philadelphia's The University of the Arts is a not-for-profit corporation. UArts was an institution accredited by the Middle States Commission on Higher Education and offered degrees in visual arts and performing arts fields. U of Arts Finance, LLC, and The University of the Arts sought Chapter 7 bankruptcy protection (Bankr. D. Del. Case Nos. 24-12139 and 24-12140) on Sept. 13, 2024. The school listed $93.32 million in assets against $74.18 million in liabilities in schedules attached to the petition. The school said its properties in Philadelphia, which includes several performing arts venues and residence halls, are worth $87.07 million. Secured debt totals $68.96 million, with UMB Bank N.A. (on behalf of noteholders) and TD Bank listed as secured creditors. Montgomery, McCracken, Walker & Rhoads LLP is serving as the Debtors' counsel. VALDESIA GARDENS: Hires Davidoff Hutcher & Citron as Legal Counsel ------------------------------------------------------------------ Valdesia Gardens Housing Development Fund Corporation seeks approval from the U.S. Bankruptcy Court for the Southern District of New York to employ Davidoff Hutcher & Citron LLP as legal counsel. The firm will render these services: (a) advise the Debtor with respect to the powers and duties; (b) advise and consult the conduct of this Chapter 11 case; (c) attend meetings and negotiate with representatives of creditors and other parties; (d) take all necessary actions to protect and preserve the Debtor's estate; (e) prepare pleadings in connection with the Chapter 11 case; (f) represent the Debtor in connection with obtaining authority to continue using cash collateral and post-petition financing; (g) advise the Debtor in connection with any potential sale of assets; (h) appear before the court and any appellate courts to represent the interests of the Debtor's estate; (i) take any necessary action on behalf of the Debtor to negotiate, prepare, and obtain approval of a disclosure statement and confirmation of a Chapter 11 plan and all documents related thereto; and (j) perform all other necessary legal services for the Debtor in connection with the prosecution of the Chapter 11 case. The firm will be paid at these hourly rates: Robert Rattet, Partner $850 Jonathan Pasternak, Partner $825 Craig Price, Senior Counsel $750 Matthew Yogg, Associate $675 James Glucksman, Of Counsel $600 John Molino, Associate $500 Eric Schachter, Associate $450 Melanie Spencer, Paralegal $295 In addition, the firm will seek reimbursement to expenses incurred. The firm received a retainer of $22,500 from Alexis Baez, a member of the Debtor's board of directors. Mr. Pasternak disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: Jonathan S. Pasternak, Esq. Davidoff Hutcher & Citron LLP 120 Bloomingdale Road, Suite 100 White Plains, NY 10605 Telephone: (914) 381-7400 About Valdesia Gardens Valdesia Gardens is a New York City affordable housing complex. Valdesia Gardens sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D.N.Y. Case No. 24-23086) on December 13, 2024. In the petition filed by David Goldwasser, chief restructuring officer, the Debtor reports total assets of $15,000,000 and total liabilities of $22,590,660. Honorable Bankruptcy Judge Kyu Young Paek handles the case. Davidoff Hutcher & Citron LLP serves as the Debtor's counsel. VALLEY BUSTER: Seeks Chapter 11 Bankruptcy Protection in New York ----------------------------------------------------------------- On January 14, 2025, Valley Buster LLC 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 $50,000 and $100,000 in debt owed to 1 and 49 creditors. The petition states funds will be available to unsecured creditors. About Valley Buster LLC Valley Buster LLC is a limited liability company based in Bloomingburg, New York. Valley Buster LLC sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D.N.Y. Case No. 25-35031) on January 14, 2025. In its petition, the Debtor reports estimated assets and liabilities between $50,000 and $100,000. Honorable Bankruptcy Judge Kyu Young Paek handles the case. VENUS CONCEPT: Inks Consent Agreement; Extends Bridge Loan Maturity ------------------------------------------------------------------- Venus Concept Inc. disclosed in a Form 8-K filed with the Securities and Exchange Commission that on Dec. 31, 2024, the Company, Venus Concept USA, Inc., a wholly-owned subsidiary of the Company, Venus Concept Canada Corp., a wholly-owned Canadian subsidiary of the Company, and Venus Concept Ltd., a wholly-owned Israeli subsidiary of the Company, entered into a Consent Agreement with Madryn Health Partners, LP and Madryn Health Partners (Cayman Master), LP, as lenders. The Consent Agreement granted relief under the Loan and Security Agreement (Main Street Priority Loan), dated Dec. 8, 2020, among the Lenders, and Venus USA, as borrower, such that (i) certain minimum liquidity requirements under the MSLP Loan Agreement are waived through Jan. 31, 2025, and (ii) permit Venus USA to apply the Jan. 8, 2025 cash interest payment due under each Note (as defined in the Consent Agreement) to the respective outstanding principal balance of each Note. Tenth Bridge Loan Amendment Separately, on Dec. 31, 2024, the Loan Parties entered into a Tenth Bridge Loan Amendment Agreement with the Lenders. The Tenth Bridge Loan Amendment amended the Loan and Security Agreement dated April 23, 2024, among Venus USA, as borrower, the Company, Venus Canada and Venus Israel, as guarantors, and the Lenders, as lenders, to extend the maturity date of the Bridge Financing from Dec. 31, 2024 to Jan. 31, 2025. About Venus Concept Toronto, Ontario-based Venus Concept Inc. is an innovative global medical technology company that develops, commercializes, and delivers minimally invasive and non-invasive medical aesthetic and hair restoration technologies and related services. The Company's systems have been designed on cost-effective, proprietary, and flexible platforms that enable the Company to expand beyond the aesthetic industry's traditional markets of dermatology and plastic surgery, and into non-traditional markets, including family medicine and general practitioners and aesthetic medical spas. Toronto, Canada-based MNP LLP, the Company's auditor since 2019, issued a "going concern" qualification in its report dated April 1, 2024, citing that the Company has reported recurring net losses and negative cash flows from operations that raise substantial doubt about its ability to continue as a going concern. VENUS CONCEPT: Inks Consent Deal, Extends Bridge Loan to Jan. 31 ---------------------------------------------------------------- Venus Concept Inc. disclosed in a Form 8-K Report filed with the U.S. Securities and Exchange Commission that the Company, Venus Concept USA, Inc., a wholly-owned subsidiary of the Company, Venus Concept Canada Corp., a wholly-owned Canadian subsidiary of the Company, and Venus Concept Ltd., a wholly-owned Israeli subsidiary of the Company, entered into a Consent Agreement with Madryn Health Partners, LP and Madryn Health Partners (Cayman Master), LP. The Consent Agreement granted relief under the Loan and Security Agreement (Main Street Priority Loan), dated December 8, 2020, among the Lenders, as lenders, and Venus USA, as borrower, such that: (i) certain minimum liquidity requirements under the MSLP Loan Agreement are waived through January 31, 2025, and (ii) permit Venus USA to apply the January 8, 2025 cash interest payment due under each Note to the respective outstanding principal balance of each Note. Tenth Bridge Loan Amendment On December 31, 2024, the Loan Parties entered into a Tenth Bridge Loan Amendment Agreement with the Lenders. The Tenth Bridge Loan Amendment amended the Loan and Security Agreement dated April 23, 2024, among Venus USA, as borrower, the Company, Venus Canada and Venus Israel, as guarantors, and the Lenders, as lenders to extend the maturity date of the Bridge Financing from December 31, 2024 to January 31, 2025. About Venus Concept Toronto, Ontario-based Venus Concept Inc. is an innovative global medical technology company that develops, commercializes, and delivers minimally invasive and non-invasive medical aesthetic and hair restoration technologies and related services. The Company's systems have been designed on cost-effective, proprietary, and flexible platforms that enable the Company to expand beyond the aesthetic industry's traditional markets of dermatology and plastic surgery, and into non-traditional markets, including family medicine and general practitioners and aesthetic medical spas. Toronto, Canada-based MNP LLP, the Company's auditor since 2019, issued a "going concern" qualification in its report dated April 1, 2024, citing that the Company has reported recurring net losses and negative cash flows from operations that raise substantial doubt about its ability to continue as a going concern. Venus Concept reported a net loss of $37.1 million for the year ended December 31, 2023, compared to a net loss of $43.6 million for the year ended December 31, 2022. As of June 30, 2024, the Company had $79.8 million in total assets, $75.4 million in total liabilities, $662,000 in non-controlling interests, and $3.7 million in total stockholders' equity. VERMILLION AND SPEAR: To Sell Annapolis Property for $1.95MM ------------------------------------------------------------ Vermillion and Spear, LLC, seeks permission from the U.S. Bankruptcy Court for the District of Maryland, to sell its Real Property located at 1254 Washington Drive, Annapolis MD 21403 for $1,950,000. The Debtor's Real Property is secured by a Deed of Trust currently held by Wilmington Savings Fund Society in the current approximate amount of $1,100,000. After extensively marketing the property, the Debtor has executed a contract of sale for the Real Property, in the amount of $1,950,000, to Lorena Popp, an individual unrelated to the Debtor. The Debtor says that the sale of the property is in the best interests of the bankruptcy estate because it will maximize the amount payable to Wilmington Savings Fund Society. as well as to the other creditors. The Debtor is the owner of residential property only and has no other assets. The Debtor was significantly behind on the payments to its secured creditor, Wilmington Savings Fund Society, and a foreclosure sale was scheduled. The Debtor had obtained a market price contract for the property from an independent third-party purchaser, after a marketing period of several months. The sale of real property will allow the secured creditor to be paid all or substantially all due to the creditor and that sale will provide the highest benefit to the bankruptcy estate. The Debtor has prepared and served an expanded notice, that provides creditors and other parties in interest with detailed information concerning the proposed transaction, and believes that t the notice, consistent with Naron & Wagner, is a functional substitute for the adequate information. The purchaser of the Property is Lorena Popp, an individual with no connection to the Debtor or to any party-in-interest. The purchase price for the property will be $1,950,000.00, and $1,482,000.00 will be payable at settlement. The property will not be auctioned and the closing will take place within a reasonable period after the approval of the Motion to Sell. A good faith deposit in the amount of $10,000.00 has been delivered to Charter Title, the closing agent for the sale. About Vermillion and Spear, LLC Vermillion and Spear is the owner of a real property located at 1254 Washington Drive, Annapolis, MD having a current value of $1.3 million. Vermillion and Spear, LLC filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. D. Md. Case No. 24-13626) on April 30, 2024, listing $1,300,000 in assets and $1,000,850 in liabilities. The petition was signed by Frederick Vermillion as managing member. Judge David E. Rice presides over the case. Geri Lyons Chase, Esq. at the LAW OFFICE OF GERI LYONS CHASE represents the Debtor as its counsel. VH NUTRITION: Doug Flahaut Named Subchapter V Trustee ----------------------------------------------------- The U.S. Trustee for Region 16 appointed Doug Flahaut as Subchapter V trustee for VH Nutrition, LLC. Mr. Flahaut will be paid an hourly fee of $680 for his services as Subchapter V trustee and will be reimbursed for work-related expenses incurred. Mr. Flahaut declared that he is a disinterested person according to Section 101(14) of the Bankruptcy Code. The Subchapter V trustee can be reached at: Doug Flahaut, Founder Echo Park Legal, APC 2210 W Sunset Blvd. #301 Los Angeles, CA 90026 Telephone: (310) 709-0658 Email: df@echoparklegal.com About VH Nutrition VH Nutrition, LLC sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. C.D. Calif. Case No. 25-10005) on January 3, 2025, with up to $500,000 in assets and up to $10 million in liabilities. Drew Littlejohns, chief executive officer of VH Nutrition, signed the petition. Judge Ronald A. Clifford, III oversees the case. William C. Beall, Esq., at Beall & Burkhardt, APC, represents the Debtor as legal counsel. VIVOT EQUIPMENT: Proposes Immaterial Modifications to Plan ---------------------------------------------------------- Vivot Equipment Corporation and its affiliates submitted a Modified Chapter 11 Plan of Reorganization dated January 9, 2025. The changes do not materially or adversely affect the rights of any parties in interest which have not had notice and an opportunity to be heard with regard thereto. The Vivot Equipment Corporation Plan is modified as follows: Class 4 the Secured and Priority Tax Claim of the Virgin Island Bureau of Internal Revenue. The Virgin Island Bureau of Internal Revenue ("BIR") holds a gross receipts tax claim in the amount of $4,983,624.29. The Allowed Class 4 BIR Gross Receipts Tax Claim shall be paid in equal monthly payments of $90,545.94 each commencing on the 1st day of the first month following the first anniversary of the Effective Date and continuing on or by the 1st day of each subsequent month for a period of 4 years. Interest shall accrue on the principal amount due from the Effective Date at the annual rate of 12% or such lesser rate as (i) agreed to by the BIR or (ii) indicated on the applicable BIR proof of claim. Class 7 shall consist of unsecured claims less than or equal to $100,000.00. Holders of Allowed Class 7 Claims shall be paid 50% of the Allowed Class 7 Claim on the 1st day of the 12th month following the Effective Date. Debtor anticipates payments to unsecured creditors based upon the following Holders of Class 7 Claims. The amount of claim in this Class total $246,784.99. This Class will receive a distribution of $123,392.49. Class 11 Priority Tax Claim of the Virgin Islands Department of Labor. The Virgin Islands Department of Labor ("VIDOL") holds a claim in the amount of $19,503.52 (the "Class 11 VIDOL Claim"). The Debtor shall pay the allowed Class 11 VIDOL Claim in one payment of $3,395.65 plus any accrued outstanding interest on January 15, 2026. Interest shall accrue on the principal amount due from the Effective Date at the annual rate of 12% or such lesser rate as (i) agreed to by the VIDOL or (ii) indicated on the applicable VIDOL proof of claim. Notwithstanding anything to the contrary herein, Debtor shall pay the balance of the Allowed Class 11 VIDOL Claim with a balloon payment on the 5-year anniversary of the Filing Date (i.e. June 10, 2029) unless the VIDOL agrees to a longer payment term. The Eleven Construction, LLC Plan is modified as follows: Class 7 shall consist of unsecured claims less than or equal to $100,000.00. Holders of Allowed Class 7 Claims shall be paid 50% of their Allowed Class 7 Claim on the 1st day of the 12th month following the Effective Date. Debtor anticipates payments to unsecured creditors based upon the following Holders of Class 7 Claims. The amount of claim in this Class total $117,813.11. This Class will receive a distribution of $58,906.55. The Claim of any Class 7 Creditor is Impaired by the Plan and the holder of the Class 7 Claim is entitled to vote to accept or reject the Plan. Class 10 Priority Tax Claim of the Virgin Islands Department of Labor. The Virgin Islands Department of Labor ("VIDOL") holds a claim in the amount of $31,839.06 (the "Class 10 VIDOL Claim"). The Debtor shall pay the allowed Class 11 VIDOL Claim in one payment of $21,054.06 plus any accrued outstanding interest on January 15, 2026. Interest shall accrue on the principal amount due from the Effective Date at the annual rate of 12% or such lesser rate as (i) agreed to by the VIDOL or (ii) indicated on the applicable VIDOL proof of claim. Notwithstanding anything to the contrary herein, Debtor shall pay the balance of the Allowed Class 10 VIDOL Claim with a balloon payment on the 5-year anniversary of the Filing Date (i.e. June 10, 2029) unless the VIDOL agrees to a longer payment term. Class 11 Internal Revenue Service Claim. On July 22, 2024, the Internal Revenue Service ("IRS") filed Proof of Claim No. 1 consisting of a priority unsecured claim in the amount of $112.00 (the "Class 10 IRS Priority Tax Claim"). Debtor shall pay the Class 11 IRS Priority Claim in full on the Effective Date. The Caribbean Crane & Rigging, LLC Plan is modified as follows: Class 5 shall consist of unsecured claims less than or equal to $100,000.00. Holders of Allowed Class 5 Claims shall be paid 50% of their Allowed Class 5 Claim on the 1st day of the 12th month following the Effective Date. Debtor anticipates payments to unsecured creditors based upon the following Holders of Class 5 Claims. The amount of claim in this Class total $49,562.35. This Class will receive a distribution of $24,781.17. The Claim of any Class 5 Creditor is Impaired by the Plan. The Vivot Equipment PR, LLC Plan is hereby modified as follows: Class 3 Departmento de Haciendo de Puerto Rico Claim. The Departmento de Haciendo de Puerto Rico ("DHPR") holds a priority claim in the amount of $243,467.50 ("Class 3 DHPR Tax Claim"). The Debtor shall pay any Allowed Class 3 DHPR Tax Claim in full in 36 equal monthly payments in the amount of $6,762.99 commencing on January 15, 2026 and continuing by the 15th day of each subsequent month for a period of 36 months with interest accruing at the annual rate of 6.5% unless the DHPR agrees to a lower interest rate or longer payment term. Any third-party payments or payments in excess of the scheduled Distribution pursuant to Class 3 received by DHPR after the Filing Date shall be applied to the principal tax obligation owed by Debtor pursuant to Class 3. Class 8 Internal Revenue Service Claim. On July 3, 2024, the Internal Revenue Service ("IRS") filed Proof of Claim No. 1 in the amount of $188,943.44 consisting of a (i) secured claim in the amount of $127,686.28, and a (ii) priority unsecured claim in the amount of $61,257.16 (the "Class 8 IRS Secured and Priority Tax Claim"). The Debtor shall pay the Class 8 IRS Secured and Priority Claim in equal monthly payments of $5,225.25 each commencing on the January 15, 2026, and continuing on or by the 15th day of each subsequent month for a period of 2 years. Interest shall accrue on the principal amount due from the Effective Date at the annual rate of 8% or such lesser rate as (i) agreed to by the IRS or (ii) indicated on the applicable IRS proof of claim. A full-text copy of the Modified Plan dated January 9, 2025 is available at https://urlcurt.com/u?l=I8JYba from PacerMonitor.com at no charge. Attorney for the Debtor: JONES & WALDEN LLC Cameron M. McCord, Esq. 699 Piedmont Avenue, NE Atlanta, Georgia 30308 cmccord@joneswalden.com (404) 564-9300 About Vivot Equipment Vivot Equipment Corporation and its affiliates sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D.V.I. Case No. 24-10002) on June 10, 2024, with $10 million to $50 million in both assets and liabilities. Judge Mary F. Walrath oversees the cases. Semaj I. Johnson, at The Johnson Law Firm, serves as the Debtors' bankruptcy counsel. VROOM INC: Completes Chapter 11 Recapitalization, Emerges Debt-Free ------------------------------------------------------------------- Vroom, Inc., a leading automotive finance company and a data, AI-powered analytics and digital services platform supporting the automotive industry, announced on January 14, 2025, that as of January 14, 2025, it has successfully completed its recapitalization of unsecured convertible senior notes and emerged from the prepackaged Chapter 11 case it voluntarily filed in the U.S. Bankruptcy Court for the Southern District of Texas. -- Vroom emerges without any long-term debt at Vroom, Inc., while its subsidiary, UACC, will continue to be obligated to debt related to asset-backed securitizations and their trust-preferred securities. The unsecured convertible senior notes were converted entirely into equity. -- Every 5 shares of the Company's Common Stock issued and outstanding as of immediately prior to the effectiveness of the Bankruptcy emergence issuance adjustment were automatically reclassified into one validly issued, fully-paid and non-assessable new share of Common Stock similar to a 1-for-5 reverse stock split. Following the completion of the transaction there are approximately 5.1 million total shares outstanding. -- Warrants to purchase shares of Common Stock issued in connection with the transaction have an exercise price equal to $60.95 ($12.19 prior to the adjustment). -- Trade creditors and all other allowed general unsecured creditors will be paid in full in connection with the Chapter 11 case. "We move forward with a strengthened balance sheet and are focused on executing our Long-Term Strategic Plan," said Tom Shortt, Chief Executive Officer of Vroom. 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. VROOM INC: Exits Prepackaged Chapter 11 Bankruptcy, Debt Free ------------------------------------------------------------- Jim Silver of Bloomberg News reports that Vroom has finalized its recapitalization and emerged from a voluntary prepackaged Chapter 11 process. The parent company, Vroom, Inc., is now free of long-term debt, while its subsidiary, UACC, retains obligations related to asset-backed securitizations and trust-preferred securities, according to the report. Unsecured convertible senior notes have been fully converted into equity, the report says. As of November 18, 2024 the restructuring plan received support from nearly all holders of Vroom's convertible notes, according to Bloomberg News. 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. WESTFALL ENTERTAINMENT: Voluntary Chapter 11 Case Summary --------------------------------------------------------- Debtor: Westfall Entertainment Complex, Inc. 120 Richardson Avenue Shohola PA 18458 Chapter 11 Petition Date: January 14, 2025 Court: United States Bankruptcy Court Middle District of Pennsylvania Case No.: 25-00078 Judge: Hon. Mark J Conway Debtor's Counsel: Ronald Santora, Esq. BRESSET & SANTORA, LLC 1188 Wyoming Avenue Forty Fort PA 18704 Tel: 570-287-2660 E-mail: rsantora@bressetsantora.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $1 million to $10 million The petition was signed by George Billeci as chief executive officer. 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/YL6TZCI/Westfall_Entertainment_Complex__pambke-25-00078__0001.0.pdf?mcid=tGE4TAMA WESTLAKE SURGICAL: Unsecureds Owed $31M to Recover 5% in Plan ------------------------------------------------------------- Westlake Surgical, L.P. d/b/a The Hospital at Westlake Medical Center submitted an Amended Disclosure Statement describing Amended Plan of Reorganization dated January 8, 2025. The purpose of the Plan is to reorganize the Debtor and provide distributions to its Creditors. In broad overview, the Plan proposes to extinguish current Equity Interests in the Debtor; issue new equity to Westlake Principal Partners, LLC ("WPP"), an affiliate of some of the Debtor's current owners, in exchange for a new money contribution from WPP and the conversion of the debtor-in-possession financing facility funded by WPP into reorganized equity; and make distributions to general unsecured creditors in the amount of the $1,500,000 GUC Cash Pool. The Debtor's funding for the Plan comes from two sources. First, eCapital will convert its current facility into the Superpriority Exit Facility, which will provide working capital to the Reorganized Debtor. Second, WPP will provide the WPP Effective Date Contribution in the amount of $3,500,000 in cash, less the total amount actually advanced to the Debtor by WPP under WPP's $1,000,000 debtor-in-possession financing facility (referred to in the Plan as the WPP DIP). Accounting for the projected balance of the WPP DIP on the Effective Date, the Debtor anticipates that the actual amount of the WPP Effective Date Contribution will be between $2,500,000 and $3,050,000. Class 2 consists of Other Secured Claims. Except to the extent that a holder of an Allowed Other Secured Claim agrees to less favorable treatment of such Claim, in full and final satisfaction of such Allowed Other Secured Claim, each holder of an Allowed Other Secured Claim will receive, at the sole option of Reorganized Debtor: (i) Cash in an amount equal to the Allowed amount of such Claim, including the payment of any interest required to be paid under section 506(b) of the Bankruptcy Code, payable on or as soon as reasonably practicable after the last to occur of (x) the Effective Date, (y) the date on which such Other Secured Claim becomes an Allowed Other Secured Claim, and (z) the date on which the holder of such Allowed Other Secured Claim and the Debtor or Reorganized Debtor, as applicable, shall otherwise agree in writing; (ii) satisfaction of such Other Secured Claim in any other manner that renders the Allowed Other Secured Claim Unimpaired, including Reinstatement; or (iii) return of the applicable collateral on the Effective Date or as soon as reasonably practicable thereafter in satisfaction of the Allowed amount of such Other Secured Claim. The amount of claim in Class 2 total $.6 million. Class 2 will receive a distribution of 100% of their allowed claims. Class 5 consists of General Unsecured Claims. Except to the extent that a holder of an Allowed General Unsecured Claim agrees to less favorable treatment of such Claim, in exchange for full and final satisfaction, settlement, release, and discharge of, and in exchange for, such Allowed General Unsecured Claim, each holder of an Allowed General Unsecured Claim shall receive its Pro Rata share of the GUC Cash Pool up to the full amount of such Allowed General Unsecured Claim; provided that the Reorganized Debtor shall not be required to make Distributions to any holder of an Allowed General Unsecured Claim if such Distribution is less than $50.00. The allowed unsecured claims total $31 million. This Class will receive a distribution of 5% of their allowed claims. The Bankruptcy Court will hold a confirmation hearing before the Honorable Shad M. Robinson, United States Bankruptcy Judge in person at Austin Courtroom #1, Homer J. Thornberry Federal Judicial Building, 903 San Jacinto Blvd., 3rd Floor, Austin, Texas 78701. The hearing is scheduled on February 24, 2025 at 10:00 a.m. The Bankruptcy Court has directed that, in order to be counted for voting purposes, the Debtor must receive the ballot by no later than February 10, 2025 (" Voting Deadline"). A full-text copy of the Amended Disclosure Statement dated January 8, 2025 is available at https://urlcurt.com/u?l=DXUdEp from PacerMonitor.com at no charge. Counsel for the Debtor: Charlie Shelton, Esq. Ruth Van Meter, Esq. HAYWARD PLLC 7600 Burnet Road, Suite 530 Austin, TX 78757 Tel: (737) 881-7101 E-mail: cshelton@haywardfirm.com About Westlake Surgical The Hospital at Westlake Medical Center is a physician-owned boutique hospital in Westlake Hills, Texas, a suburb of Austin. Guided by an unwavering commitment to delivering quality healthcare services in a comfortable setting, its core service areas include surgical procedures, outpatient radiology, and a 24/7 emergency room. Westlake Surgical, LP, doing business as The Hospital at Westlake Medical Center, sought Chapter 11 protection (Bankr. W.D. Texas Case No. 23-10747) on Sept. 8, 2023. The Honorable Shad Robinson is the case judge. The Debtor tapped Hayward, PLLC as legal counsel and Stout Capital, LLC as investment banker. Donlin, Recano & Company, Inc. is the claims agent. eCapital Healthcare Corp., the DIP lender, is represented by Foley & Lardner, LLP. WHOLESALE CAR: Commences Subchapter V Bankruptcy Proceeding ----------------------------------------------------------- On January 13, 2025, Wholesale Car Buying LLC filed Chapter 11 protection in the U.S. Bankruptcy Court for the Eastern District of Michigan. According to court filing, the Debtor reports $1,342,755 in debt owed to 1 and 49 creditors. The petition states funds will be available to unsecured creditors. About Wholesale Car Buying LLC Wholesale Car Buying LLC located in Saginaw, MI, is in the business of selling a variety of vehicles, including cars, pickups, vans, and SUVs. The company focuses on offering a selection of high-quality, well-maintained, and like-new vehicles to their customers. Wholesale Car Buying LLC sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. E.D. Mich. Case No.: 25-20043) on January 13, 2025. In its petition, the Debtor reports total assets of $434,394 and total liabilities $1,342,755. The Debtor is represented by George E. Jacobs, Esq., at BANKRUPTCY LAW OFFICES, in Flint, Michigan. WINSTON & DUKE: Seeks to Tap Integra Asset Solutions as Auctioneer ------------------------------------------------------------------ Winston & Duke, Inc. seeks approval from the U.S. Bankruptcy Court for the Western District of Pennsylvania to employ Integra Asset Solutions, Inc. as auctioneer. The Debtor needs an auctioneer to market and sell its equipment and machinery through the firm's auction website and hold a public and on-line auction and to represent the estate as seller in connection with the sale of the equipment. The firm's rates are: (a) payment of a commission equal to 10 percent of the gross proceeds from the sale of the assets and charge and retain for its own account an industry standard buyer's premium of 18 percent plus platform fees of the gross proceeds for assets that are sold; (b) the reimbursement of all expenses advanced on behalf of the Debtor, up to $14,500; and (c) the reimbursement of all platform fees advanced on behalf of the Debtor, not to exceed 2.5 percent of the total sales price of the assets. Mark Reynolds, a member at Integra Asset Solutions, disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: Mark Reynolds Integra Asset Solutions, Inc. 2000 Center Drive, Colab Suite Hoffman Estates, IL 60192 Telephone: (888) 243-6161 About Winston & Duke Winston & Duke, Inc. sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. W.D. Pa. Case No. 24-10535) on September 13, 2024, listing up to $50,000 in assets and up to $10 million in liabilities. Honorable Bankruptcy Judge Gregory L. Taddonio handles the case. The Debtor tapped Calaiaro Valencik as counsel. WISA TECHNOLOGIES: Closes Purchase of Data Vault Holdings' Assets ----------------------------------------------------------------- WiSA Technologies, Inc., announced on January 7, 2025, that it closed its purchase of Datavault intellectual property and information technology assets of privately held Data Vault Holdings Inc. on December 31, 2024. In conjunction with the closing, WiSA issued 40 million shares of restricted common stock, par value $0.0001 per share, to Data Vault Holdings; Nathaniel T. Bradley (Nate) was named CEO and Director; and Brett Moyer assumed a new role as CFO while remaining a director. WiSA Technologies plans to change its name to Datavault Inc. in mid-January 2025, concurrent with a planned change of its Nasdaq ticker symbol to ADIO. The Company will continue to trade under the Nasdaq ticker symbol WISA until such time as the new ticker symbol is announced. On December 31, 2024, in connection with Nate Bradley's appointment as the Company's CEO, Mr. Bradley was granted 1,200,000 units of restricted stock of WiSA as an inducement material to Mr. Bradley's entering into employment with WiSA. The Units were approved by the board of directors of the Company and granted outside of the Company's 2020 Stock Incentive Plan and 2018 Long-Term Stock Incentive Plan in accordance with Nasdaq Listing Rule 5635(c)(4). In connection with the award of Units, Mr. Bradley and the Company have entered into an Inducement Award Agreement for the Units, which agreement contemplates half of the Units vesting in equal 3-month installments over a 36-month period beginning March 20, 2025, and the other half of the Units vesting upon the Company's aggregate revenue equaling or exceeding $40 million over any trailing 12 calendar month period ending on or prior to the date that is 5 years from the grant date. Nate Bradley, CEO of WiSA Technologies said, "Successfully integrating Datavault and WiSA creates a much larger and more robust company with significant synergies. As a public company, we are positioned to grow by acquiring complementary niche technologies, to raise our investment profile and to further leverage our core technologies. The strategic opportunities are abundant, and I am thrilled to be leading our transformation." Brett Moyer, CFO of WiSA Technologies, said, "Nate is a technology visionary with the experience of successfully launching multiple publicly traded companies. I resoundingly welcome him as incoming CEO and director to create value for our shareholders. Datavault has been advancing its technology and strategic relationships since its founding six years ago, building value in the process. Now, we have a more diversified portfolio of assets and broad reach into multiple markets that are expected to exceed $4 billion in annual sales. Our offerings are gaining traction and now we can accelerate our growth plan." Datavault is a data technology and licensing company that enables clients and strategic partners to monetize their Blockchain Data and AI Web 3.0 assets via tokenization, data ownership and digital twins offering two primary solutions: * Data Sciences will license High Performance Computing (HPC) software applications and Web 3.0 data management serving the biotech research, energy, education, fintech, real estate, and healthcare industries, among others. * Acoustic Sciences will license spatial and multichannel HD sound transmission, including proprietary brands ADIO®, WiSA® and Sumerian®, to customers in sports & entertainment, events & venues, restaurants, automotive, finance, and other industries. The Datavault Platform Datavault's software and encryption enables a comprehensive solution for managing and monetizing data in the Web 3.0 environment. It allows risk-free licensing of name, image, and likeness (NIL) by securely attaching physical real-world objects to immutable metadata or blockchain objects, fostering responsible AI with integrity. Datavault's solutions ensure privacy and credential protection. They are completely customizable and offer AI and ML automation, third-party integration, detailed analytics and data, marketing automation and advertising monitoring. The platform creates value through scarcity, utility, and encrypted data protection and generates revenue through licensing partnerships that provide detailed analytics, sophisticated HPC modeling, digital ownership, tokenization, and advertising, among other means. Summary of the Asset Purchase * Consideration paid to Data Vault Holdings in exchange for Datavault and ADIO intellectual property and information technology assets by WiSA Technologies. -- Closing Stock Consideration issued at closing of the transaction -- $10 million in an unsecured promissory note due 3 years from closing, with 10% of the proceeds of any financings used to pay down or pay off the promissory note in the interim * 3% royalty on future net revenues from Datavault and ADIO product lines Restricted Common Stock Distribution to Data Vault Holdings' Stockholders In connection with the closing of the asset purchase, Data Vault Holdings distributed the Closing Stock Consideration pro rata to its stockholders, excluding 3,999,911 shares of Common Stock that are held by Data Vault Holdings. Nathaniel (Nate) Bradley Nathaniel (Nate) Bradley, CEO and Co-founder of Data Vault Holdings, a highly accomplished inventor with over 70 international and U.S. patents across diverse fields such as Internet broadcasting, mobile advertising, behavioral healthcare, blockchain, cybersecurity, AI, and data science. As CEO and co-founder of Data Vault Holdings Inc., which operates Datavault Inc., Adio LLC, True Luck Inc., and Data Donate Technologies, Bradley has developed patented technologies that establish Datavault as a leader in Web 3.0 data monetization. He has also lobbied Congress for a Digital Bill of Rights and founded the Intellectual Property Network Inc., offering IP and IT development services globally. Previously, Bradley was the inventor and founder of AudioEye (Nasdaq: AEYE), where he pioneered cloud-based assistive technologies, earning recognition for his contributions to internet accessibility. His extensive experience includes roles as Chief Technology Officer for Marathon Patent Group (currently named Marathon Digital Holdings, Nasdaq: MARA) and involvement in significant acquisitions within the Internet Radio industry. Sullivan & Worcester LLP served as legal counsel for WiSA Technologies, and Mitchell Silberberg & Knupp LLP served as legal counsel for Data Vault Holdings Inc. About Data Vault Holdings Inc. Data Vault Holdings Inc. is a technology holding company that provides a proprietary, cloud-based platform for the delivery of blockchain objects. Data Vault Holdings Inc. provides businesses with the tools to monetize data assets securely over its Information Data Exchange® (IDE). The company is in the process of finalizing the consolidation of its affiliates Data Donate Technologies, Inc., ADIO LLC, and Datavault Inc. as wholly owned subsidiaries under one corporate structure. Learn more about Data Vault Holdings Inc. Datavault Inc. and True Luck, Inc. as wholly owned subsidiaries under one corporate structure. Learn more about Data Vault Holdings Inc. at www.datavaultsite.com. About WiSA Technologies WiSA Technologies Inc. -- www.wisatechnologies.com -- develops and markets spatial audio wireless technology for smart devices and home entertainment systems. The Company's WiSA Association collaborates with consumer electronics companies, technology providers, retailers, and industry partners to promote high-quality spatial audio experiences. WiSA E is the Company's proprietary technology for seamless integration across platforms and devices. San Jose, California-based BPM LLP, the Company's auditor since 2016, issued a "going concern" qualification in its report dated April 1, 2024, citing that the Company's recurring losses from operations, a net capital deficiency, available cash, and cash used in operations as factors raising substantial doubt about its ability to continue as a going concern. As of Sept. 30, 2024, Wisa Technologies had $8.02 million in total assets, $3.72 million in total liabilities, and $4.30 million in total stockholders' equity. WISCONSIN & MILWAUKEE: Seeks to Hire Mallery as Corporate Counsel ----------------------------------------------------------------- Wisconsin & Milwaukee Hotel LLC seeks approval from the U.S. Bankruptcy Court for the Eastern District of Wisconsin to employ Mallery s.c. as special corporate counsel. The firm will assist the Debtor with its disclosure statement, in impending claims litigation, and in an anticipated contested plan confirmation process. The firm will be paid at these hourly rates: Partners $400 - $500 John Herreman, Shareholder $480 Associates $200 - $400 Paraprofessionals $80 - $205 In addition, the firm will seek reimbursement to expenses incurred. Mr. Herreman disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: John Herreman, Esq. Mallery s.c. 731 North Jackson Street, Suite 900 Milwaukee, WI 53202 Telephone: (414) 271-2424 About Wisconsin & Milwaukee Hotel Wisconsin & Milwaukee Hotel LLC sought protection under Chapter 11 of the Bankruptcy Code (Bankr. E.D. Wis. Case No. 24-21743) on April 9, 2024. In the petition signed by Mark Flaherty, manager, the Debtor disclosed up to $50 million in both assets and liabilities. Judge G. Michael Halfenger oversees the case. The Debtor tapped Michael P. Richman, Esq., at Richman & Richman LLC as bankruptcy counsel and Mallery s.c. as special corporate counsel. WOODWORK CONSTRUCTION: Seeks to Hire Agentis as Bankruptcy Counsel ------------------------------------------------------------------ Woodwork Construction, LLC seeks approval from the U.S. Bankruptcy Court for the Southern District of Florida to employ Agentis PLLC as general bankruptcy counsel. The firm will provide these services: (a) advise the Debtor with respect to its powers and duties; (b) advise the Debtor with respect to its responsibilities in complying with the U.S. Trustee's Operating Guidelines and Reporting Requirements and with the rules of the court; (c) prepare legal documents necessary in the administration of the case; (d) protect the interests of the Debtor and the estate in all matters pending before the court; and (e) represent the Debtor in negotiations with its creditors in the preparation of a plan. The firm will be paid at these hourly rates: Attorneys $365 - $700 Paralegals $120 - $250 In addition, the firm will seek reimbursement to expenses incurred. Jacqueline Calderin, Esq., an attorney at Agentis, disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: Jacqueline Calderin, Esq. Agentis PLLC 45 Almeria Avenue Coral Gables, FL 33134 Telephone: (305) 722-2002 Email: jc@agentislaw.com About Woodwork Construction Woodwork Construction, LLC sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Fla. Case No. 24-23275) on December 19, 2024, listing under $1 million in both assets and liabilities. Honorable Bankruptcy Judge Robert A. Mark handles the case. Jacqueline Calderin, Esq., at Agentis PLLC serves as the Debtor's counsel. WYNNE TRANSPORTATION: Gets OK to Tap Portion of $6MM DIP Financing ------------------------------------------------------------------ Emlyn Cameron of Law360 reports that on January 14 a Delaware bankruptcy judge approved Wynne Transportation's request to borrow $2 million in interim debtor-in-possession financing. The funding will support the transportation service provider's Chapter 11 case, initiated following a nearly $33 million arbitration judgment, the report states. About Wynne Transportation Holdings LLC Wynne Transportation Holdings LLC operating as U.S. Crew Change from its Dallas headquarters, provides specialized transportation services for industrial and emergency sectors, focusing on LNG, petrochemical, mining, oil and gas, and construction industries. Wynne Transportation Holdings LLC sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Del.Case No. 25-10027) on January 11, 2025. In its petition, the Debtor reports estimated assets and liabilities between $10 million and $50 million each. Matthew B. McGuire, Esq., at Landis Rath & Cobb LLP, represents the Debtor as counsel. ZANO INDUSTRIES: Seeks Approval to Hire GS & CO as Accountant ------------------------------------------------------------- Zano Industries, Inc. seeks approval from the U.S. Bankruptcy Court for the Eastern District of New York to employ GS & CO as its accountant. The firm will provide these services: (a) assist the Debtor in connection with its business operations and these proceedings; and (b) perform certain services. The hourly rates of the firm's professionals are as follows: Principal $425 Senior Manager $350 Manager $300 Senior Accountant $225 Staff Accountant $185 Administrative $150 In addition, the firm will seek reimbursement for expenses incurred. Robert Giambalvo, a member at GS & CO, disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: Robert Giambalvo, CPA GS & CO 3500 Sunrise Highway, Ste. 100, Bldg. 200 Great River, NY 11739 Telephone: (631) 321-8000 About Zano Industries Zano Industries, Inc. filed its voluntary petition for protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. E.D.N.Y. Case No. 24-43903) on Sept. 19, 2024. In the petition signed by Ferdinand Provenzano, president, the Debtor disclosed up to $50 million in assets and up to $10 million in liabilities. Judge Nancy Hershey Lord oversees the case. The Debtor tapped Ronald Terenzi, Esq., at Terenzi & Confusione, PC as bankruptcy counsel; Kevin Nash, Esq., at Goldberg Weprin Finkel Goldstein LLP as special real estate counsel; and GS & CO as accountant. ZION OIL: Donald Ellis Holds 7.8% Equity Stake ---------------------------------------------- Donald D. Ellis disclosed in a Schedule 13G filed with the U.S. Securities and Exchange Commission that as of January 5, 2025, he beneficially owned 77,043,640 shares of Zion Oil & Gas' common stock, representing 7.8% of the shares outstanding. Mr. Ellis may be reached at: 2750 Fox Grove Court Colorado Springs, Colorado, 80906 A full-text copy of Mr. Ellis' SEC Report is available at: https://tinyurl.com/br5cf5x3 About Zion Oil & Gas Dallas, Texas-based Zion Oil & Gas is an oil and gas exploration company with a history of 24 years of oil and gas exploration in Israel, spanning approximately 75,000 acres under the Megiddo Valleys License 434. Las Vegas, Nevada-based RBSM LLP, the Company's auditor since 2018, issued a "going concern" qualification in its report dated March 20, 2024, citing that the Company has suffered recurring losses from operations and had an accumulated deficit that raises substantial doubt about its ability to continue as a going concern. During the year ended December 31, 2023, Zion Oil & Gas incurred a net loss of approximately $8 million. As of September 30, 2024, Zion Oil & Gas had $29.9 million in total assets, $3.3 million in total liabilities, and $26.6 million in total stockholders' equity. [^] Recent Small-Dollar & Individual Chapter 11 Filings ------------------------------------------------------- In re Pamela F. Schiffman Bankr. E.D.N.Y. Case No. 25-40048 Chapter 11 Petition filed January 6, 2025 represented by: Rachel Blumenfeld, Esq. In re REW Interprises Inc. Bankr. W.D. Tenn. Case No. 25-20087 Chapter 11 Petition filed January 6, 2025 See https://www.pacermonitor.com/view/OJFPCQQ/REW_Interprises_Inc__tnwbke-25-20087__0001.0.pdf?mcid=tGE4TAMA represented by: Ted I. Jones, Esq. JONES & GARRETT LAW FIRM AN ASSOCIATION OF ATTORNEYS In re Rodrigo Garcia Bankr. S.D. Tex. Case No. 25-70003 Chapter 11 Petition filed January 6, 2025 In re HJM, Inc. Bankr. C.D. Cal. Case No. 25-10017 Chapter 11 Petition filed January 7, 2025 See https://www.pacermonitor.com/view/L3WA44I/HJM_Inc__cacbke-25-10017__0001.0.pdf?mcid=tGE4TAMA represented by: Reed Olmstead, Esq. LAW OFFICES OF REED H. OLMSTEAD E-mail: reed@olmstead.law In re Zhe Chang and Jing Xie Bankr. D. Colo. 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Case No. 25-10151 Chapter 11 Petition filed January 8, 2025 See https://www.pacermonitor.com/view/6AF2GAA/Advocates_for_Opportunity_Inc__flsbke-25-10151__0001.0.pdf?mcid=tGE4TAMA represented by: Chad Van Horn, Esq. VAN HORN LAW GROUP, P.A. Email: chad@cvhlawgroup.com In re The Catherine Anderson Family Trust Bankr. D. Md. Case No. 25-10167 Chapter 11 Petition filed January 8, 2025 See https://www.pacermonitor.com/view/F6QK5UY/The_Catherine_Anderson_Family__mdbke-25-10167__0001.0.pdf?mcid=tGE4TAMA represented by: Aryeh E. Stein, Esq. MERIDIAN LAW, LLC E-mail: astein@meridianlawfirm.com In re Cesar Humberto Pina Bankr. D.N.J. Case No. 25-10199 Chapter 11 Petition filed January 8, 2025 In re 268 Dean LLC Bankr. E.D.N.Y. Case No. 25-40098 Chapter 11 Petition filed January 8, 2025 Filed Pro Se In re Nigel Laughton LLC Bankr. E.D.N.Y. Case No. 25-40082 Chapter 11 Petition filed January 8, 2025 See https://www.pacermonitor.com/view/QSZFCDQ/Nigel_Laughton_LLC__nyebke-25-40082__0001.0.pdf?mcid=tGE4TAMA Filed Pro Se In re Sophia Popovic Bankr. E.D.N.Y. Case No. 25-40107 Chapter 11 Petition filed January 8, 2025 represented by: Alla Kachan, Esq. In re Joseph Francis Heath Bankr. E.D. Va. Case No. 25-10043 Chapter 11 Petition filed January 8, 2025 represented by: Alexandria Jeffers, Esq. In re Sam's Crab House LLC Bankr. E.D. Va. Case No. 25-30071 Chapter 11 Petition filed January 8, 2025 See https://www.pacermonitor.com/view/Y25OEUA/Sams_Crab_House_LLC__vaebke-25-30071__0001.0.pdf?mcid=tGE4TAMA represented by: Kimberly A. Kalisz, Esq. CONWAY LAW GROUP, PC E-mail: kimberly@conwaylegal.com In re GrooMore, Inc. Bankr. D. Del. Case No. 25-10018 Chapter 11 Petition filed January 9, 2025 See https://www.pacermonitor.com/view/ZA3INGY/GrooMore_Inc__debke-25-10018__0001.0.pdf?mcid=tGE4TAMA represented by: Joseph C. Barsalona II, Esq. PASHMAN STEIN WALDER HAYDEN, P.C. E-mail: jbarsalona@pashmanstein.com In re Archit Shah Bankr. M.D. Fla. Case No. 25-00115 Chapter 11 Petition filed January 9, 2025 represented by: Amy Mayer, Esq. In re Nicholas Troy Chambers Bankr. S.D. Fla. Case No. 25-10195 Chapter 11 Petition filed January 9, 2025 represented by: Chad Van Horn, Esq. In re Reiter Brothers, Inc. Bankr. S.D. Fla. Case No. 25-10190 Chapter 11 Petition filed January 9, 2025 See https://www.pacermonitor.com/view/HQJK45A/Reiter_Brothers_Inc__flsbke-25-10190__0001.0.pdf?mcid=tGE4TAMA represented by: Robert A. Stiberman, Esq. STIBERMAN LAW, P.A. E-mail: ras@stibermanlaw.com In re Las Vegas Model Trains, LLC Bankr. D. Nev. Case No. 25-10078 Chapter 11 Petition filed January 9, 2025 See https://www.pacermonitor.com/view/G2WIVLA/LAS_VEGAS_MODEL_TRAINS_LLC__nvbke-25-10078__0001.0.pdf?mcid=tGE4TAMA represented by: Michael J. Harker, Esq. LAW OFFICES OF MICHAEL J. HARKER Email: notices@harkerlawfirm.com In re Engelmann Real Estate Holdings LLC Bankr. D. Nev. Case No. 25-10082 Chapter 11 Petition filed January 9, 2025 See https://www.pacermonitor.com/view/HB6E34I/ENGELMANN_REAL_ESTATE_HOLDINGS__nvbke-25-10082__0001.0.pdf?mcid=tGE4TAMA represented by: David A. Riggi, Esq. RIGGI LAW FIRM E-mail: riggilaw@gmail.com In re Rashid I. Khalid Bankr. D.N.J. Case No. 25-10233 Chapter 11 Petition filed January 9, 2025 represented by: Aiden Murphy, Esq. In re German Misonzhnik Bankr. E.D.N.Y. Case No. 25-40114 Chapter 11 Petition filed January 9, 2025 represented by: Alla Kachan, Esq. In re Infinity Athletics NY LLC Bankr. S.D.N.Y. Case No. 25-35023 Chapter 11 Petition filed January 9, 2025 See https://www.pacermonitor.com/view/ODJ5N3I/Norma_Ininity_Athletics_NY_LLC__nysbke-25-35023__0001.0.pdf?mcid=tGE4TAMA represented by: Norma E. Ortiz, Esq. ORTIZ & ORTIZ, LLP E-mail: email@ortizandortiz.com In re H & H Rental Broker, Inc. Bankr. E.D.N.C. Case No. 25-00105 Chapter 11 Petition filed January 9, 2025 See https://www.pacermonitor.com/view/E6YIBRI/H__H_Rental_Broker_Inc__ncebke-25-00105__0001.0.pdf?mcid=tGE4TAMA represented by: JM Cook, Esq. J.M. COOK, P.A. Email: j.m.cook@jmcookesq.com In re Diabetes Care Group Management, Inc. Bankr. M.D. Tenn. Case No. 25-00103 Chapter 11 Petition filed January 9, 2025 See https://www.pacermonitor.com/view/4QY5IVY/Diabetes_Care_Group_Management__tnmbke-25-00103__0001.0.pdf?mcid=tGE4TAMA represented by: Robert J. Gonzales, Esq. EMERGELAW, PLC E-mail: ecf@emerge.law In re Diabetes Care Group, Inc. Bankr. M.D. Tenn. Case No. 25-00101 Chapter 11 Petition filed January 9, 2025 See https://www.pacermonitor.com/view/4DWHELI/Diabetes_Care_Group_Inc__tnmbke-25-00101__0001.0.pdf?mcid=tGE4TAMA represented by: Robert J. Gonzales, Esq. EMERGELAW, PLC E-mail: ecf@emerge.law In re DCA Mississippi, LLC Bankr. M.D. Tenn. Case No. 25-00102 Chapter 11 Petition filed January 9, 2025 See https://www.pacermonitor.com/view/4IOKFII/DCA_Mississippi_LLC__tnmbke-25-00102__0001.0.pdf?mcid=tGE4TAMA represented by: Robert J. Gonzales, Esq. EMERGELAW, PLC E-mail: ecf@emerge.law In re Westlake Rental Boats, LLC Bankr. W.D. Va. Case No. 25-70026 Chapter 11 Petition filed January 9, 2025 See https://www.pacermonitor.com/view/PSV77EY/Westlake_Rental_Boats_LLC__vawbke-25-70026__0001.0.pdf?mcid=tGE4TAMA represented by: Tonya L. Janney, Esq. TONYA L. JANNEY, ATTORNEY AT LAW E-mail: 3janneygirls@gmail.com In re Harris Family Holdings LLC Bankr. W.D. Va. Case No. 25-70024 Chapter 11 Petition filed January 9, 2025 See https://www.pacermonitor.com/view/IYJBWBI/Harris_Family_Holdings_LLC__vawbke-25-70024__0001.0.pdf?mcid=tGE4TAMA represented by: Michael D. Hart, Esq. MICHAEL D. HART, P.C. E-mail: service@hartlawroanoke.com In re James C Stokley, III Bankr. S.D. Ala. Case No. 25-10078 Chapter 11 Petition filed January 10, 2025 represented by: Barry Friedman, Esq. In re Jamie Mazur Bankr. C.D. Cal. Case No. 25-10181 Chapter 11 Petition filed January 10, 2025 represented by: Michael Berger, Esq. In re Wood Design R US, LLC Bankr. S.D. Fla. Case No. 25-10236 Chapter 11 Petition filed January 10, 2025 See https://www.pacermonitor.com/view/JH2W4AA/WOOD_DESIGN_R_US_LLC__flsbke-25-10236__0001.0.pdf?mcid=tGE4TAMA represented by: Robert A. Stiberman, Esq. STIBERMAN LAW, P.A. E-mail: ras@stibermanlaw.com In re Yolanda Richardson Bankr. D.N.J. Case No. 25-10279 Chapter 11 Petition filed January 10, 2025 In re VR Entertainment Group Corp Bankr. D.N.J. Case No. 25-10267 Chapter 11 Petition filed January 10, 2025 See https://www.pacermonitor.com/view/7HOJIII/VR_Entertainment_Group_Corp__njbke-25-10267__0001.0.pdf?mcid=tGE4TAMA represented by: Alla Kachan, Esq. LAW OFFICES OF ALLA KACHAN, P.C. E-mail: alla@kachanlaw.com In re Savannah Holdings LLC Bankr. E.D.N.Y. Case No. 25-40131 Chapter 11 Petition filed January 10, 2025 See https://www.pacermonitor.com/view/4AS6H3Y/Savannah_Holdings_LLC__nyebke-25-40131__0001.0.pdf?mcid=tGE4TAMA Filed Pro Se In re Yehia S. Hussein Bankr. E.D.N.C. Case No. 25-00113 Chapter 11 Petition filed January 10, 2025 represented by: Laurie Biggs, Esq. In re Tom A Agler, Sr. Bankr. N.D. Ohio Case No. 25-30041 Chapter 11 Petition filed January 10, 2025 represented by: Patricia Kovacs, Esq. In re Mital Pandya Bankr. E.D. Pa. Case No. 25-10114 Chapter 11 Petition filed January 10, 2025 represented by: Alexander G. Tuttle, Esq. In re IFR Foundation Repair Inc. Bankr. N.D. Tex. Case No. 25-40111 Chapter 11 Petition filed January 10, 2025 See https://www.pacermonitor.com/view/4OE3NYY/IFR_Foundation_Repair_Inc__txnbke-25-40111__0001.0.pdf?mcid=tGE4TAMA represented by: Clayton L. Everett, Esq. NORRED LAW, PLLC E-mail: clayton@norredlaw.com In re 2108 E. Mission, LLC Bankr. E.D. Wash. Case No. 25-00037 Chapter 11 Petition filed January 10, 2025 See https://www.pacermonitor.com/view/KCIHG6I/2108_E_Mission_LLC__waebke-25-00037__0001.0.pdf?mcid=tGE4TAMA represented by: Patrick Brick, Esq. PATRICK H. BRICK E-mail: bricklaw@msn.com In re Meiling Tong Bankr. C.D. Cal. Case No. 25-10240 Chapter 11 Petition filed January 13, 2025 represented by: Kevin Tang, Esq. In re Serve Tech Global, LLC Bankr. N.D. Cal. Case No. 25-30021 Chapter 11 Petition filed January 13, 2025 See https://www.pacermonitor.com/view/A6PQKBA/Serve_Tech_Global_LLC__canbke-25-30021__0001.0.pdf?mcid=tGE4TAMA Filed Pro Se In re Lavish Lifestlyes Capital Investment Group, LLC Bankr. S.D. Fla. Case No. 25-10320 Chapter 11 Petition filed January 13, 2025 See https://www.pacermonitor.com/view/UPIWNYQ/Lavish_Lifestlyes_Capital_Investment__flsbke-25-10320__0001.0.pdf?mcid=tGE4TAMA represented by: Mark S. Roher, Esq. LAW OFFICE OF MARK S. ROHER, P.A. E-mail: mroher@markroherlaw.com In re Kemmer, LLC Bankr. S.D. Ind. Case No. 25-90017 Chapter 11 Petition filed January 13, 2025 See https://www.pacermonitor.com/view/Z3NYEBI/Kemmer_LLC__insbke-25-90017__0001.0.pdf?mcid=tGE4TAMA represented by: Michael McClain, Esq. MCCLAIN LAW GROUP, PLLC E-mail: mmcclain@mcclainlawgroup.com In re 414 East 115 LLC Bankr. E.D.N.Y. Case No. 25-40165 Chapter 11 Petition filed January 13, 2025 See https://www.pacermonitor.com/view/PLTUPOI/414_East_115_LLC__nyebke-25-40165__0001.0.pdf?mcid=tGE4TAMA Filed Pro Se In re Dark Forces Ltd Bankr. E.D.N.Y. Case No. 25-70131 Chapter 11 Petition filed January 13, 2025 See https://www.pacermonitor.com/view/TZ3XWXI/Dark_Forces_LTD__nyebke-25-70131__0001.0.pdf?mcid=tGE4TAMA represented by: Ronald D. Weiss, Esq. RONALD D. WEISS, P.C. E-mail: weiss@ny-bankruptcy.com In re Alice's Creativity All in One, LLC Bankr. W.D. Tenn. Case No. 25-20183 Chapter 11 Petition filed January 13, 2025 See https://www.pacermonitor.com/view/QECDWVI/Alices_Creativity_All_in_One_LLC__tnwbke-25-20183__0001.0.pdf?mcid=tGE4TAMA represented by: Toni Campbell Parker, Esq. LAW FIRM OF TONI CAMPBELL PARKER E-mail: tparker002@att.net ********* 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. 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